| Introduction | Al Kathiri Holding Company announces the results of the Extra Ordinary General Assembly meeting (second meeting), which was convened at (10:30) PM on Wedensday,21-09-1444 H, corresponding to 12/04/2023G, 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 47.56 %. |
| Voting Results on the Items of the General Assembly’s Meeting Agenda’s | 1 – The Board of Directors’ report for the FY ending on December 31, 2022 has been reviewed and discussed.2 – Approval of on the company’s auditor report for the FY ending on December 31, 20223- The company’s financial statements for the FY ending on December 31, 2022G has been reviewed and discussed.4 – Approval the appointment of Al Kharashi & Co. Certified Accountants and Auditors, as auditor for the company from among the nominees based on the Audit Committee’s recommendation; to examine, review, audit the financial statements for the second, third quarters, and annual of the FY 2023G and the first quarter of the fiscal year 2024G, and to determine its fees.5- Approval for election of the Board members from among the candidates for the next term, commencing from 12/04/2023G, for a term of three years, ending on 11/04/2026G.And they are:1 – Meshal Mohammed Nasser Al Kathiri2 – Saud Mohammed Abdullah Al Shuraym3 – Khaled Abdel-Mohsen Abdel-Rahman Al-Khayal4 – Abdullah Abdulrahman abdullah Al Shaikh6 – Approval on amendment the Audit Committee charter.7-Approval on the division of the company’s shares according to the following: The nominal value of the share before the amendment: 10 Saudi riyals The nominal value of the share after the amendment: 50 halalas (0.50) Saudi riyals The number of shares before the amendment: 11,302,200 shares Number of shares after amendment: 226,044,000 shares There is no change in the company’s capital before and after the stock split. The Effective Date: In the event that the clause is approved, the division resolution will be effective for all company’s shareholders in the date of extraordinary general assembly meeting and who are registered in the company’s shareholders register with the Securities Depository Center Company (“Edaa”) at the end of the second trading day following the date The Extraordinary General Assembly that decided shares are divided.The effect of the decision will be applied to the share price starting from the working day following the assembly meeting, provided that the number of shares in shareholders’ portfolios will be applied at the end of the second trading day following the date of the Extraordinary General Assembly in which it was decided to divide the shares. Amendment of Article (7) of the company’s bylaws, which is related to the capital. Amendment of Article (8) of the company’s bylaws related to subscribing to shares.8 – Approval on amendment of Article (3) of the company’s bylaws, which is related to the Purposes of the company.9 – Approval on amendment of the company’s bylaws in line with the new Companies Law.10 – Approval on transaction and contracts that will take place between Al Kathiri Holding Company and its subsidiary, 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 31-12-2022 amounted to 21,515,194 S.R. The disclosed direct interest is regarding mutual procurements and commercial transactions as part of the ordinary businesses that have offered no preferential.11- 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, 2022 are in the amount of 16,595,466 Saudi riyals, and the balance of these transactions at the end of the period amounted to 30,682,848 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.12 – Approval on authorize the Board of Directors with the Shareholders General Assembly authority with the rights mentioned in paragraph (1) of Article (27) of the Companies Law for one year from the date of approval of the Shareholders General Assembly or until the end of the session of the authorized the Board of Directors, whichever is earlier, in accordance with the conditions mentioned in the executive regulation of the Companies Law for Listed Joint Stock Companies. |
