Oman’s CMA suspends implementation of Resolutions of EGM to Dissolve and Merge OIFC

Muscat: A statement issued by the Capital Market Authority (CMA), about Suspending the Implementation of Resolutions of the Extraordinary General Meeting (EGM) to Dissolve and Merge Oman Investment and Finance Company SAOG

The Capital Market Authority (CMA) issued a decision on suspending the resolutions of the Extraordinary General Meeting of Oman Investment and Finance Company SAOG held on Wednesday June 21, 2023, related to dissolving Oman Investment and Finance Company SAOG through merger and acquisition by Dhofar International Development and Investment Holding Company SAOG. The decision is based on an objection request submitted to the CMA by a number of shareholders who own more than 5% of the company’s shares.

The CMA issued decision no (46/2023) in 9 July 2023 on the suspension of the resolutions of the extraordinary general meeting to dissolve and merge Oman Investment and Finance Company SAOG; which was issued after achieving the required legal percentage of shareholders who objected against the decisions and after examining the requests and assessing the reasons for such objection, in accordance with the provisions of the article (174/1) of the Commercial Companies law which stipulates that, “the concerned body may, upon request of shareholders who own a percentage of at least five percent (5%) of the shares of the company, issue a decision for suspension of the resolutions adopted by the general meeting of the company which are detrimental to such shareholders or adopted in favour of certain category of shareholders, or for providing a special benefit for the members of the board of directors, or others, if it is convinced that the reasons of the request are genuine”.

Following the decision of suspension, any interested person shall institute a case for invalidation of the resolutions of the extraordinary general meeting of Oman Investment and Finance Company before the competent court, in accordance to Article (174/paragraph 3) of the Commercial Companies Law, “any interested person may institute a case for invalidation of the resolutions provided for in the first paragraph of this Article before the competent court, and notify the Concerned Body with a copy thereof within five (5) working days of the date of issuance of a decision suspending execution of the resolutions of the general meeting, failing which the suspension will be considered null and void”.

The CMA emphasizes that it is concerned with protecting the interests of small shareholders of companies under its regulation and the laws and legislations regulating the capital market are mainly set to protect all the parties dealing in the MSX, particularly small investors; which is achieved by providing a safe investment environment to exercise all powers and rights that support their investment directions.