Companies Law

Issuance of Debt Instruments and Financing Sukuk 1. A joint-stock company may, in accordance with the Capital Market Law, issue negotiable debt instruments or financing sukuk. 2. For a company to issue debt instruments or financing sukuk that are convertible into shares, the extraordinary general assembly must issue a decision to determine the maximum number of shares that may be issued against such instruments or sukuk, whether they are issued at the same time, consecutively, or under one or more issuing schemes. The board of directors shall, without the need for a new approval from the assembly, issue new shares against such instruments or sukuk upon the satisfaction of the conditions for their conversion into shares or the lapse of the period set for such conversion, or, in case of instruments or sukuk the conversion of which requires the submission of a conversion request by their holders, upon the lapse of the period specified for such request. The board of directors shall take the necessary measures to amend the company’s articles of association with regard to the number of issued shares and the company’s capital. 3. The board of directors must register the completion of procedures of each capital increase with the Commercial Register.