Officials during the introductory seminar, held recently.
DOHA: The Ministry of Commerce and Industry organised an introductory seminar to discuss and explain the procedures related to the circulars issued to public and private joint-stock companies during the first half of 2024, and how to implement them. The seminar witnessed a large attendance from representatives of public and private joint-stock companies, as well as auditing firms.
The seminar aimed to enhance awareness of the laws, circulars and new regulations issued by the Ministry, which contribute to improving the business environment and facilitating company procedures.
The seminar began with a welcome note from Salem bin Salem Al Manai, Director of the Corporate Affairs Department at the Ministry of Commerce and Industry, who stressed on the importance of the circulars, issued by the department, in achieving transparency within public and private joint-stock companies. He added that these circulars come as part of the Ministry’s efforts to keep up to date with global economic developments and meet the needs of the local market.
Also present at the seminar was Sheikha Jawaher bint Mohammed Al Thani, Head of the Control and Inspection Department at the Ministry of Commerce and Industry, who reaffirmed in her speech the Ministry’s continued efforts to streamline operations for investors and shareholders. She noted that the provision of support ultimately delivers enhanced performance for both public and private joint-stock companies and contributes to driving economic development in the country.
The seminar, presented by Abdulrahman Al Jassim, Legal Researcher in the Corporate Affairs Department, discussed the most important procedures related to Circular No. (1) regarding the powers of the Chairman of the Board of Directors and the delegation of Board members and senior executive management members. This circular was issued by the Corporate Affairs Department at the Ministry, as part of the implementation of the provisions of Articles (100, 103, 107, 121) of Law No. (11) of 2015 of the Commercial Companies Law, as amended by Law No. (8) of 2021. Among the powers included in the circular are:
◊ The invitation by the Chairman of the Board of Directors to the Ordinary or Extraordinary General Assembly meeting must be based on a decision by the company’s Board of Directors to call for this General Assembly meeting.
◊ The appointment or removal of authorized signatories in the commercial register must be pursuant to a decision by the company’s Board of Directors. The Chairman of the Board of Directors may not appoint or remove authorized signatories in the commercial register unless authorized by a decision from the Board of Directors or the company’s Articles of Association, among other powers.
The seminar also explained the most important procedures relating to the implementation of Circular No. (2) regarding the maximum lump sum amount that may be distributed to Board members in public and private joint-stock companies.
This circular was issued as part of the implementation of the provisions of Article (119/Paragraph 2) of Law No. (11) of 2015 of the Commercial Companies Law, as amended by Law No. (8) of 2021. The Ministry has set the maximum lump sum amount that may be distributed to Board members in public and private joint-stock companies according to the following regulations:
Firstly: If the company is making profit and chooses not to distribute dividends to shareholders, or distributes dividends amounting to less than 5% of the capital, the maximum amount that can be distributed as remuneration is:
For the Chairman of the Board of Directors, a maximum lump sum amount of QR125,000. For board members, a maximum lump sum amount of QR100,000 per member.
Secondly: If the company is not making profit, the maximum lump sum amount is: For the Chairman of the Board of Directors, a maximum lump sum amount of QR75,000. For board members, a maximum lump sum amount of QR75,000 per member.
After concluding the seminar, the Ministry opened the floor for discussion from attendees where many questions were raised about implementation of the circulars. The officials at the Ministry expressed their readiness to provide support and advice to companies to ensure full
compliance with these instructions.
