Commercial Companies Law

Article 221 — Article (221) Treasury Shares

Part Four: Public Joint Stock Companies · Chapter Five: Shares, Bonds and Sukuk

1. The company may not pledge its own shares or purchase such shares unless the purchase is intended to reduce the issued capital or for the amortization of the shares. in which case, such shares shall not have a vote in the deliberations of the General Assembly nor a profit share. 2. Notwithstanding the provision of Clause [1] of this Article, it shall be permissible for the company that has been incorporated for at least two fiscal years to purchase – subject to prior approval of the General Assembly – a percentage not exceeding [10%] of its shares for the purpose of disposing of the same in any way, including transfer of ownership, in accordance with the conditions, controls and procedures to be decided by the SCA. The treasury shares may not be included in the quorum for meetings of the General Assembly, nor may they have a vote in deliberations of the General Assembly or a share in the profit, unless they have been transferred or cancelled. In case such shares are cancelled, the company capital shall be reduced by the number of cancelled shares. In this case, the reduction process shall not be subject to the provisions of Articles [206] and [204] of this Decree Law.

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