| Element List | Explanation |
|---|---|
| Introduction | Advanced Petrochemical Company (Advanced) is pleased to announce to its shareholders the results of the 10th Extraordinary General Assembly Meeting (Second Meeting), which was held through modern technology means on Monday, April 10, 2023 corresponding to 19-09-1444H at (23:45). As the required quorum for the validity of the first meeting was not achieved to hold the meeting in accordance with the Companies Law and the Company’s Bylaws, where the percentage of shares represented in the first meeting was (41.91%), the second meeting was held an hour after the end of the period specified for the first meeting. |
| City and Location of the General Assembly's Meeting | The Meeting was held through the modern technology means |
| Date of the General Assembly's Meeting | 2023-04-10 Corresponding to 1444-09-19 |
| Time of the General Assembly's Meeting | 23:45 |
| Percentage of Attending Shareholders | 41.92% |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | Names of the Board of Directors' Members Present at the General Assembly's Meeting: |
1. Khalifa Abdullatif Abdullah Al-Mulhem
3. Abdullah Ibrahem Abdallah Al-Saadan
4. Abdulaziz Abdullah Moqbel Al-Haberdi
5. Abdulsalam Mazro Abdullah Al-Mazro
6. Abdulaziz Abdullah Abdulaziz Al-Mulhem
7. Bader Osama Hassen Jawher.
8. Nader Saleh Abdullah Al-Dakheel
9. Mohammed Khalifa Abdullatif Al-Mulhem
The Vice Chairman of the Board of Directors, Mr. Waleed Mohammed Abdullah Al-Jaafari, apologized for not attending the meeting.
2. Abdullah Abdulrahman Buali (Chairman of the Audit Committee).
3. Khalifa Abdullatif Abdullah Al-Mulhem (Chairman of the Executive Committee).
2. The Company consolidated financial statements for the year ended on 31-12-2022 was reviewed and discussed.
3. Approval of the Company’s external auditor report for the year ended on 31-12-2022 and discussing it.
4. Approval of absolving the members of the Board of Directors from liabilities for the year ended 31-12-2022.
5. Approval of appointing Ernst & Young professional services as the auditor for the company among those nominees based on the recommendation of the Audit committee to review and audit (the second, third, annual financial statements of fiscal year 2023 and first quarter of 2024, and determine its remuneration.
6. Approval of authorizing the Board of Directors to distribute interim cash dividends to the shareholders on biannual or quarterly basis for the financial year 2023 in accordance with the Implementing Regulation of the Companies Law for Listed Joint Stock Companies in which it should be appropriate with the company’s financial position, cash flow, expansion and investment plans.
7. Approval of delegating the Board of Directors the vested powers of the general assembly meeting as per Article (27/1) of the Companies Law for one year from the date of the approval by the general assembly meeting or the end of the delegated Board of Directors' term, which comes first. Such delegation shall be in accordance with the requirements stipulated in the Implementing Regulation of the Companies Law for Listed Joint Stock Companies.
8. Approval of the business and contracts that made between the Company and Allied Arabian Maintenance & Trade Co., in which the board member Mr. Sami Abdulaziz Mohammed Al-Suwaigh has indirect interest as he owns 14% of its capital, which is providing industrial services from 01/01/2022 to 31/12/2022, with an amount of (7,008,601) Saudi riyals, without preferential terms and in accordance with the same terms and conditions followed by the Company with all contractors and dealers.
9. Approval of the business and contracts that made between the Company and Walaa Cooperative Insurance Company, in which the board members Mr. Khalifa Abdullatif Abdullah Al-Mulhem and Mr. Waleed Mohammed Abdullah Al-Jaafari have indirect interests as they are members of the board of directors of the two companies, which is providing multiple car insurance coverages from 01/01/2022 to 31/12/2022, with an amount of (128,245) Saudi riyals, without preferential terms and in accordance with the same terms and conditions followed by the Company with all contractors and dealers.
10. Approval of the Company's purchase of its own shares, with a maximum of (650,655) shares, for the purpose of allocating them to the Company's employees incentive shares program, provided that the purchase of these shares to be financed through the Company’s internal resources. further, to authorizes the Board of Directors to complete the purchase within (12 months) from the date of the extraordinary general assembly's approval, and to determine the terms of the program and its implementation, including the allocation price for each share if any, and to be kept no longer than (10) years from the date of approval. Upon the end of mentioned period, the Company shall follow the rules and procedures stipulated in the relevant laws and regulations.
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