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Dlala General Assembly Approves Agenda
Items
December 6, 2017
Dlala Brokerage
and Investment Holding held its Extraordinary General Meeting on
Tuesday 05/12/2017. The Assembly adopted the following
resolutions:
1.
Approval of the amendment to the
Article 28 of the Company's Articles of Association regarding
the establishment of the Board of Directors. The amendment was
introduced to conform to Article 6 of the Governance Law by
adding the expression: “provided that at least one third of the
Board members are independent, and the majority are
non-executive members. One or more Board seats may be allocated
for minority representatives, and another to represent Company
employees.”
2.
Approval of the amendment to the
Article 29 of the Company’s Articles of Association concerning
eligibility conditions required to be met by a member of the
Board of Directors. This revision aims to comply with Article 5
of the Governance Law through the addition of the following
phrase: “or of any type of crimes as referred to in Article 40
of Law No. 8 of 2012 regarding Qatar Financial Markets Authority
(QFMA), or is prohibited from conducting any business in the
entities subject to the Authority's supervision under Article 35
paragraph 12 of Law No. 8 of 2012”. Another phrase was also
added stating: “the Company shall send a list of Board
candidates’ names and information to QFMA for approval at least
two weeks before election date.”
3.
Approval of the amendment of
Article 33 of the Company’s Articles of Association in relation
to the delegation of the Board of Directors’ functions, so as to
comply with Article No. 10 of the Governance Law through the
addition of the expression: “The Board of Directors may delegate
its committees to exercise some of its authorities. It may form
one or more special committees to carry out specific tasks,
provided the decree forming such committees states the exact
nature of their tasks. Nevertheless, the Board bears the
ultimate responsibility of the Company despite forming delegated
committees or authorized other parties or persons to carry out
some of its duties.”
4.
Approval of the amendment of
Article (56) of the Company’s Articles of Association to comply
with the Corporate Governance, namely Article (37). The revision
was in the form of an added item guaranteeing minority
shareholders' rights and the mechanism used to protect their
rights.
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