CmaBoardReleases
Title: Executing the First Merger Transaction After the Issuance of CMA's Executive Bylaws
Announcement
Executing the First Merger Transaction After the Issuance of CMA's Executive Bylaws
CMA Board of Commissioners has issued a resolution approving the conclusion of executing the merger transaction by amalgamation between Tamdeen Investment Company and Tamdeen Holding Company, thereby announcing concluding the execution of the first merger transaction after the issuance of CMA Executive Bylaws. This approval comes after the fulfillment of the companies involved in the merger transaction of the conditions and controls stated in Chapter 2 and annex (1) of Module 9 (Merger & Acquisition) of the Executive Bylaws.
As a result of this merger, Tamdeen Holding Company is dissolved and its financial estate is transferred to Tamdeen Investment Company (Merging Company). Tamdeen Investment Company has issued 47,260,274 million shares for the shareholders of Tamdeen Holding Company by increasing the capital of the merging company in a total of KD 1,678,210.300, in addition to using the treasury shares it owns.
It is worth mentioning that the CMA's approval of concluding the execution of the merger transaction came after following a number of procedures required from the licensed companies and the listed companies which are willing to merger, as stipulated in the Executive Bylaws. Such procedures include approving the merger agreement, and approving the use of the treasury shares and increasing the capital of Tamdeen Investment Company, as it is a licensed company and listed in the Exchange. Further, approvals of the concerned bodies such as Ministry of Commerce and Industry for the mentioned procedures must be obtained pursuant to the provisions of Law No. 25 of 2012 on the issuance of the Companies Law and its amendments.
The CMA has affirmed its continuous endeavour to regulate merger transactions and to supervise them to enhance the work in securities activities, and provide the appropriate atmosphere for the capital growth within a regulatory framework which supports an attracting and competitive investment environment based on the principles of fairness, transparency, and integrity according to the best international practice.