In the Kingdom of Saudi Arabia, the Article Amendment in Company Restructuring refers to the legal process of modifying the Articles of Association (AoA). Companies can electronically amend their AoA using the electronic service provided by the Saudi Business Center. It allows amendments in ownership, governance, capital structure, and operational policies. The Company articles should comply with the Saudi Company Law under the Ministry of Commerce (MOC) and other compliance and regulatory authorities like the Saudi Capital Market Authority (CMA). Companies can amend their Articles electronically without visiting the Saudi Business Center or Ministry Branches. This is what Reve Consult offers you with our Article Amendment Service.
Drafting and Revising Articles
This process in the Amendment of Articles involves modifying the AoA to redefine the new structure of the company. During corporate restructuring, governance rules, ownership distribution, and operational framework of the business should align with their new business model. Reve Consult offers clients precise and legally sound drafts and revised articles. Our drafts adhere to Saudi company Laws, legal regulations, and company principles. This prevents future conflicts and ensures transparency among stakeholders. We employ our legal expertise, and efficient documentation skills to provide you with precise drafting. Our revised articles not only comply with the MOCI requirements but also align with your restructuring goals.
Regulatory Compliance Review
The New Saudi Company Law, which aligns with Vision 2030, was implemented in January 2023 and reflects a new economic perspective.. We can anticipate evolution of the Corporate Law with executive regulations, focussing on the development of commercial sectors. As these laws evolve, so should the Articles of Association (AoA) of our business. Failure to comply can result in penalties, legal disputes, or delays in approvals. AoA should always align with the current legal standards. With our Regulatory Compliance Review services, Reve Consult ensures that the Article Amendments of your business align with Saudi Companies Law, Capital Market Authority (CMA) regulations, and Zakat, Tax, and Customs Authority (ZATCA) guidelines.
Shareholder and Board Resolutions
No amendment in the Articles of Association comes into effect without the approval of shareholders and board members. To enact an amendment, these members have to approve it through official resolutions. This process involves a series of procedures. First, a board meeting is conducted to discuss the proposed amendments.. Then, we obtain majority or unanimous shareholder approval. Afterwards, the experts at Reve Consult prepare and notarize official resolutions for legal submissions. It is to ensure transparency and consensus among the stakeholders. This, in turn, mitigates future disputes.
Filing and Approval Process
During company restructuring, it is the final and most crucial stage in amending the Articles of Association. After drafting, revising, reviewing, resolving, and approving the amendments, the company must submit the revised Articles of Association to the Ministry of Commerce (MOC), CMA, ZATCA, and other relevant entities. The amendments must be enforceable and compliant with the aforementioned Saudi regulatory authorities. The Filing and Approval process involves a set of steps:
