| Element List | Explanation |
|---|---|
| Introduction | With reference to the company’s announcement on 27-06-1443H corresponding to 30-01-2022G, which is subsequent to the company’s announcement on 18-04-1443H corresponding to 23-11-2021G, regarding the board of directors’ recommendation to reduce the company’s capital and increase the company’s capital by way of a rights issue. |
And since the company’s accumulated losses amounted to 69.06% of the capital, and in accordance the Article (150) of the Companies’ Law, and in reference to the Royal Decree No. (15016) dated 16-03-1442H which stated the suspension of this article till 04-03-2022G, and since it is currently impossible to hold a general assembly due to the procedures for reducing and increasing the capital, and the desire of the Board of Directors to expedite the convening of an extraordinary assembly, the Board of Directors decided on 11-07-1443H corresponding to 12-02-2022G to separate the submission of a reduction file Capital for a file Submit a file to increase the capital by way of rights shares. The reason for separating the capital reduction request from the capital increase request is due to the approaching expiry of the deadline granted to listed joint-stock companies regarding the suspension of some provisions of the articles of the Companies’ Law based on Royal Decree No. (15016) dated 16-03-1442H the reduction of the share capital file will be submitted to the Capital Market Authority and after its approval, an extraordinary general assembly meeting will be called for the purpose of reducing the capital after completing the necessary approvals as soon as possible.
The Board’s previous recommendation taken on 26-06-1443H corresponding to 29-01-2022G:
The current capital: 320,000,000 Saudi riyals.
Capital after reduction: 99,000,000 Saudi riyals.
Capital reduction percentage: 69,06%
Amount of reeducation: 221,000,000 Saudi riyals
Current number of shares: 32,000,000 shares
Number of shares after reduction: 9,900,000 shares
Number of shares canceled: 22,100,000 shares
Approximately (1 shares) will be canceled for every (1,447 shares).
Reason for reduction: to amortize the company's accumulated losses.
The Board of Directors also decided to continue its previous recommendation regarding the capital increase taken on 26-06-1443H corresponding to 29-01-2022G, to increase the capital by an amount of 346,500,000 Saudi riyals through the issuance of rights shares after being reduced.
The Company shall announce later upon submitting the file to reduce company's capital and submitting the file increase the company's capital to the CMA for approval.
• There is no change in the appointment of the financial advisor, as Wasatah Capital was appointed as a financial advisor regarding capital reduction and capital increase in the meeting of the Board of Directors on 17-04-1443H corresponding to 22-11-2021G.
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