22-06-2025
Qatari German Co. for Medical Devices announces the results of the EGM. The meeting was held on 22/06/2025 and the following resolution were approved
First: The recommendation of the Board of Directors regarding the continuation of the company’s operations, despite the accumulated losses exceeding half of the company’s capital, has been reviewed and approved.
Second: The amendments to certain articles of the company’s Articles of Association have been approved to comply with the requirements of the Qatar Financial Markets Authority, and the Chairman of the Board of Directors has been authorized to complete the necessary procedures and obtain the required approvals. The amended articles are as follows:
- Approval of the amendment to Article (7) of the Articles of Association regarding the ownership percentage of non-Qatari shareholders, which shall now read as follows:
“A total of (30,250,000) shares were offered at incorporation, with a total value of QAR (30,250,000) for public subscription through the company’s authorized licensed bank, at a nominal value of QAR (1) per share, after obtaining the approval of the Department of Company Affairs in accordance with Articles (76 to 87) of the Commercial Companies Law No. (11) of 2015.
Each share entitles its holder to an equal portion of the company's assets and distributed profits, without discrimination, as detailed in these Articles.
The last registered shareholder in the company’s records shall be entitled to receive any amounts due for the share, whether profit distributions or shares of the assets.
Shares shall be nominal and paid in full in a single installment. No Qatari natural or legal person may, at any time, own more than 25% of the company’s shares.
Non-Qatari shareholders may own up to 100% of the company’s capital, subject to applicable laws at the time. However, no non-Qatari natural or legal person may own more than 10% of the company’s shares."
- Approval of the amendment to Article (36) of the Articles of Association regarding the remuneration of the Chairman and Board Members, which shall now read as follows:
“The Ordinary General Assembly shall determine the remuneration of the Board Members, provided that it does not exceed 5% of the net profit after deducting reserves and legal deductions, and after distributing a minimum of 5% of the paid-up capital as dividends to the shareholders.
In case the company does not achieve profits, Board Members may receive a fixed amount, subject to the approval of the General Assembly. The Ministry may set a maximum limit for this amount.
The term ‘remuneration’ includes all amounts received by the Chairman and Board Members, such as meeting attendance allowances, profit shares, or any other payments considered as compensation for their role on the Board. Accordingly, it shall be subject to the maximum limit stipulated in Article (119) of the Commercial Companies Law No. (11) of 2015 and its amendments, and Article (18) of the Corporate Governance Code.
If it is found that the paid remuneration exceeds the legal maximum, the Chairman and Members shall be required to return the excess amount, each according to what they received."
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