Gazal Logistics Services and Warehousing Company held its Extraordinary General Meeting (EGM) on 16 June 2022, and passed a resolution to reduce the Company’s authorized capital from KWD 12.5 million to KWD 4.2 million, as follows:
(1) Reduce the Company’s unpaid capital by KWD 2 million by cancelling the capital increase, (2) Reducing the unused portion of the Company’s capital of KWD 6.3 million to be refunded back to shareholders, pro rata to their interest in the Company.
The resolution was approved by a majority vote of 91,391,631 shares, i.e., 100% of the attendees in favour of canceling the capital increase and to reduce the capital by KWD 2 million, in addition to reducing the company’s authorized, issued, and paid capital from KWD 10.5 million to KWD 4,2 million, i.e., 60% of the issued and paid-up capital to be refund back to shareholders (60 fils per share) by canceling 63 million shares, at the share’s nominal value, i.e., KWD 6.3 million, since the capital being increased goes beyond the company’s need. The refund will be paid to shareholders registered in the company’s records as of the end of the record date determined by the Board of Directors. The Board of Directors is also authorized to refunded amounts to shareholders within a week from the record date, and to determine the redemption/payment day in addition to disposing the fractional shares, if any. The EGM also passed a resolution to amend Article (6) of the Memorandum of Incorporation and Article (5) of the Articles of Association, as follows: The Company’s authorized, issued, and paid-up capital was set at KWD 4.2 million, distributed over 42 million shares, at a nominal value of 100 fils per share, and all shares are in cash.
The EGM also passed a resolution approving the addition of Article (55) to its Articles of Association, as follows: Notwithstanding the provisions stipulated in the Company’s Memorandum of Incorporation, the Annual General Meeting (AGM) may, based on the board of directors’ recommendation, distribute dividends to shareholders at the end of the financial year or the end of each financial period. Those distributions shall be made from actual profits, in line with approved and accepted accounting principle, providing that those distribution shall not affect the paid-up capital of the company, subject to receiving regulatory approvals.