Saudi Arabia’s Capital Market Authority has proposed rules that would let shareholders holding at least 5% of a listed company’s voting shares demand that general meetings be held in person.
The regulator opened a 30-day public consultation on the draft on Thursday, ending on November 28, 2026, Argaam reported, citing a statement from the authority.
The proposals cover general meetings, board nominations, companies with accumulated losses and related-party transactions.
Under the draft, boards would have to hold a meeting in person, alongside any virtual session, when such shareholders ask. The authority could also order in-person meetings when it deems necessary.
Companies with heavy losses
The draft sets tighter rules for companies whose accumulated losses reach 50% or more of their capital.
Such companies would have to publish on the Saudi Exchange website the names and stakes of shareholders owning at least 1%, or of their 20 largest shareholders, whichever list is longer.
Shareholders with 5% could ask for an agenda item to prepare a plan to address the losses. The plan would have to be disclosed within 60 days of the general meeting’s decision.
Boards would then publish monthly or quarterly progress reports until accumulated losses fall below 20% of capital, Mubasher reported.
Audit committees
The draft would require the chair of a company’s audit committee to be an independent member.
It would widen the range of parties covered by related-party rules and give audit committees a larger role in checking that such deals are fair.
Nomination committees would have to document their reasons for rejecting board candidates and give candidates time to complete missing requirements.
