The Extraordinary General Assembly of the National Leasing Holding Company approves the items on the agenda
National Leasing Holding announced the results of the Ordinary General Assembly meeting held on 20/02/2022, where the following was approved:
First: Hearing the report of the Board of Directors on the company’s activity and financial position for the year ending on December 31, 2021.
The Ordinary General Assembly heard the report of the Board of Directors on the company’s activity and financial position for the fiscal year ending on 12/31/2021.
Second: Hearing the report of the Shariah Supervisory Board on the company’s activity for the year ending on December 31, 2021.
The Ordinary General Assembly heard the report of the Shari’a Supervisory Board on the company’s activities for the fiscal year ending in 2021
Third: Hearing the independent auditor’s report on the company’s financial statements for the financial year ending on December 31, 2021 AD.
The General Assembly heard the auditors’ report, Ernst and Young, on the company’s balance sheet and profit and loss account for the financial year ending on 31/12/2021.
Fourth: Discussing the balance sheet and profit and loss account for the company for the financial year ending on December 31, 2021:
The company’s balance sheet and profit and loss accounts were discussed
Fifth: Considering discharging the members of the Board of Directors from liability for the financial year ending on December 31, 2021:
The General Assembly decided to absolve the members of the Board of Directors from liability for the fiscal year ending on December 31, 2021.
Sixth: Discussing and approving the corporate governance report for the year 2021:
The General Assembly heard the annual corporate governance report for the year 2021 and was approved.
Seventh: Appointing an external auditor for the company’s accounts for the year 2022 and determining their fees:
The General Assembly decided to appoint Messrs. Rodel & Partner, the company’s auditors for the year 2022.
The items of the Ordinary General Assembly meeting and all the results issued by it were approved by the attending shareholders.
Extraordinary General Assembly agenda items
First: Approval of the Board of Directors’ recommendation to amend the company’s articles of association in accordance with Law No. (8) of 2021 to amend some provisions of the Commercial Companies Law promulgated by Law No. (11) of 2015 as follows:
The board member must be qualified, have sufficient knowledge of administrative matters and appropriate experience to perform his duties effectively, and must allocate sufficient time to carry out his work with integrity and transparency in the interest of the company, its goals and objectives.
A member of the Board of Directors is required to:
1) He shall not be less than twenty-one years of age, and shall enjoy full capacity.
2) He has not been previously convicted of a felony, a crime against honor or trust, or one of the crimes referred to in Article (40) of Law No. (8) of 2012 regarding the Qatar Financial Markets Authority, and Articles (334). (335) of the Commercial Companies Law No. (11) of 2015 promulgating the Commercial Companies Law, or that it is prohibited from engaging in any business in the entities subject to the Authority’s control under Article (35, paragraph 12) of the aforementioned Law No. (8) of 2012, or That he has been declared bankrupt, unless he has been rehabilitated.
3) To be a shareholder and, upon his election, or within thirty days from the date of his election, to own (2,000,500) shares of the company’s shares and to be deposited in one of the approved banks, within 60 days from the date of the start of membership, without being negotiable, mortgaging or Seizure until the membership term expires, and the budget of the last fiscal year in which the member performed his work is approved.
The shares referred to in the previous paragraph shall be allocated to guarantee the rights of the company, shareholders, creditors and third parties for the responsibility that falls on the members of the board of directors. They are not free to manage the company or receive a wage in it, and the independent members of the company are exempted from the condition of contributing or owning the company’s shares stipulated in Clause (3) of this Article.
If a member of the board of directors loses any of these conditions, he loses his membership status from the date of losing that condition, and the candidate for board membership must submit a written declaration acknowledging that he has not held any position that is legally prohibited from combining it with the membership of the board. In all cases, the company is obligated to send a list of the names and data of the candidates Council membership to the Commission for approval at least two weeks prior to the date set for the council elections, with the curriculum vitae of each candidate attached, and a true copy of the nomination requirements.
If a member of the board of directors loses any of these conditions, he loses his membership status from the date of losing that condition.
“The board of directors shall send an electronic invitation to all shareholders to attend the general assembly meeting, on the website of the financial market, and the company’s website, if any, and by advertising in a local daily newspaper issued in the Arabic language or by any other means of information.
The announcement must be made at least twenty-one days before the date set for the general assembly, and it must include the provisions of Article (128) of the Commercial Companies Law, an adequate summary of the assembly’s agenda, and all data and papers referred to in the previous article, with a report auditor.
A copy of the advertisement is sent to the administration at the same time as it is sent to the newspapers.
The board must also invite the general assembly to convene whenever a shareholder or shareholders own at least (10%) of the capital request it, within fifteen days from the date of the request. Fifteen days from the date of receiving the request, and the agenda in these two cases is limited to the subject matter of the request.
If a number of shareholders representing at least (5%) of the company’s capital requests the inclusion of certain issues in the agenda, the board of directors must include them, otherwise the assembly has the right to decide to discuss this.