Companies Law
Art. 225Status unknownSaudi ArabiaRegulation
Issued by Ministry of Investment (misa.gov.sa)
1. A merger involves combining one or more companies with another existing
company or combining two or more companies to form a new company.
2. A merger proposal shall be prepared for approval by each company party to
the merger in accordance with the conditions prescribed for amending its
articles of incorporation or articles of association. The merger proposal shall
specify the terms of the merger as well as the nature and value of the
consideration, including the number of interests or shares the merged
company shall have in the capital of the merging company or the company
resulting from the merger. Such proposal shall indicate the ability of each
company party to the merger to pay its debts.
3. Subject to the provisions of relevant laws, a company may, even if under
liquidation pursuant to the provisions of this Law, merge with another
company of the same form or of a different form.
4. A merger shall not be valid except after the valuation of the assets of the
companies party thereto.
5. The consideration for a merger shall be in the form of interests or shares in
Companies Law
the merging company or the company resulting from the merger.
6. The Competent Authority may set the rules and procedures for implementing
the provisions of this Article, including the cash consideration for purchasing
fractions of interests or shares or for compensating partners or shareholders
who object to the merger decision. It may also set the voting rules for a
partner or shareholder who has an interest other than that arising from his
capacity as a partner or shareholder in the company.
The Arabic text is the legally binding version. The English translation is provided for guidance only.
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