Emirates Driving Company

On January 9th, 2024, the Emirates Driving Company PJSC held its Annual General Meeting from 4:00 pm to 4:12 pm. The meeting was chaired by H.E. Khalifa Abdulla Al Romaithi and had a 68.32% quorum, all of which attended through electronic voting. Two special resolutions were approved. The first resolution was to split the share nominal value to fifty Fills from one UAE Dirham, increasing the number of issued shares to 179,572,800 from 89,786,400, subject to regulatory approval. The second resolution approved capitalizing part of the retained earnings, amounting to AED 448,932,000, to increase the share capital to AED 538,718,400. This will result in the issuance of 897,864,000 new shares, which will be distributed to shareholders pro-rata to their current shareholding, subject to regulatory approval.

On January 9th, 2024, Emirates Driving Company PJSC held its Annual General Meeting from 4:00 pm to 4:12 pm. The meeting was chaired by H.E. Khalifa Abdulla Al Romaithi and had a 68.32% quorum attendance, all of which was through electronic voting. Two special resolutions were approved: the first one to split the share nominal value to fifty Fills from one UAE Dirham, thereby increasing the number of issued shares to 179,572,800 from 89,786,400. The second resolution approved the capitalization of part of the retained earnings amounting to AED 448,932,000, increasing the share capital to AED 538,718,400 and issuing 897,864,000 new shares. These new shares will be distributed to shareholders in proportion to their current shareholding. Both resolutions are subject to regulatory approval.

The Abu Dhabi Securities Exchange has issued Resolution No. (263) which suspends the trading of shares of the Emirates Driving Company. The suspension will be effective from 18th January 2024 until further notice. All departments of the Abu Dhabi Securities Exchange are required to implement this resolution in accordance with their functions. The resolution will be circulated to the respective company, brokers and will be effective from the issuance date, which is 18th January 2024. The resolution was issued by Chief Executive Officer, Abdulla Salem ALNuaimi.

The electronic correspondence, under reference number 2024/1522/خ/ت dated 18/01/2024, announces the amendment of the basic system of the Emirates Company for Driving Education. The decision was made based on the Federal Law No. 32 of 2021 regarding commercial companies and their amendments, and the special resolution issued by the general assembly of the company. The company has decided to split the nominal value of the company's share by reducing the nominal value of the share to become fifty (50) fils. This increases the number of issued shares in the capital to 1,070,070,999 shares and increases the company's capital from 89,798,400 dirhams to 538,718,400 dirhams. This is distributed over 1,077,208,800 shares with a nominal value of (50) fifty fils, with an increase of 448,920,000 dirhams as a result of transferring part of the retained profits to the capital. The company's basic system was amended to reflect these changes. The certificate will be published in the official newspaper and will be effective from the date of its issuance.

The Emirates Driving Company is proposing to amend its Articles of Association. The current provision states that the company's share capital is 89,786,400 UAE Dirhams, divided into 89,786,400 shares with a nominal value of one UAE Dirham each. All shares are fully paid up cash shares and are of the same class in terms of rights and obligations. The proposed provision, however, increases the share capital to 538,718,400 UAE Dirhams, divided into 1,077,436,800 shares with a nominal value of fifty UAE fils each. Again, all shares are fully paid up cash shares and are of the same class in terms of rights and obligations.

The Corporate Governance Manual's Article 40, Clauses 1 & 2, states that shareholders with the right to attend the general assembly may delegate someone else to attend and vote on their behalf. This delegation must be in writing, and the delegate cannot represent more than 5% of the company's issued capital. The delegate's authority must be approved by a notary public, the state's economic department, a licensed bank or company, or another licensed entity. The proxy form should include the shareholder's and brokerage firm's contact details. The shareholder has the freedom to issue the proxy as they see fit, as long as the signature is approved by one of the mentioned authorities.

The Board of Directors of Emirates Driving Company (PJSC) has invited its shareholders to a General Assembly meeting on 09/01/2024. The meeting will be held at the company's premises in the Musaffah Industrial Area M -28 or can be attended virtually. The agenda includes the consideration of three Special Resolutions: splitting the share nominal value, capitalizing part of the retained earnings, and amending Article No.6 of the company’s Article of Association. Shareholders attending virtually must register electronically to vote. Shareholders can delegate any person other than a board member or company employee to attend the meeting, with the stipulation that no proxy may represent more than 5% of the company's shares.