Egyptian Financial Supervisory Authority

Chairman of the Board

Decision of the Board of Directors of the Authority

No. (147) of 2017 dated 2017/10/29
Amending certain provisions of Decision of the Board of Directors of the Authority No. (54) of 2016
Concerning Exemption Cases from Submitting Purchase Offers Pursuant to Item (z) of Article (356) of the Executive Regulations of the Capital Market Law

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Board of Directors of the Egyptian Financial Supervisory Authority

Having reviewed the Law on Joint Stock Companies, Companies Limited by Shares, and Limited Liability Companies issued by Law No. (109) of 1981;
And the Capital Market Law issued by Law No. (95) of 1992 and the decisions issued in implementation thereof;
And the Central Deposit and Registration of Securities Law issued by Law No. (93) of 2000 and its executive regulations;
And Law No. (10) of 2009 regulating supervision over non-banking financial markets and instruments;
And Presidential Decision No. (197) of 2009 issuing the Basic Statute of the Egyptian Financial Supervisory Authority;
And the Authority's Board Decision No. (11) of 2014 concerning the rules for listing and delisting securities on the Egyptian Exchange and its amendments;
And Decision of the Board of Directors of the Egyptian Financial Supervisory Authority No. (81) of 2013;
And Decision of the Board of Directors of the Authority No. (54) of 2016 concerning exemption cases from submitting a purchase offer pursuant to item (z) of Article (356) of the Executive Regulations of the Capital Market Law;
And the memorandum from the Central Department for Trading Markets Supervision dated 2017/10/26;
And the approval of the Board of Directors in its session held on 2017/10/29

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Has Decided:

(Article One)

A new clause numbered (4) shall be added to Article One of Decision of the Board of Directors of the Authority No. (54) of 2016, as follows:

• 4- Cases where the General Assembly of the company approves the purchase of treasury shares, if this results in an increase in the ownership percentage or voting rights of shareholders and related persons to the threshold requiring a mandatory purchase offer, provided that shareholders and related persons do not vote on this decision at the General Assembly.
  Related persons are defined as per the definition provided in Article (366) of the Executive Regulations of the Capital Market Law.

Furthermore, Clause Two and the final paragraph of Decision of the Board of Directors of the Authority No. (81) of 2013 shall be added as the beginning of clause (5) in Article One of Decision of the Board of Directors of the Authority No. (54) of 2016.

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(Article Two)

Decision of the Board of Directors of the Authority No. (81) of 2013 is hereby repealed, and any provision conflicting with the provisions of this Decision is hereby abrogated.

(Article Three)

This Decision shall be published on the websites of the Authority and the Egyptian Exchange, and distributed to the competent departments within the Authority.
All concerned parties shall execute it according to their respective responsibilities.

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Chairman of the Board
Dr. Mohamed Omran

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Egyptian Financial Supervisory Authority
Office of the Chairman

46076

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