Aref Investment Group held its (postponed) Extraordinary General Meeting (EGM) for the financial year ended 31 December 2020 on Tuesday, 8 March 2022 at the company’s headquarters located in Sharq - Plot 6 - Building 33 - ITS Tower – 2nd Floor. The EGM passed a resolution amending Article (5) of the Memorandum of Incorporation and Article (4) of the Articles of Association, as follows: Without prejudice to the provisions of Decree-Law No. 25 of 2021 issuing the Companies Law, its amendments and its executive regulations, the objectives for which the company was established are as follows:
- Investment portfolio manager.
- Invest in commercial and productive sectors in the industrial, agricultural and other fields, whether direct investment or by contributing to existing companies or establishing new ones.
- Providing technical and administrative services for projects, preparing economic feasibility studies, surveying opportunities for establishing new projects, providing financial advice for preparing restructuring companies’ financial positions, proposing such restructuring, and providing service and advisory services to seize financing opportunities, provided that financing is not provided by the company.
- Carry out trading activities for the company's account, directly or indirectly through investment portfolios. The company carries out its objectives in accordance with the provisions of Islamic Shariah, and therefore it must comply with the provisions of Islamic Sharia in all its activities.
- “Shariah Supervisory Board”, an independent committee, shall be formed, consisting of a number of specialists in the principles of Islamic principles who have at least a university degree in this field. The committee shall consist of no be less than three (3) members appointed by the company’s AGM and shall be in charge of the following:
- Express the Islamic Shariah opinion on the company's activities and actions.
- Verify the company's compliance with the provisions of Islamic Shariah.
- Submit an annual report to the company’s general assembly including its opinion on the company’s compliance in its activity and actions with the provisions of Islamic Sharia and the extent to which the company’s management is committed to complying with the opinions expressed by the Shariah Supervisory Board in this regard, in addition to noting any observations the Committee may have expressed on the company’s business. This report shall be included as part of the company's annual report.
- Opinions are taken by majority vote. In the event that a majority cannot be achieved and there was a disagreement between the members of the Shariah Board on the Shariah ruling, the issue of the dispute is referred to the Fatwa Board at the Ministry of Awqaf and Islamic Affairs. The provisions of Articles (508 - 992 - 1041) of the Civil Code and Article (237) of the Commercial Law apply to the actions carried out by the company within its objectives in accordance with the provisions of Islamic Sharia.
- The EGM also passed a resolution amending Article (28) of its Articles of Association as follows: “The board of directors is fully authorized to manage the company’s affairs and run its business pursuant to its objectives. The BOD may conclude loan and mortgage contracts, execute agreements, arbitration, reconciliation and donations This authority is only limited with the bounds of the law, the company’s Memorandum of incorporation and the resolution issued by its general assembly.
- The Board of Directors may also delegate the Executive Committee or the CEO to exercise some of those authorizations.