Article 234 of Companies Law

1 ( The first paragraph was amended by Law No. 79 of 2019. Subscription to the capital shares of a closed shareholding company upon incorporation shall be restricted to the founders. The Authority shall be competent to establish rules for dealing in and disposing of those shares and controls for maintaining the shareholders’ register of that company, provided that these rules ensure that trading, settlement, clearing and custody of those shares are carried out through integrated technical systems. The Authority may delegate to the Exchange the establishment of those rules and determination of the technical specifications for systems for trading, settling and holding those shares. The number of members of the Board of Directors must not be less than three. Membership of the company’s Board of Directors shall not count towards the maximum number of memberships. A person may chair the board of directors of more than one closed shareholding company. The company may also have a chief executive officer from among the members of the Board of Directors or others. A member of the Board of Directors may dispose of his shares in the company during his membership of the Board, without prejudice to restrictions on disposing of shares stipulated in this Law or the company’s contract. Except for the provisions contained in this Part, the provisions governing public shareholding companies shall apply to closed shareholding companies. )1(