| Introduction | Al Kathiri Holding Company announces the results of the Ordinary General Assembly meeting (second meeting), which was convened at (7:30) PM on Monday,29-10-1443 H, corresponding to 30/05/2022 G, at the company’s main headquarters (Riyadh) – remotely; And that is an hour after the time set for the first meeting due to the lack of a quorum for the first meeting, as the attendance rate in the first meeting was 44.77%. |
| Voting Results on the Items of the General Assembly’s Meeting Agenda’s | 1. Approval on the External Auditors Report for the fiscal year ended on 31/12/2021.2. Approval on the financial statements for the fiscal year ended on 31/12/2021.3. Approval on the Board of Directors Report for the fiscal year ended on 31/12/2021.4. Approving the appointment of Al Kharashi & Co., Certified Accountants and Auditors, as auditor of the company’s accounts, from among the candidates, based on the recommendation of the Audit Committee, to examine, review and audit the financial statements for the second, third and annual quarters of the fiscal year 2022 and the first quarter of the fiscal year 2023, and to determine its fees.5. Disapproval of absolving the members of the Board of Directors from liability for the year ended on December 31, 2021.6. Disapproval of disbursing the remuneration of the members of the Board of Directors in the amount of 160,000 riyals. 40,000 riyals per member for the fiscal year ended on December 31, 2021.7. Approving the Board of Directors’ decision to appoint Mr. Ahmed Nasser Ahmed Al-Sayegh (outside the Board) as a member of the Audit Committee, starting from 07-13-2021 until the end of the current committee’s term which ends on 03-12-2023; This appointment is in place of the previous committee member (Ms. Ashwag Muhammad Nasser Al-Kathiri (outside the Board), provided that the appointment takes effect from the date of the recommended decision issued on 07-13-2021. This appointment is in accordance with the work regulations of the Audit Committee.8. Approval on amending the Audit Committee charter.9. Approval on amending the Nomination and Remuneration Committee charter.10. Approval on amending the Policies, Criteria, and procedures for Membership in the Board of Directors.11. Approval on amending the Remuneration policy for members of the Board of Directors, its committees, and the executive management.12- Approval on transactions and contracts that will take place between Al Kathiri Holding Company subsidiaries, Msandh Al-Emdad Limited Company, and Alian Industry Company, in which the two members of the Board of Directors (Mr. Meshal Al Kathiri and Mr. Adel Al Kathiri) have a direct interest, as they are Board members in Alian industry Company and Al Kathiri Holding Company, which owns Msandh Al-Emdad by 100% and owns Alian Industry by 99%. Noting that the transactions that took place on the period ending on 31-12-2021 amounted to 23,643,739 S.R. The disclosed direct interest is regarding the agreement to supply bulk cement to the company’s plant in Malham province and as part of the ordinary businesses that have offered no preferential.13. Approval on the mutual contracts and business between Al Kathiri Holding Company and Alian Industry Company – in which the two members of the Board of Directors (Mr. Meshal Al Kathiri and Mr. Adel Al Kathiri) have a direct interest, as they are board members in Alian Industry and Al-Kathiri Holding Company – noting that the transactions took place during the fiscal year ended on December 31, 2021, is in the amount of 25,585,928 Saudi riyals, and the balance of these transactions at the end of the period amounted to 47,306,124 Saudi riyals, which are normal transactions that take place between the company and its subsidiary as part of the ordinary businesses that have offered no preferential.14. Approval on delegating the Board of Directors with the authority of the Ordinary General Assembly with the authorization contained in Paragraph (1) of Article 71 of the Companies Law, for one year from the date of approval of the Ordinary General Assembly or until the end of the delegated Board of Directors session, whichever is earlier, in accordance with the conditions outlined in Regulatory controls and procedures issued in implementation of the Companies Law for Listed Joint Stock Companies. |
