Simplified Joint Stock Company Solutions and Flexibility
Introduction
What can the creation of joint-stock companies, unrestricted by minimum capital requirements, offer for the growth of startups and small businesses in the Kingdom?
History
Oct 2024
The sector
Commercial Activities

Since the launch of Vision 2030, consecutive updates have been made to regulations, particularly those related to the national economy. The 2022 Companies Law, published on July 4 in the Umm Al-Qura newspaper, represents a major step toward achieving two main goals pursued by the Kingdom: increasing the private sector's contribution to the GDP, and raising the share of foreign investment in the GDP by providing facilities and removing obstacles. To answer questions regarding the feasibility of the development that the system has brought to joint-stock companies, we will explain in the following points the procedures and requirements that the system removed for simplified joint-stock companies, and the aspects of flexibility compared to traditional types of companies. • Simplified Joint-Stock Company and Single-Member Company: A simplified joint-stock company shares with a limited liability company (single-member company) the possibility of being established by a single person and the absence of a minimum capital requirement in its bylaws. However, the simplified joint-stock company stands out by removing requirements related to holding a general assembly, as the system allows shareholders to determine how it is managed and how decisions are made. While shares in a limited liability company are not tradable, the new system allows the simplified joint-stock company to issue tradable debt instruments or financing deeds to provide financing solutions for the company. • Simplified Joint-Stock Company and Joint-Stock Companies: A simplified joint-stock company can be considered a form free of the many requirements imposed on traditional joint-stock companies. The capital of both companies must consist of cash or in-kind shares, and a partner is not allowed to provide labor instead. Regarding the flexibility of procedures related to the simplified joint-stock company, the system has lifted the minimum capital requirement, which for traditional joint-stock companies is set at no less than 500,000 Saudi Riyals. It also grants shareholders the freedom to organize the company's structure, its method of operation, and to determine the quorum necessary for the validity of shareholder meetings and decisions. On the other hand, the law subjects traditional joint-stock companies to strict regulations and supervision over their management and general assembly meetings, requiring a board of directors of no fewer than three members, and detailing the relationship between shareholders and the board of directors. This contrasts with the broad authorities granted to the president or manager of a simplified joint-stock company to manage the company and achieve its purposes. Despite the flexibility granted to simplified joint-stock companies to determine the matters that must be presented to shareholders in the bylaws, the law still mandates that certain decisions must be presented to shareholders for a vote. These include decisions related to increasing or reducing capital, converting the company into another legal form, its merger, division, dissolution, appointing an auditor, discussing financial statements, distributing profits, or amending its bylaws, in accordance with Article 145 of the Companies Law.
Given the history of this type of company, it is accurate to describe simplified joint-stock companies as a newly introduced entity worldwide. Once the regulation takes effect 180 days after its publication date, business owners will have a new type of company that combines the advantages of other types, offering solutions that eliminate the complexities, requirements, and obligations inherent to regular joint-stock companies or even limited liability companies.