The Securities and Commodities Authority has stated that a public shareholding company may increase its capital by entering one or more strategic partners as a shareholder, in cash or in kind in kind, according to a special decision, stressing that it is required in the strategic partner that its activity be similar or complementary to the activity of the issuing company and lead to a real benefit to it , And that he has issued two budgets for at least two fiscal years, with the exception of the federal and local government of the country.

She added, in an awareness bulletin, Emirates Today obtained a copy of it, that if the strategic partner is a foreign person, his entry as a strategic partner does not affect the company's capital or a violation of the rates of citizens ’ownership or the company's articles of association.

It indicated that if the board of directors did not offer the new shares to the strategic partner within a period of three months, or if the strategic partner did not subscribe to these shares within a period not exceeding (30) days from the date of offering them to him, the general assembly’s decision to enter the strategic partner was considered as if it was not .

Basic documents

The Authority has identified 18 basic documents, which must be attached to the request addressed to it to approve the issuance of the shares of increase in the capital of the company, for the purpose of the strategic partner’s contribution in kind, and the amendment of the articles of association, namely:

1- A study of the reasons and necessity of introducing the strategic partner as a shareholder in the capital of the exporting company, the feasibility of the benefits that the company will reap on its financial position and its profits from introducing the strategic partner as a shareholder in it, supported by future financial forecasts, profitability indicators and the expected return based on the information and obligations provided by the strategic partner.

2- A declaration from the company that the strategic partner, for whom the shares of the company’s capital increase will be issued, is a legal person from which two budgets have been issued for at least two fiscal years, provided that at least two financial budgets are attached to the acknowledgment of the strategic partner, which show previous experience in the field and achieve a net operating profit from An activity identical or complementary to the activity of the company.

3- A letter from the Department of Economic Development, stating that the activity of the strategic partner is identical or complementary to the activity of the company, and that the department does not object to the development work plan submitted by the strategic partner.

4- A declaration from the company, in the event that the strategic partner is a foreign person, with the number of shares that the strategic partner will subscribe to and its percentage in the company’s capital, and that it is consistent with the ownership ratios of the company and the company's articles of association.

5- A declaration by the company of the Board’s commitment to offer the new shares to the strategic partner, within a period of three months from the date of the decision to increase the capital, otherwise the General Assembly’s decision to enter the strategic partner was considered as if it was not.

6- A declaration from the strategic partner to subscribe to the new shares within a period not exceeding (30) days from the date of offering them to him, otherwise the General Assembly’s decision to enter the strategic partner was considered as if it was not.

7- A declaration by the company and the strategic partner by affirming the registration of the ownership of the strategic partner’s shares with the stock market in his name, and not registering them in the name of others, or mortgaging them in favor of others or issuing a financing agreement in their regard, except after the ban period has ended.

8- A copy in Arabic of the agreement concluded between the company and the strategic partner, approved by all parties, and stamped with the company's seal.

9 - Approval of the competent authorities to increase the capital, and the entry of the strategic partner (for example, the central bank for banks, financing companies, financial investments and the insurance authority for insurance companies).

10- Submit a request to the authority to appoint one of the financial advisors accredited to it at the expense of the strategic partner, to prepare an official evaluation report for the company and the in-kind share, and a report that examines the financial and legal ignorance.

11- A copy of the minutes of the company's board meeting, which decided the following:

Approval of the strategic partner’s entry into the company.

Approval of the evaluation report of the company and the in-kind share.

- Emphasizing that the evaluator viewed all information and documents, which he considered necessary to enable him to carry out the required evaluation and prepare the evaluation report efficiently.

- Determining the value of the company’s capital increase shares, based on the fair value range that the evaluation report ended.

12- The bulletin of increasing the capital by entering a strategic partner with an in-kind share, according to the form prepared by the authority.

13- Acknowledgment by the company’s board of directors of the obligation to disclose the shareholder bulletin at least 15 days before the general assembly meeting is held, on the company’s website and the listed market.

14- Draft announcement of the general assembly call to convene, to issue a decision regarding consideration of the proposal to introduce the strategic partner as a shareholder in the capital of the company, and to increase the capital of the company by the value determined by the company’s board of directors, according to the evaluation report prepared by a party with technical and financial expertise to evaluate the strategic partner.

15- Acknowledgment from the Company’s Board of Directors that the Authority will be provided, within a specified period, with a letter from the Chairman of the Company’s Board of Directors and its legal adviser to receive the company of all documents and documents related to the in-kind share, complete the transfer of ownership of the in-kind share to the company, and confirm the payment of the value of the capital increase shares .

16- Acknowledgment from the Company’s Board of Directors that the Authority will be provided, within a specified period, with a letter from the company’s auditor, confirming the completion and completion of the transfer of ownership of the in-kind share to the company, the receipt by the company of all documents and documents related to the in-kind share, and that the value of the capital increase shares has been paid in full .

17- Draft articles to be modified from the company's articles of association (before and after the amendment), based on the decision to increase.

18 - A copy of the special decision of the general assembly, agreeing to enter the strategic partner as a shareholder in the company.

Determine the value of the company's capital increase shares, according to the fair value of the evaluation report.