Requirements for a Public Shareholding company

BOARD OF DIRECTORS

A Public Shareholding Company should be managed by an elected Board of Directors. The Articles of Association shall define the company’s formation, the number of its members and the term of office of its members, provided the number of its members is not less than five and does not exceed eleven.

The tenure of board members is set for a period of three years and they can be re-elected more than once unless stated otherwise in the Articles of Association.

The Board of Directors has to prepare for every fiscal year the company’s audited financial statements, along with a report on the company’s activities during the past year and the future plans for the coming year.

GENERAL ASSEMBLY

The meeting of the General Assembly (shareholders) is to be convened upon the invitation by the Board of Directors at least once a year. The meeting should take place within four months following the end of the company’s financial year. Invitations containing a clear summary of the agenda for the General Assembly should be sent to all shareholders by registered post.

The Board of Directors shall call for a General Assembly meeting upon request by the company’s auditor or to discuss important matters upon the request of one or more shareholders holding not less than 10% of the capital.

The Chairman of the Board of Directors should, at least fifteen days before the general assembly meeting, publish the company’s audited financial statements and report in two local daily Arabic newspapers.

• An extraordinary General Assembly meeting is convened in discussing important matters such as modifying the Memorandum or Articles of Association; increasing or decreasing the capital of the company; extending the duration of the company; dissolution, liquidation, assignment or merger with another company; or selling the entire undertaking for which the company was established.

AUDITORS

A Public Shareholding Company must have one or more auditors, who must be appointed by the General Assembly who also fix their remuneration. The auditors can be re-appointed annually but their term of office cannot exceed five consecutive years.

CLOSED PUBLIC SHAREHOLDING COMPANY

A Closed Public Shareholding Company is a company in which there are at least five persons who hold the entire shares of the company, which cannot be offered for public subscription.

The company should have a capital of not less than QR 2,000,000 (Two Million Qatari Riyals). A Closed Public Shareholding Company is governed by all the laws pertaining to Public Shareholding Companies, with the exception of public subscription and share transfers.

A Closed Public Shareholding Company may be transformed into a Public Shareholding Company.