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Control
In the Merger & Acquisition regulations, in the ability to influence the actions or decisions of another person, whether directly or indirectly (excluding indirect ownership of shares through swap arrangements or through an investment fund whose unit owner have no discretion in its investment decisions), individually or collectively with a person or persons acting in concert, through holding (directly or indirectly) 30% or more of the voting rights in a company. moreover, “controller” shall be construed accordingly.
Appointed Person
An Appointed Person, weather he was administrator, personal representative, executor of a will, receiver or liquidator who has been appointed legally to administer, manage, liquidate or wind up the affairs of a Taxable Person including a deceased natural Person. The appointed person shall notify the Zakat, Tax and Customs Authority (ZATCA) in writing of the appointment within twenty days of the date of the appointment.
(Value Added Tax)VA Certificate of Registration
An official document issued by the Zakat, Tax and Customs Authority (ZATCA) that confirms the establishment's registration in the Value Added Tax system and authorizes it to engage in activities subject to tax. It includes: the name of the taxpayer, his account number (VAT Tax Identification Number which must be shown in tax invoices), and the effective date of registration. Each VAT certificate contains a special number.
Financing Transaction
The transaction under which a special purposes entity raises finance by the issue of debt instruments, including the acquisition, transfer or other use of assets required to generate amounts due under the terms of those debt instruments, and the issue of the debt instruments itself.
Real Estate Transaction Tax
An indirect tax imposed on all transactions under which a legal effect resulted in the form of transferring the right of ownership of the real estate or possession of it for the purpose of owning it, or the possession of its benefit from one person to another; transactions may be based on an agreement between the two parties such as selling or based on the independent freewill of the owner such as a devisor’s will.
Open-Ended Investment Fund
An investment fund with changing capital, the units of which would increase with the issuance of new units, and decrease with redemption by unitholders of some or all of their units. Unitholders are entitled to redeem the value of their units at their net asset value on dealing days set in the Fund’s Terms And Conditions in accordance with the Investment Funds Regulations.
Offer
In the Mergers and Acquisitions Regulations, “offer” means any public offer subject to the Mergers and Acquisitions Regulations and made to all holders of voting shares in the offeree company, excluding offers made by the same company as the offeree, for either of the following purposes: to purchase voting shares in the offeree company, or to effect a merger with the offeree company. Any reference in the Mergers and Acquisitions Regulations to the term “offer” or “potential offer” means any of the following: a merger or potential merger; an offer and a partial offer for the purpose of control; a potential offer or a potential partial offer for the purpose of control; or a partial offer or a potential partial offer not for the purpose of control.
Independent Board Member
In the Capital Market Institutions Regulations, a non-executive member of the board of directors is a member who enjoys full independence in position and decisions, and to whom none of the circumstances negating independence stipulated in paragraph (c) of Article 53 of the Capital Market Institutions Regulations applies.
Oversight Controls
The procedures implemented by the entity and its employees as an internal control tool to reduce and mitigate risks that may affect the achievement of objectives, which includes procedures and controls that are implemented on all administrative levels, operations, inputs and outputs of all kinds.
Offeror
In the Rules on the Offer of Securities and Continuing Obligations, a person who makes an offer or invites another person to make an offer that, if accepted, would result in the issuance or sale of securities by that person or by another party with whom arrangements have been made for the issuance or sale of the securities; and in the Merger and Acquisition Regulations, a person who makes or intends to make a takeover offer subject to the Merger and Acquisition Regulations.
Finance Lease Contract
A finance lease contract established between the lessor and the lessee under which the lessor is obligated to transfer the leased asset, either owned by the lessor or obtained from the supplier, to the lessee's possession for use, provided that ownership of the asset is transferred to the lessee, or the lessee has the option to purchase the asset after a specified period, and to settle the obligations agreed upon between the contracting parties.
Rating Category
A rating symbol, such as a letter or numerical symbol which might be accompanied by appending identifying characters, used in a credit rating to provide a relative measure of risk to distinguish the different risk characteristics of the types of rated entities, securities or other assets.
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