The Ministry of Finance (MoF) has issued the Decision No. 990/1 dated 28/11/2019 (here below) which determines the transfer mechanism of bearer shares and promissory shares in the name of the Lebanese State. This decision specifies indeed that the ownership of bearer shares and promissory shares that have not been replaced by nominative shares as required, within two years from the entry into force of Law No. 75 dated 27/10/2016 related to the cancellation of bearer shares and promissory shares, are henceforth automatically transferred in favor and in the name of the Lebanese State (Lebanese Treasury) and their administration is entrusted to the administration of the Treasury of the Ministry of Finance in accordance with the following.
The Revenue Department establishes a list containing the names of the companies which have not replaced bearer shares and promissory shares by nominative shares in compliance with the foregoing, including the number of shares and their value, a copy of which is deposited by the Treasury Department.
Each company whose shares still contain bearer shares and promissory shares should:
- Issue registered nominatives shares in the name of the Lebanese treasury, instead of bearer shares and promissory shares, and to submit them to the treasury department of the Ministry of Finance,
- Record the minutes of the general meeting which decided to issue new registered (nominative) shares in the name of the Lebanese State before the commercial register,
- Modify the information before the tax administration in accordance with the Law on tax procedures.
- Inform the Finance Department of any decision regarding the distribution of dividends within 15 days from the date of said decision, while specifying the dividends’ value due to the Lebanese State, and submit to the Department of the General Directorate of Finance a check in the name of the Central Treasury equivalent to this value.
The Ministry of Finance remits thereafter the original shares to Midclear by virtue of a written letter issued by the Treasury Department and signed by the Minister of Finance provided that a copy of said letter is notified to the Treasury Department (Department of Accounting and funds) as well as to the General Accounting Department (Financial Accounting Department), provided that certified copies of these documents signed by the Financial Director should be kept before each of the concerned units of the Ministry. The Ministry of Finance notifies in fine the Council of Ministers of the companies’ names and the number of shares which have been transferred in the name of the Lebanese State in order to take the appropriate decision in this regard.