Significant Transactions And Shareholder's Right to Exit The Company

In principle, the board of directors of a joint- stock company is entitled to manage the company. In other words, except for issues that are explicitly among the authorities of the general assembly, the board of directors is authorized to resolve any matter.

However, in some cases, in order to protect the shareholder's rights and due to the principle of equality between the shareholders, regulators set forth more conservative provisions in favor of the shareholders.

"Significant transactions" and shareholder's right to exit the company are also among the aforementioned provisions. The Capital Markets Board ("Board") is not satisfied with a resolution of the board of directors regarding a significant transaction but it also obliges companies subject to the capital markets legislation to hold a general assembly meeting to approve such transactions. Unless the general assembly approves such transaction, the company may not finalize the "significant transaction" in