The Board of Directors of Almarai Company Invites the Shareholders to The Extraordinary General Assembly Meeting. (The First Meeting)
| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Almarai Company, a Listed Joint Stock Company, are pleased to invite the shareholders to the Extraordinary General Assembly Meeting, which will be held in Riyadh at the Holiday Inn Al Izdihar Hotel – Hall 3 on 5th April, 2020 at 7:30 p.m. (https://goo.gl/maps/udFP9E4EHTF2) for the following agenda: |
| City and Location of the General Assembly's Meeting | Riyadh at the Holiday Inn Al Izdihar Hotel – Hall 3 |
| URL for the Meeting Location | https://goo.gl/maps/6VZfYydTjgK2 |
| Date of the General Assembly's Meeting | 2020-04-05 Corresponding to 1441-08-12 |
| Time of the General Assembly's Meeting | 19:30 |
| Attendance Eligibility | Each shareholder who is registered in the Company's shareholders Book with Edaa at the end of the trading session prior to the Assembly meeting shall be entitled to attend the Assembly and according to the rules and regulations. |
| Quorum for Convening the General Assembly's Meeting | The Extraordinary General Meeting of the General Assembly shall be held in the presence of shareholders representing half of the company's capital |
| General Assembly Meeting Agenda | 1- To vote on the Auditors Report for the fiscal year ending 31st December 2019. |
2- To vote on the consolidated Financial Statements for the fiscal year ending 31st December 2019.
3- To vote on the Board Report for the fiscal year ending 31st December 2019.
4- To vote on the recommendation of the Board of Directors to pay a dividend, for the fiscal year ending 31 December, 2019, of SAR 0.85 per share totaling SAR 850 million (This proposed cash dividend represents 8.5% of the capital share, based on 1,000 million shares), for shareholders who own shares on the date of the Extraordinary General Assembly Meeting on 5 April 2020 which will be registered at the Securities Depository Center Company at the market closing of the second working day after. The date of the cash dividend payment will be confirmed after the approval of the Extraordinary General Assembly, and it will be within 15 days from the day of the Extraordinary General Assembly Meeting on 5th April 2020.
5- To release Board of Directors members from liability for the fiscal year ending 31st December 2019.
6- To vote to pay the directors’ remuneration amounting in total to SAR 1,800,000 where SAR 200,000 will be distributed to each director on a pro-rated basis for the financial year ending 31st December 2019.
7- To vote on a catering services contract, that was done in 2019, with a value of SAR 504 thousand at the prevailing commercial terms between Almarai Company and Al Nafoura Catering in which HH Prince Sultan bin Mohammed bin Saud Al Kabeer, Chairman of the Board of Directors, has a direct interest.
8- To vote on an insurance contract, that was done in 2019, with a value of SAR 136,517 thousand at the prevailing commercial terms between Almarai Company and Arabian Shield Insurance Co., in which HH Prince Sultan bin Mohammed bin Saud Al Kabeer, Chairman of the Board of Directors, and Prince Naif bin Sultan bin Mohammed bin Saud Al Kabeer has a direct interest.
9- To vote on Sukuk dividend payment for the year 2019 to Arabian Shield Insurance Co. with a value of SAR 21 thousand under the prevailing terms and conditions, in which HH Prince Sultan bin Mohammed bin Saud Al Kabeer, Chairman of the Board of Directors, and Prince Naif bin Sultan bin Mohammed bin Saud Al Kabeer has a direct interest.
10- To vote on the Telecommunication services contracts, that was done in 2019, with a value of SAR 3,965 thousand. under the prevailing commercial terms. between Almarai Company and Mobile Telecommunication Company Saudi Arabia (Zain), in which the board member Prince Naif bin Sultan bin Mohammed bin Saud Al Kabeer has a direct interest.
11- To vote on the lease contract with a rent of SAR 173 thousand for 2019 under the prevailing commercial terms between Almarai Company and Mr. Abdulaziz bin Ibrahim Al Muhanna. in which the board member Abdulrahman bin Abdulaziz Al Muhanna has an indirect interest. The lease is for Almarai’s Depot in Sharjah, UAE. The lease term is twenty years starting on 10 April 2001 to 9 April 2021.
12- To vote on a publishing services contract, that was done in 2019, with a value of SAR 184 thousand at the prevailing commercial terms for Al-Jazirah Press, Printing and Publishing, in which the board member Mr. Abdulrahman bin Abdulaziz Al Muhanna has a direct interest.
13- To vote on a feed purchase contract, that was done in 2019, with a value of SAR 11,118 thousand under the prevailing terms and conditions between Almarai Company and Arab Company for Agricultural Services (Arasco), in which the board member Mr. Abdulrahman bin Abdulaziz Al Muhanna has a direct interest.
14- To vote on the Sales contract, that was done in 2019, with a value of SAR 705,028 thousand under the prevailing terms and conditions between Almarai Company and Panda Retail Company in which Savola Group, one of Almarai’s main shareholders and who is represented in the board of directors, holds significant shares. Savola board representatives at Almarai include Mr. Suliman bin Abdulkader Al Muhaideb, Eng. Anees bin Ahmed bin Mohammed Moumina and Mr. Bader bin Abdullah Al Issa.
15- To vote on a sugar purchase contract, that was done in 2019, with a value of SAR 63,489 thousand at the prevailing commercial terms and conditions, between Almarai Company and United Sugar Co., in which Savola Group, one of Almarai’s main shareholders and who is represented in the board of directors, holds significant shares. Savola board representatives at Almarai include Mr. Suliman bin Abdulkader Al Muhaideb, Eng. Anees bin Ahmed bin Mohammed Moumina and Mr. Bader bin Abdullah Al Issa.
16- To vote on the Sales contract, that was done in 2019, with a value of SAR 5,991 thousand under the prevailing terms and conditions between Almarai Company and Herfy Food Services in which Eng. Anees bin Ahmed bin Mohammed Moumina has a direct interest.
17- To vote on a financial services contract, that was done in 2019, with a value of SAR 9,962 thousand under the prevailing terms and conditions between Almarai Company and National Commercial Bank, in which Engr. Anees bin Ahmed bin Mohammed Moumina has a direct interest.
To View the Full Agenda, Please Refer to the Attached Invitation
P: +966 11 4700005 (7987,7625)
F: +966 11 4701555
E: investor.relations@almarai.com
P.O.Box 8524 Riyadh 11492
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