The Securities and Commodities Authority plays, from its inception until today, a pivotal role in controlling the rhythm of financial markets, and ensuring the integrity and transparency of daily dealings. There is absolutely no doubt about the success of its current departments in occupying international positions, as befits the reputation and status of the Emirates, but the most important and original role of the authority is to protect the rights of The shareholders, who are the owners of the first credit for establishing these companies, observing their rights, and reaching a consensus between the interests of all, whether companies, shareholders, or members of boards of directors.

This consensus between the interests was the focus of two articles published during the past week, and the commission thankfully sent a response dealing with the published points, but this response included several points that need clarification and convincing detail from the authority, in addition to some of what came in it contradicts the feelings of the general shareholders.

What is remarkable in the response is that the Authority volunteered to defend the departments of the boards of shareholding companies, which gave its members bonuses in millions, and withheld distributions from shareholders, by saying: “Article No. 169 of the Commercial Companies Law did not restrict the possibility of granting a reward to members of the boards of directors by distributing dividends to shareholders .. ».

I don’t know any logic or law prohibiting shareholders who put their money and trust in the members of the boards of directors, to fully operate them and make profits, so they are punished and deprived of distributions at a time when the same logic and the same law that the authority invokes, grant a share in the millions to the boards of directors?

The Authority’s response touched on the role of the general assemblies of public shareholding companies in approving or rejecting the decisions and recommendations of the Board of Directors, and the points that were defined by law as a duty of these associations, but everyone knows, and with them the Authority’s management also, that this role is weak in light of the conglomerations of the owners of large shares, and their relationships All standing on the boards of directors, and everyone knows also how decisions are passed and approved.

And everyone also knows that the general assemblies do not have the right to determine profits or distributions, or to discuss the terms, but rather a proposal of the board of directors is presented to them with these distributions, and the association must either accept or reject it, and it is not allowed to amend it, because this is what the law stipulated, and even when they approved the electronic vote, no There is scope for discussion or amendment of the decision, and this is what calls for the Authority to intervene to improve such items that prejudice the right of shareholders.

It also came in the authority’s response that “the new corporate governance guide issued by 2020 does not allow the disbursement of an attendance to a chairman or a member of the board of directors for meetings.” Here I ask the president of the authority and his team to review the corporate governance reports issued by companies for the year 2019, to make sure for themselves that this referenced guide It has not been applied, and that there is an exchange meeting allowance for members of the boards of directors in millions of dirhams, the number of meetings, and how much the amount in detail is in front of each member, in addition to allowances mentioned in items not known, such as "other services", in exchange for which members of the boards of directors are paid millions also.

If the head of the commission says that the evidence was applied and he is not, then this is a problem, and if it was already applied, and with that members took allowances, then this is a greater misfortune!

To deny the problems, or to overlook the shareholders ’voice from a party that is assumed to be the primary guardian of each shareholder’s right even if he owns one share; It is never appropriate for a federal institution to operate under a governmental system whose first and last goal is to protect the rights of individuals, and opens the door to many comparisons between the performance of the commission and other financial bodies in the region!

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