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Excluded Transfers - Shares - 2020 - July
Shares
Bonds
Subscription Rights

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No. of Contracts
Securities
Total Value
Inheritance
Family
Other
Inheritance
Family
Other
Inheritance
Family
Other
Banking Sector
Serial Security Information
No. of Contracts
Securities
Total Value
No. Name Inheritance Family Other Inheritance Family Other Inheritance Family Other
1 111001 Jordan Islamic Bank 85 12 0 125,970 12,317 0 324,091.44 31,986.82 0.00
2 111002 Jordan Kuwait Bank 21 1 617 156,179 825 224,407 262,355.62 1,410.75 383,735.97
3 111003 Jordan Commercial Bank 5 0 0 740 0 0 592.00 0.00 0.00
4 111004 The Housing Bank For Trade & Finance 14 0 0 8,546 0 0 32,536.34 0.00 0.00
5 111005 Arab Jordan Investment Bank 6 0 0 1,050 0 0 1,207.50 0.00 0.00
6 111006 Safwa Islamic Bank 12 0 0 3,067 0 0 3,953.76 0.00 0.00
7 111007 Bank Al Etihad 20 0 0 116,823 0 0 178,760.65 0.00 0.00
8 111009 Arab Banking Corporation ( Jordan ) 6 1 0 65,000 6,000 0 46,150.00 4,200.00 0.00
9 111014 Invest Bank 15 0 75 90,203 0 39,121 113,651.72 0.00 49,292.46
10 111017 Capital Bank Of Jordan 40 2 0 317,877 33,000 0 272,063.11 28,110.00 0.00
11 111020 Societe Generale De Banque ( Jordanie ) 11 0 0 14,512 0 0 20,316.80 0.00 0.00
12 111021 Cairo Amman Bank 23 0 0 114,029 0 0 111,733.40 0.00 0.00
13 111022 Bank Of Jordan 24 1 0 225,792 200,000 0 379,493.19 336,000.00 0.00
14 111033 Jordan Ahli Bank 29 0 0 228,981 0 0 184,894.99 0.00 0.00
15 113023 Arab Bank 43 6 0 323,874 15,930 0 1,339,684.02 65,001.24 0.00
Total Banking 354 23 692 1,792,643 268,072 263,528 3,271,484.54 466,708.81 433,028.43

 
No. of Contracts
Securities
Total Value
Inheritance
Family
Other
Inheritance
Family
Other
Inheritance
Family
Other
Insurance Sector
Serial Security Information
No. of Contracts
Securities
Total Value
No. Name Inheritance Family Other Inheritance Family Other Inheritance Family Other
1 121003 Al-nisr Al-arabi Insurance 4 0 0 192 0 0 729.60 0.00 0.00
2 121004 Jordan Insurance 4 0 0 69 0 0 142.83 0.00 0.00
3 121005 Arabia Insurance Company - Jordan 4 0 0 56 0 0 33.60 0.00 0.00
4 121006 Delta Insurance 5 0 0 522 0 0 600.30 0.00 0.00
5 121007 Jerusalem Insurance 0 3 0 0 3,000 0 0.00 4,500.00 0.00
6 121009 Jordan French Insurance 16 0 0 37,004 0 0 33,303.60 0.00 0.00
7 121010 Holy Land Insurance 4 0 0 21,747 0 0 16,962.66 0.00 0.00
8 121015 Al Safwa Insurance Public Limited Company 4 0 0 173 0 0 38.06 0.00 0.00
9 121017 Arab Life & Accident Insurance 6 0 0 35 0 0 22.40 0.00 0.00
10 121020 Arab Union International Insurance 4 0 0 64 0 0 96.64 0.00 0.00
11 121022 Jordan International Insurance 9 0 0 1,236 0 0 506.76 0.00 0.00
12 121025 The Islamic Insurance 6 0 0 80,000 0 0 76,000.00 0.00 0.00
13 121032 The Mediterranean &gulf Insurance ( Jordan ) 0 1 0 0 55 0 0.00 49.50 0.00
14 121034 First Insurance 6 0 0 1,068 0 0 619.44 0.00 0.00
Total Insurance 72 4 0 142,166 3,055 0 129,055.89 4,549.50 0.00

 
No. of Contracts
Securities
Total Value
Inheritance
Family
Other
Inheritance
Family
Other
Inheritance
Family
Other
Services Sector
Serial Security Information
No. of Contracts
Securities
Total Value
No. Name Inheritance Family Other Inheritance Family Other Inheritance Family Other
1 111027 Beit Al Mal Saving & Investment For Housing 17 0 0 1,366 0 0 181.24 0.00 0.00
2 121033 Darkom Investment 6 0 0 69 0 0 56.58 0.00 0.00
3 131004 The Jordanian Electric Power 90 2 0 57,212 1,023 0 69,662.50 1,256.47 0.00
4 131005 Arab International Hotels 4 1 0 278 62 0 244.64 57.04 0.00
5 131010 Irbid District Electricity 17 1 50 339 265 5,246 3,440.85 2,689.75 53,246.90
6 131012 Jordan National Shipping Lines 6 0 0 248 0 0 434.00 0.00 0.00
7 131013 Jordan Press Foundation 20 0 0 66,118 0 0 14,545.96 0.00 0.00
8 131017 Jordan Decapolis Properties 20 0 0 2,383 0 0 691.07 0.00 0.00
9 131018 National Portfolio Securities 20 0 0 6,453 0 0 3,163.33 0.00 0.00
10 131022 Jordanian Duty Free Shops 0 1 0 0 60,000 0 0.00 624,000.00 0.00
11 131023 Jordan International Trading Center 5 0 0 149 0 0 168.37 0.00 0.00
12 131025 Jordanian Expatriates Investment Holding 11 0 0 90,189 0 0 35,171.82 0.00 0.00
13 131030 Jordan Press & Publishing 6 0 0 270 0 0 29.70 0.00 0.00
14 131051 Zarka Educational & Investment 8 0 0 7,969 0 0 8,925.28 0.00 0.00
15 131052 The Arab International For Education & Investment 7 0 0 249 0 0 572.70 0.00 0.00
16 131064 Al Ahlia Enterprises 5 0 0 11 0 0 0.66 0.00 0.00
17 131067 Zara Investment (holding) 6 0 0 1,950 0 0 624.00 0.00 0.00
18 131069 Union Investment Corporation 3 0 0 541 0 0 604.76 0.00 0.00
19 131073 Union Land Development 9 0 0 88 0 0 110.44 0.00 0.00
20 131080 Jordan Express Tourist Transport 2 0 0 64 0 0 114.56 0.00 0.00
21 131082 Arab East Investment 6 0 0 60,000 0 0 25,200.00 0.00 0.00
22 131089 Al-amin Investment 5 1 0 100 2,000 0 218.00 4,240.00 0.00
23 131098 Al Dawliyah For Hotels & Malls 13 0 0 2,216 0 0 1,029.36 0.00 0.00
24 131101 The Real Estate & Investment Portfolio 6 0 0 79 0 0 52.93 0.00 0.00
25 131206 Jordan Telecom 14 0 0 35,450 0 0 48,936.00 0.00 0.00
26 131211 Jordan Projects For Tourism Development 5 0 0 770 0 0 839.30 0.00 0.00
27 131213 Alia-the Royal Jordanian Airlines 8 0 0 411 0 0 110.97 0.00 0.00
28 131217 Investors Industrial And Properties 14 0 0 34,670 0 0 2,426.90 0.00 0.00
29 131221 Petra Education 8 0 0 40,952 0 0 167,903.20 0.00 0.00
30 131224 International Brokerage & Financial Markets 6 0 0 116 0 0 32.48 0.00 0.00
31 131226 Investment House For Financial Services 8 0 0 337 0 0 57.29 0.00 0.00
32 131227 Amwal Invest 22 0 0 103,486 0 0 7,144.02 0.00 0.00
33 131229 Jordanian Real Estate For Development 6 0 0 57,000 0 0 19,950.00 0.00 0.00
34 131230 South Electronics 2 0 0 86 0 0 15.48 0.00 0.00
35 131236 Ihdathiat Real Estate 4 1 0 55 128 0 34.65 75.52 0.00
36 131237 Emmar Investments & Real Estate Development 18 0 0 1,393 0 0 265.98 0.00 0.00
37 131239 Arab Phoenix Holdings 30 0 0 22,653 0 0 6,114.27 0.00 0.00
38 131243 Masafat For Specialized Transportation 5 0 0 180 0 0 52.20 0.00 0.00
39 131246 High Performance Real Estate Investments 5 2 0 15,000 5,625 0 3,750.00 1,293.75 0.00
40 131248 Shareco Brokerage 9 0 0 2,578 0 0 1,274.00 0.00 0.00
41 131249 Al Sanabel International For Islamic Investments (holding) 14 3 0 30,075 225 0 16,836.75 126.00 0.00
42 131251 First Finance 12 3 0 276 276 0 136.16 135.24 0.00
43 131269 First Jordan Investment 8 2 0 40,222 445 0 8,046.62 93.45 0.00
44 131270 Almehanya For Real Estate Investments & Housing 7 2 0 102 284 0 40.80 119.28 0.00
45 131272 Model Restaurants 0 1 0 0 20 0 0.00 2.60 0.00
46 131275 Saba'ek Investment 5 1 0 10,000 50 0 3,300.00 16.50 0.00
47 131278 Shira' Real Estate Development & Investment 0 1 0 0 3,571 0 0.00 2,642.54 0.00
48 131286 Afaq For Energy 6 0 0 4,000 0 0 4,320.00 0.00 0.00
49 141003 Al- Arabiya For Investment Projects 6 0 0 10,000 0 0 5,800.00 0.00 0.00
50 141021 International Company For Medical Investments 10 8 0 78 65 0 106.86 81.25 0.00
51 141031 Akary For Industries & Real Estate Investments 5 0 0 282 0 0 1,285.92 0.00 0.00
52 141048 Al-eqbal Investment 1 0 0 1,158 0 0 15,169.80 0.00 0.00
53 141058 Injaz For Development & Projects 0 1 0 0 246 0 0.00 248.46 0.00
54 141218 Jordanian Mutual Funds Management Company 9 1 0 147 20 0 457.17 62.20 0.00
Total Services 539 32 50 709,818 74,305 5,246 479,649.57 637,140.05 53,246.90

 
No. of Contracts
Securities
Total Value
Inheritance
Family
Other
Inheritance
Family
Other
Inheritance
Family
Other
Industry Sector
Serial Security Information
No. of Contracts
Securities
Total Value
No. Name Inheritance Family Other Inheritance Family Other Inheritance Family Other
1 141004 Jordan Dairy 15 0 0 705 0 0 2,115.00 0.00 0.00
2 141006 Arab Aluminium Industry 13 0 0 767 0 0 1,085.66 0.00 0.00
3 141009 The Industrial Commercial & Agricultural 22 0 0 187 0 0 123.35 0.00 0.00
4 141012 Dar Al Dawa Development & Investment 31 1 1 7,863 118 1,081 7,977.65 115.64 1,059.38
5 141017 Jordan Paper & Cardboard Factories 9 1 0 38,008 42 0 2,280.72 3.78 0.00
6 141018 Jordan Phosphate Mines 30 0 0 54,048 0 0 145,953.54 0.00 0.00
7 141019 The Jordan Pipes Manufacturing 8 0 0 997 0 0 785.72 0.00 0.00
8 141023 Arab Center For Pharmaceuticals & Chemicals Industries 27 0 0 9,457 0 0 1,413.48 0.00 0.00
9 141026 Jordan Chemical Industries 0 1 0 0 101 0 0.00 93.93 0.00
10 141038 Jordan Wood Industries (jwico) 5 0 0 413 0 0 173.46 0.00 0.00
11 141039 National Cable & Wire Manufacturing 6 0 0 85,000 0 0 10,200.00 0.00 0.00
12 141042 Jordan Cement Factories 43 10 0 1,791 113 0 504.86 31.43 0.00
13 141054 National Chlorine Industries 5 0 0 98 0 0 95.06 0.00 0.00
14 141055 Jordan Industrial Resources 16 0 0 1,939 0 0 288.25 0.00 0.00
15 141059 Middle East Specialized Cables Company (mesc_jordan) 14 0 0 1,462 0 0 116.96 0.00 0.00
16 141070 Jordan Steel 20 0 0 74,135 0 0 15,568.35 0.00 0.00
17 141073 Middle East Pharmaceutical & Chemical Industries & Medical Appliances 0 1 0 0 4 0 0.00 2.20 0.00
18 141074 Union Tobacco&cigarette Industries 7 0 0 1,048 0 0 1,247.12 0.00 0.00
19 141091 National Aluminium Industrial 6 0 0 20,000 0 0 11,000.00 0.00 0.00
20 141097 Middle East Complex For Engineering, Electronics & Heavy Industries 0 2 0 0 124 0 0.00 39.68 0.00
21 141098 Arabian Steel Pipes Manufacturing 6 0 0 400 0 0 252.00 0.00 0.00
22 141141 Jordan Vegetable Oil Industries 12 0 0 50 0 0 139.50 0.00 0.00
23 141204 The Jordanian Pharmaceutical Manufacturing 6 0 0 80,000 0 0 19,200.00 0.00 0.00
24 141208 Al-quds Ready Mix 12 0 0 798 0 0 231.42 0.00 0.00
25 141214 Assas For Concrete Products 5 3 0 129 111 0 20.64 16.65 0.00
26 141215 United Cable Industries 16 0 0 158,704 0 0 57,133.44 0.00 0.00
27 141216 National Oil And Electricity Production From Oil Shale 0 2 0 0 618 0 0.00 80.34 0.00
28 141217 Intermediate Petrochemicals Industries 6 0 0 97 0 0 37.83 0.00 0.00
29 142041 Jordan Petroleum Refinery 273 19 0 309,586 7,980 0 838,698.01 21,829.79 0.00
Total Industry 613 40 1 847,682 9,211 1,081 1,116,642.02 22,213.44 1,059.38
Grand Total 1,578 99 743 3,492,309 354,643 269,855 4,996,832.02 1,130,611.80 487,334.71
 
Article (146):†† Membership in More than One Board of Directors
A-
Any person is entitled, in his personal capacity, to be a member of the Board of a maximum of three Public Shareholding Companies concurrently. A person is also entitled to represent a corporate body in the Board of Directors of three Public Shareholding Companies at most. In all events, the said person is not entitled to be a member of the Board of Directors of more than five Public Shareholding Companies in his personal capacity in some, and as a representative of a corporate body in the others. Any membership in a Board of Directors of a Public Shareholding Company obtained by such person contrary to the provisions of this paragraph, shall by the force of Law, be considered null and void.
B-
Each candidate nominated for membership of the Board of Directors of a Public Shareholding Company shall notify the Controller in writing of the names of the companies in which he is a member in the Boards of Directors therein.
C-
No person may nominate himself for the membership of a Board of Directors of a Public Shareholding Company in his personal capacity or as a representative of a corporate body if the number of his memberships equals the number stipulated in paragraph (a) of this Article. However, he is permitted to resign from any membership within two weeks from the date of his new membership nomination, provided that he may not attend the meetings of the Board of Directors of the Company to which he was elected a member, prior to rectifying his position in accordance to the provisions of this article.
Article (150) :
The Members shall adjust their situation in accordance with these Instructions including depositing securities by virtue of the decisions issued by the Board of Directors for this purpose.
Article (60): Company Management
A-
The Company shall be managed by a manager or Management Committee whose members shall not be less than two and not more than seven, whether they are shareholders or others, in accordance with the Company's Memorandum of Association for a period of four years. The Memorandum may provide for a shorter period. The Management Committee shall elect a chairman, a deputy chairman and those authorized to sign on behalf of the Company.
B-
The manager of the Limited Liability Company or its Management Committee shall have full power to manage the Company within the limits specified by its Memorandum of Association. Transactions and actions realized or exercised by the manager or Management Committee in the name of the Company shall be binding on the Company before others dealing with the company in good faith, irrespective of any restriction stipulated in the Company's Articles or Memorandum of Association.
C-
Others dealing with the Company shall be considered bona fide unless the contrary is proven. However, others shall not be obligated to ascertain that there is any restriction on the powers of the managers or the Management Committee in their power to bind the Company under its Articles or Memorandum of Association.

Article (135) Government and Official Corporationsí Representation in the Board of Directors

A- 1.
Should the Government or any official public corporation or any public corporate body subscribe in a Public Shareholding Company, then they shall be entitled to be represented on its Board of Directors, by a number in proportion to their subscription proportion in the Company capital if that proportion entitles it for one or more memberships in the Board, and in this case it shall not participate in the election of other Board members. If their subscription is less than the percentage that grants them membership in the Board than they shall use their nomination right and participate in electing the members of this Board just like any other shareholder, and the person representing any of same on the Board shall enjoy all the membership rights and bear its responsibilities. It is not permitted, in accordance with the provisions of this paragraph, to appoint one member on more than one Board of Directors of two companies in which the Government or official public corporation or public corporate body is a subscriber therein, including Arab and foreign companies, or companies that an official public corporation or public corporate body is a subscriber therein
2.
If, and in any event, a representative of the Government or an official public corporation or public corporate body is appointed in more than two Companies' Board of Directors, then he shall be obligated under legal and disciplinary liability to correct his position during a period that does not exceed a month, in accordance with the provisions of clause (1) of this paragraph, by notifying the specialized body he represents in order for it to appoint a replacement in the company in which he relinquished his membership, and shall notify the Controller thereof. This provision is applicable to all existing cases upon this Law coming into force.
B-
The membership of the representative of the Government or the official corporation or the other public corporate bodies in the Board of Directors of the Public Shareholding Company shall continue for the term determined for the Board. The party that appointed the said representative shall have the right to appoint another person to replace him, at any time, for the remaining period of his predecessorís term in the Board, or to delegate someone to temporarily replace him in the event of his illness or absence, provided that the Company is informed in writing in both situations.
C-
Should the member who represents the Government or the official public corporation or any public corporate body submit his resignation from the Company's Board of Directors, his resignation shall be accepted, and the entity whom he represented must appoint a new representative to replace him.
D-
Provisions relating to the appointment of a Government representative on the Board of Directors of Public Shareholding Companies shall be determined in accordance with the Jordan Investment Corporation Law and the regulations issued pursuant thereto, and any other legislation that amends or replaces the said Law.
E-
The provision of this Article shall apply to non-Jordanian governments and public corporate bodies when subscribing to the capitals of Jordanian companies.

Article (136): The Representation of a Corporate Body
If a corporate body, other than public corporate bodies referred to in Article (135) of this Law is a shareholder in a Public Shareholding Company, then it may be nominated for a number of seats in the Board of Directors in proportion to its shareholding in the Company's capital. In event of its election it shall name a natural person to represent it in the Board of Directors within ten days of the date of its election, provided that the appointee holds the membership conditions and qualifications stipulated in this Law with the exception to his ownership of the Board of Directorsí qualifying shares. A corporate body is deemed to have lost its membership if it fails to name its representative within a month of its election. The corporate body may also replace its representative with another natural person during the Board's duration.
Resultant of trades
No. of Management Committee Incomplete
Article (133): Shares whose Ownership is Necessary for the Nomination for the Board Membership
A-
The Public Shareholding Company's Memorandum of Association shall specify the number of shares which must be held by a member to qualify for nomination as a member of the Board of Directors, and to retain his position as a member therein. Those shares should not be attached, mortgaged or under any other lien which prevents their unrestricted disposal. The restriction provided for in Article (100) of this Law, regarding prohibiting the disposal of founding shares, shall be excluded from this provision.
B-
The qualifying number of shares for membership on the Board of Directors shall continue to be attached as long as the owner of such shares is a member of the Board of Directors and for a further period of six months following the expiry date of his term therein. Such shares may not be negotiated during that period. To that end the shares shall be marked as attached shares and a reference to this effect shall be made in the shareholders register. Such an attachment is made as a security for the Company's interest and to guarantee the obligations and responsibilities of that member and the Board of Directors.
C-
Any member of the Board of Directors of a Public Shareholding Company shall be automatically abated from his term of office if, for any reason whatsoever, the number of shares that he should own decreases to less than the number of shares which he should be an owner of pursuant to paragraph (a) of this Article, or if an attachment has been levied upon the shares pursuant to a final Court decision, or it they have been mortgaged during his term of office, unless he completes the shares which have been decreased from the shares which qualify him for such term in the Board within a period that does not exceed thirty days. Such shareholder may not attend any of the Boardís meetings during the period in which the decrease of his shares occurs.
Article (95):†† Fixing the Company's Capital and Duration of Paying the Unsubscribed Part
A-
The authorized capital of the Public Shareholding Company and the subscribed part shall be fixed in Jordanian Dinars and shall be divided into nominal shares at a par-value of one Dinar each, provided that the authorized capital shall not be less than five hundred thousand (500,000) Dinars and the subscribed capital shall not be less than one hundred thousand (100,000) Dinars or twenty percent (20%) of the authorized capital, whichever is greater.
B-
Subject to the provisions of paragraph (d) of this Article, the un-subscribed capital shall be paid within three years of the date of the Company's founding or the increase of the capital, as the case may be. In the event of default in payment of the un-subscribed capital within the said period, the following should be observed
1.
If the subscribed capital exceeds five hundred thousand (500,000) Dinars at the end of the period, the authorized capital of the Company shall be become its actual subscribed capital.
2.
If the subscribed capital is less than five hundred thousand (500,000) Dinars at the end of the period, the Controller shall issue a warning to the Company to pay the necessary difference in the amount with the effect that the actual subscribed capital of the Company becomes five hundred thousand (500,000) Dinars within thirty days from the date the notice is served to the Company. Should the Company fail to do so, the Controller shall have the right to request the Court to liquidate the Company in accordance with the provisions of Article (266) of this Law.
C-
The Company's Board of Directors may re-issue the un-subscribed shares of the authorized capital of the Company as the Company's interests may warrant, and at the value which is deemed proper by the Board, whether such value is equivalent to the nominal value of the share, or higher or lower than it, provided that such shares shall be issued in accordance with the provisions of the applicable regulations and legislations in force.
D-
The Board of Directors of the Public Shareholding Company shall obtain the approval of the extraordinary General Assembly in the event that the un-subscribed shares are covered by any of the following methods:
1.
Incorporating the voluntary reserve into the Company's capital;
2.
Capitalization of the Company's debts or any part thereof provided that the creditors of these debts consent thereto in writing;
3.
Conversion of convertible bonds into shares in accordance with the provisions of this Law.
E-
It shall be permissible by a decision of the General Assembly in accordance with rules set by same for this purpose to allocate a part of the Company's un-subscribed capital as an incentive to the Company's employees. In such a case, this part may continue to be offered to them for a period that does not exceed four years as of the date of the Company's registration or the increase in its capital, as the case may be.
F-
The Board of Directors may issue shares as provided for by the provisions of the Securities Law in force.
Article (95):†† Fixing the Company's Capital and Duration of Paying the Unsubscribed Part
A-
The authorized capital of the Public Shareholding Company and the subscribed part shall be fixed in Jordanian Dinars and shall be divided into nominal shares at a par-value of one Dinar each, provided that the authorized capital shall not be less than five hundred thousand (500,000) Dinars and the subscribed capital shall not be less than one hundred thousand (100,000) Dinars or twenty percent (20%) of the authorized capital, whichever is greater.
B-
Subject to the provisions of paragraph (d) of this Article, the un-subscribed capital shall be paid within three years of the date of the Company's founding or the increase of the capital, as the case may be. In the event of default in payment of the un-subscribed capital within the said period, the following should be observed
1.
If the subscribed capital exceeds five hundred thousand (500,000) Dinars at the end of the period, the authorized capital of the Company shall be become its actual subscribed capital.
2.
If the subscribed capital is less than five hundred thousand (500,000) Dinars at the end of the period, the Controller shall issue a warning to the Company to pay the necessary difference in the amount with the effect that the actual subscribed capital of the Company becomes five hundred thousand (500,000) Dinars within thirty days from the date the notice is served to the Company. Should the Company fail to do so, the Controller shall have the right to request the Court to liquidate the Company in accordance with the provisions of Article (266) of this Law.
C-
The Company's Board of Directors may re-issue the un-subscribed shares of the authorized capital of the Company as the Company's interests may warrant, and at the value which is deemed proper by the Board, whether such value is equivalent to the nominal value of the share, or higher or lower than it, provided that such shares shall be issued in accordance with the provisions of the applicable regulations and legislations in force.
D-
The Board of Directors of the Public Shareholding Company shall obtain the approval of the extraordinary General Assembly in the event that the un-subscribed shares are covered by any of the following methods:
1.
Incorporating the voluntary reserve into the Company's capital;
2.
Capitalization of the Company's debts or any part thereof provided that the creditors of these debts consent thereto in writing;
3.
Conversion of convertible bonds into shares in accordance with the provisions of this Law.
E-
It shall be permissible by a decision of the General Assembly in accordance with rules set by same for this purpose to allocate a part of the Company's un-subscribed capital as an incentive to the Company's employees. In such a case, this part may continue to be offered to them for a period that does not exceed four years as of the date of the Company's registration or the increase in its capital, as the case may be.
F-
The Board of Directors may issue shares as provided for by the provisions of the Securities Law in force.
Article (132):†† The Board of Directors
A-
The management of a Public Shareholding Company is entrusted to a Board of Directors whose members shall not be less than three and not more than thirteen as determined by the Company's Memorandum of Association. The members of the Board shall be elected by the Company's General Assembly by means of a secret ballot in accordance with the provisions of this Law. The Board of Directors shall undertake the management of the Company for four years as from the date of its election.
B-
The Board of Directors shall invite the Company's General Assembly to meet during the last three months of its term, in order to elect a new Board of Directors to replace it as of the date of its election, provided that the Board continues to manage the affairs of the Company until the new Board is elected if its election is delayed for any reason whatsoever. The delay in this case should not exceed three months from the expiry date of the term of the existing Board whatever the case maybe.
Article (60)†: Company Management
A-
The Company shall be managed by a manager or Management Committee whose members shall not be less than two and not more than seven, whether they are shareholders or others, in accordance with the Company's Memorandum of Association for a period of four years. The Memorandum may provide for a shorter period. The Management Committee shall elect a chairman, a deputy chairman and those authorized to sign on behalf of the Company.
B-
The manager of the Limited Liability Company or its Management Committee shall have full power to manage the Company within the limits specified by its Memorandum of Association. Transactions and actions realized or exercised by the manager or Management Committee in the name of the Company shall be binding on the Company before others dealing with the company in good faith, irrespective of any restriction stipulated in the Company's Articles or Memorandum of Association.
C-
Others dealing with the Company shall be considered bona fide unless the contrary is proven. However, others shall not be obligated to ascertain that there is any restriction on the powers of the managers or the Management Committee in their power to bind the Company under its Articles or Memorandum of Association.
Article (167):
A-
Should the chairman of the Board of Directors of a Public Shareholding Company, or any of its members, submit their resignation, or should the Board cease to have legal quorum due to the resignation of a number of its members, and if the General Assembly fails to elect a Board of Directors for the Company, the Minister shall upon a recommendation of the Controller, form a temporary committee composed of any number of experienced and specialized persons which he deems appropriate. The Minister shall appoint from amongst the members of the committee a chairman and a deputy in order to assume the management to the Company. He shall also invite the General Assembly to meet within a period not exceeding six months from the date of the formation of the committee, in order to elect a new Board of Directors for the Company. The chairman of the committee and its members shall be granted remuneration at the expense of the Company in accordance with what is determined by the Minister.

Article (167) The Right of the Minister to Form a Committee to Manage the Company upon the Resignation of the Board of Directorsí Chairman and Members

A-

Should the chairman of the Board of Directors of a Public Shareholding Company, or any of its members, submit their resignation, or should the Board cease to have legal quorum due to the resignation of a number of its members, and if the General Assembly fails to elect a Board of Directors for the Company, the Minister shall upon a recommendation of the Controller, form a temporary committee composed of any number of experienced and specialized persons which he deems appropriate. The Minister shall appoint from amongst the members of the committee a chairman and a deputy in order to assume the management to the Company. He shall also invite the General Assembly to meet within a period not exceeding six months from the date of the formation of the committee, in order to elect a new Board of Directors for the Company. The chairman of the committee and its members shall be granted remuneration at the expense of the Company in accordance with what is determined by the Minister.

B-
The provisions of paragraph (a) of this Article shall apply to Banks, financial services companies and insurance companies, after seeking the opinion of the Governor of the Central Bank of Jordan, the Securities Commission and the Insurance Regulatory Commission, as the case may be.

Article (168) Notification of the Controller of Occurrence of a Serious Loss to the Company and Right of Minster to Dissolve the Board

A-

The chairman of the Board of Directors, any members thereof, its general manager or its auditors shall notify the Controller of the occurrence of any financial or administrative disorders or serious losses which affect the rights of the Company's shareholders or creditors. The Controller shall also be notified if the Company Board of Directors, or any member thereof, or its general manager exploit their powers and position in any manner that achieves for their or anotherís account any benefit in an illegitimate manner. This provision shall apply in case any of same abstain from work which the Law stipulates its implementation or the completion of any practice pertaining to fraud or considered embezzlement, forgery or breach of trust in a manner that affects the rights of the Company and its shareholders. Failure to do so by any of the aforesaid shall subject them to ommisive liability.

B-
The Minister shall, in any of these cases and upon the recommendation of the Controller, after ascertaining the correctness of the notification, dissolve the Company's Board of Directors and form a committee of any number, which he deems appropriate, of experienced and specialized persons to manage the Company for a period of six months renewable twice at most and shall appoint a chairman and a deputy chairman from amongst its members. In this case, the committee shall invite the General Assembly during that period to elect a new Board of Directors for the Company. The chairman and members of the committee shall be granted remuneration, at the Company's expense, as shall be determined by the Minister.
C-
The provisions of this Article shall apply to Limited Liability Companies and Private Shareholding Companies in any case approved by the Council of Ministers upon the recommendation of the Minist.

Article (135) Government and Official Corporationsí Representation in the Board of Directors

A- 1.
Should the Government or any official public corporation or any public corporate body subscribe in a Public Shareholding Company, then they shall be entitled to be represented on its Board of Directors, by a number in proportion to their subscription proportion in the Company capital if that proportion entitles it for one or more memberships in the Board, and in this case it shall not participate in the election of other Board members. If their subscription is less than the percentage that grants them membership in the Board than they shall use their nomination right and participate in electing the members of this Board just like any other shareholder, and the person representing any of same on the Board shall enjoy all the membership rights and bear its responsibilities. It is not permitted, in accordance with the provisions of this paragraph, to appoint one member on more than one Board of Directors of two companies in which the Government or official public corporation or public corporate body is a subscriber therein, including Arab and foreign companies, or companies that an official public corporation or public corporate body is a subscriber therein
2.
If, and in any event, a representative of the Government or an official public corporation or public corporate body is appointed in more than two Companies' Board of Directors, then he shall be obligated under legal and disciplinary liability to correct his position during a period that does not exceed a month, in accordance with the provisions of clause (1) of this paragraph, by notifying the specialized body he represents in order for it to appoint a replacement in the company in which he relinquished his membership, and shall notify the Controller thereof. This provision is applicable to all existing cases upon this Law coming into force.
B-
The membership of the representative of the Government or the official corporation or the other public corporate bodies in the Board of Directors of the Public Shareholding Company shall continue for the term determined for the Board. The party that appointed the said representative shall have the right to appoint another person to replace him, at any time, for the remaining period of his predecessorís term in the Board, or to delegate someone to temporarily replace him in the event of his illness or absence, provided that the Company is informed in writing in both situations.
C-
Should the member who represents the Government or the official public corporation or any public corporate body submit his resignation from the Company's Board of Directors, his resignation shall be accepted, and the entity whom he represented must appoint a new representative to replace him.
D-
Provisions relating to the appointment of a Government representative on the Board of Directors of Public Shareholding Companies shall be determined in accordance with the Jordan Investment Corporation Law and the regulations issued pursuant thereto, and any other legislation that amends or replaces the said Law.
E-
The provision of this Article shall apply to non-Jordanian governments and public corporate bodies when subscribing to the capitals of Jordanian companies.

Article (136): The Representation of a Corporate Body
If a corporate body, other than public corporate bodies referred to in Article (135) of this Law is a shareholder in a Public Shareholding Company, then it may be nominated for a number of seats in the Board of Directors in proportion to its shareholding in the Company's capital. In event of its election it shall name a natural person to represent it in the Board of Directors within ten days of the date of its election, provided that the appointee holds the membership conditions and qualifications stipulated in this Law with the exception to his ownership of the Board of Directorsí qualifying shares. A corporate body is deemed to have lost its membership if it fails to name its representative within a month of its election. The corporate body may also replace its representative with another natural person during the Board's duration.
Last update on Wednesday 05-08-2020 at 15:47:37
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