Question

Question 2

Explain the key changes (amendments) made in the New Commercial Company Law with respect to the following: (support your answer with adequate referencing)

a) Sakuk and Time Limits

b) Board Meetings and Minutes

c) Resolutions; and

d) Liquidation ​​​​​​​​ (2.5 x 4 = 10 Marks)

Answer 1

• Decisions of the Board can now be released in advanced in the form of draft minutes
• Any person who signs minutes of the meeting will be liable for the content
• Board members may appoint a proxy to attend the meeting on behalf of the Director. The proxy is not permitted to attend more than 2 meetings consecutively
• The Chairperson no longer has the main casting vote. In the case of equality of votes, the Chairperson’s vote would decide a resolution Shareholder Meetings- One or more Shareholders holding at least 10% share capital can now call a general meeting
• One or more Shareholders holding at least 5% share capital can now request the Board of Directors to add an item on the meeting agenda
• A person who is appointed as proxy for more than one Shareholder may only attend the general meeting if that proxy represents shareholders holding more than 5% share capital Director
• Cash contributions which are seen as payments to Shareholders can now be converted into equity (partly)
• The shares of joint stock companies can now be converted into global depositary receipts which enables external investors (outside of Oman) to trade the equity of companies listed in the MSM
• The Board of Directors and auditors are now jointly liable for and damaged caused by them not preserving the company’s share capital.