Merger

The merger will result in an increase in the capital of the "merging" public shareholding company by the amount of the revaluation of the assets of the merged company.

Persons benefiting from the service

Public Shareholding Company.

Conditions of obtaining the service

None.

Required Documents
  1. The company’s registration certificate at the Ministry of the Industry, Trade and Supply that is authenticated by the general controller of companies.
  2. The memorandum and articles of associations of the company resulted from merger that authenticated by the general controller of companies.
  3. The approval of the JSC’s Board of Commissioners of the registration of the shares resulted from merger at JSC.
  4. A letter from the Companies Control Department including the approval of the Ministry of Industry, Trade and Supply of merger.
  5. Minutes of the extraordinary meetings of the merging and merged companies including the approval of merger.
  6. Names of board members, date of election, term of membership, and the shareholder’s number of each member.
  7. The qualifying number of shares for membership on the Board of Directors.
  8. The authorized signatories’ certificate.
  9. Opening balance sheet and the report of the merger committee.
  10. The authorized, subscribed, and paid up capital.
  11. Email address for the SDC correspondence.
  12. The name of the contact person with the SDC.
  13. Checking the ownership restrictions (lien, pledge) and their impacted by the merger process.
  14. The equation that will be applied on the company’s shareholders register after carrying on the merger
Procedures
  1. The company should provide the SDC with a written letter includes the decision of its general assembly to merge.
  2. Verifying the completeness of the documents attached with the company’s letter.
  3. Carrying on the increase or decrease of the merged company’s capital and recording this process on the SDC’s registers.
  4. Issuing an official letter from the SDC to notify the company of the executing the merger and the fees the company have to pay attached with CD for the purpose of auditing the information of the merger process.
  5. The SDC collects fees for updating the register of the shareholders of the public shareholding company from the company itself.
  6. Informing the JSC, ASE and SDC’s members that the SDC completed the procedures of merger.
  7. Making the shares of the company available for trading on the electronic SDC's systems after receiving a memo from the ASE in this regard.
Estimated Time

One business day.

Location

Headquarter of the SDC.

Partner institutions

None.

Estimated Fees

The SDC shall collect fees for subscription membership and for updating the registers of the owners of securities based on item (First / A / 2) of the SDC’s revenues schedule attached to the internal by-law of the Securities Depository Center’s Proceeds and based on the Article (8/A) of the said by-law.

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