To start with, it must be emphasized that the boards of directors of public joint-stock companies are the basis of trust in the company, which is a major factor and important in the success of these companies, as well as their failure, but there is another element that gives some of these companies additional strength, and almost certain success, which is the percentage of the government’s share in them. Which usually ranges between 30 and 60%.
It is known that there are companies founded by the private sector, in which the government has entered shares, and with this income the importance of these companies has multiplied, and they have become credible, reliable, and the government has contributed to its success, as the government usually provides a lot of facilities to these companies, whether by giving them land or projects, Or preference, and here everyone must know that the success of these companies depends not only on the fact that their management is efficient and successful management, but directly depends on government support and facilities!
This clearly means that the basis for these companies to achieve their huge profits is due to the presence of the government as a main supporter for them, regardless of the strength or weakness of their boards of directors.
This fact automatically leads us to inquire about the reason for the members of the boards of directors of companies in which the government contributes to huge rewards of tens of millions, which seemed remarkably and surprisingly during the last 10 years, where the rewards of members of boards of directors increased, and reached very large numbers, Exaggeratedly, and reached imaginary levels, yet no one would mind if the bonuses were conditional on achieving a consensus in the interests of the company itself, and the shareholders who paid their money to establish this entity, and authorized the board to manage it on their behalf.
In other words, there should not be a higher interest for a party at the expense of the company and the shareholders, and it is inconceivable that the board of directors will receive bonuses and amounts amounting to millions, under any item, whether instead of attending sessions or others, at a time when the company did not achieve profits but achieved losses!
Indeed, it is indeed surprising that the corporate governance reports of some companies show that the members of the boards of directors receive fees for attending sessions, in millions of dirhams. Although there are losses in these companies exceeded 55% of the capital!
We are fully aware that there is no provision in the Companies Law that prevents members of the Board of Directors from obtaining rewards even in the event of losses, and we also realize the difficulty of adding a new article to the Companies Law, preventing members of the administration from obtaining annual rewards, because companies, for example, may incur losses, Given the market conditions, and sometimes the board of directors of the losing companies is appointed to amend their position, and therefore the conversion of the company to profitability may need two years or more, and in this case the board of directors cannot be deprived of annual bonuses, but this does not mean leaving this matter without Regulation, there must be a specific mechanism that requires the company that is unable to distribute dividends to shareholders for three consecutive years or less, for example, not to distribute bonuses to its board of directors!
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