Former Thimar board members convicted of market law violations

Logo of Thimar Development Holding Co. (Thimar)

The General Secretariat of the Committees for Resolution of Securities Disputes (GS-CRSD) announced that the Appeal Committee for the Resolution of Securities Disputes (ACRSD) issued on June 15 its final decision in the public case filed by the Capital Market Authority (CMA) against a number of former board members and executives of Thimar Development Holding Co.

They include former Chairman Ibrahim Almayouf and Managing Director Sari Almayouf, as well as the following board members: Abdulaziz Alghanim, Mut'ib Alsaif, Abdullah Alhamoudi, Muhammad Almayouf, and Najla' Abunayyan.

Under the decision, the former board members were convicted of violating Article 44 of the Listing Rules, as well as Article (10/b/2) of the Corporate Governance Regulations, amended to Article (22/2/b) of the Corporate Governance Regulations. They failed to practice their authorities or perform their duties as board members to dispose of the company's real estates.

This led to the cessation of some of the company's activities as a result of not abiding by the provisions of the Articles of Association, when approving the offer presented by an investor to purchase 20% of the company's stake in Thimar and Wasmi Agricultural Markets Co. Under the contract, the company agrees to transfer the ownership of all assets owned by it and its branches to Thimar and Wasmi Agricultural Markets Co.

In addition, the board members did not abide by the Articles of Association when signing a lease and investment contract for a site to construct a commercial complex, while not having a commercial activity related to constructing commercial complexes in the Articles of Association.

Under the decision, board members Ibrahim Alshabeeb and Abdulkarim Almayouf were convicted of violating Article (10/b/2) of the Corporate Governance Regulations, amended to Article (22/2/b) of the Corporate Governance Regulations. They failed to perform the main duties of the board, including setting internal laws and regulations to internal auditing and general supervision on such provisions and assuring the soundness of the financial and accounting systems, including those related to preparing financial reports. They did not make a record of fixed assets for the company and inventory records from 2014 to 2018. This indicates that they failed to show commitment to the fixed assets policy of the company, which requires annual inventory of fixed assets. In addition, they did not make any remarks or conservation in this regard.

The decision included some sanctions upon such board members, as follows:

First: Ibrahim Almayouf

1- A fine of SAR 300,000

2- Ban from work in Tadawul-listed companies for six years

Second: Sari Almayouf

1- A penalty of SAR 300,000

2- Ban from work in Tadawul-listed companies for six years

Third: Abdulaziz Alghanim

1- A penalty of SAR 300,000

2- Ban from work in Tadawul-listed companies for two years

Fourth: Mut'ib Alsaif

1- A penalty of SAR 300,000

2- Ban from work in Tadawul-listed companies for two years

Fifth: Abdullah Alhamoudi

1- A penalty of SAR 300,000

2- Ban from work in Tadawul-listed companies for two years

Sixth: Muhammad Almayouf

1- A penalty of SAR 150,000

2- Ban from work in Tadawul-listed companies for two years

Seventh: Najla' Abunayyan

1- A penalty of SAR 200,000

2- Ban from work in Tadawul-listed companies for two years

Eighth: Ibrahim Alshabeeb

A penalty of SAR 50,000

Ninth: Abdulkarim Almayouf

A penalty of SAR 50,000

In June, GS-CRSD announced that ACRSD issued a final decision convicting a number of Thimar's former board members and Managing Director, as well as an employee at the former external auditor, for violating the Capital Market Law and its Executive Regulations, Argaam earlier reported.