Article 70 of the Saudi Companies Law

المادة 70 من نظام الشركات · الفرع الأول: مجلس الإدارة

The article allows the general assembly, on the board's recommendation, to end the membership of a member who misses three consecutive meetings or five separate ones without a legitimate excuse accepted by the board.

Official text (Arabic)

This article has not been amended since the law was issued.

يجوز للجمعية العامة -بناء على توصية من مجلس الإدارة- إنهاء عضوية من تغيّب من الأعضاء عن حضور (ثلاثة) اجتماعات متتالية أو (خمسة) اجتماعات متفرقة خلال مدة عضويته دون عذر مشروع يقبله مجلس الإدارة.

This is the official Arabic wording, the only legally binding version. We do not translate the law itself; the explanation below is ours. Official source: Bureau of Experts at the Council of Ministers

Article 70 explained in plain English

This article deals with the problem of a member who accepts board membership and then does not attend its meetings.

Conditions for ending membership:

The member misses (3) consecutive meetings or (5) separate meetings during his term of membership.
The absence is without a legitimate excuse accepted by the board of directors; if the board accepts the member's excuse, the absence is not counted for this purpose.
A recommendation from the board of directors to end the membership is issued.

Who decides? The decision belongs to the general assembly, not to the board itself; the board only recommends. The text says "may", meaning that membership does not end automatically once the number of absences is reached but requires a recommendation and a decision.

Note that the separate meetings are counted during his term of membership, not within a single year.

This article is one of the ways membership ends, alongside what Article 69 regulates concerning a member's resignation by written notice or a seat becoming vacant through death or resignation, and the board's power to appoint a temporary member to the vacant seat on its conditions. Anyone facing a dispute over the acceptance of his excuse or the ending of his membership should consult a lawyer specialized in companies.

Practical example

Abdullah, a board member of a joint stock company in Khobar, missed three consecutive meetings without giving any excuse. The board recommended to the general assembly that his membership be ended, and the assembly so decided. Had he given a satisfactory excuse that the board accepted, the absence would not have been counted toward this number.

Translated from our Arabic explanation with machine assistance. For guidance only; it does not replace advice from a lawyer on your situation.

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