Abdullah Alothaim Markets Company is pleased to announce the results of its fifth extra Ordinary General Assembly Meeting Which was held on Wednesday 22/07/1438H Corresponding to 19th April 2017G at 7:30 PM in Al-Othaim Training Academy in Riyadh, and with the presence of the general assembly quorum. The results of voting on the meeting agenda were as follows:
1)Approving the Board of Directors Annual Report for the fiscal year ended 31/12/2016G.
2)Approving the Company Auditor financial Report for the fiscal year ended 31/12/2016G.
3)Approving the Company consolidated financial statements for the fiscal year ended 31/12/2016G.
4)Approving the acquittal of the Board members for the fiscal year ended 31/12/2016G.
5)Approving the Audit Committee recommendation to appoint Dr. Mohamed Al Amri and Co. as Company auditors among the nominees to audit and review the Company annual and interim financial statements for the fiscal year 2017G, and the first quarter 2018G and determining their fees.
6)Approving the Board recommendation to distribute cash dividends to the shareholders for the fiscal year 2016G at the rate of SR (2) per share which represents (20%) of the Company share capital and with a total amount of SR (90) Million, The eligibility of dividends will be for the shareholders registered in the registry of the Company of Securities Depository Center (Depository Center) upon the closing of trading on the abovementioned General Assembly meeting date. The dividends will be distributed to the eligible shareholders and be deposited into their Bank portfolios starting from Monday 08/5/2017 through AlRajhi Bank.
7)Approving the payment of SR (1,522,856) remunerations to the board members for the fiscal year 2016G at SR (150) thousand for each Board member as annual reward, and SR (3,000) as attendance allowance for each meeting attended. In addition to a bonus of SR (25) thousands for each board member against membership of the board committees plus attendance allowance of SR (1,500) for each meeting attended as declared in the Board of Directors Annual Report for the fiscal year ended 31/12/2016G.
8)Approving to delegate Authority to the Board of Directors to distribute interim dividends to the shareholders for the financial year 2017G, and setting the eligibility and disbursement dates in conformity with the related rules and regulations.
9)Approving the appointment of Eng. Abdullah Ali Al Dubakhi as an independent member in the board of Directors as of the date 14/03/2017G in the vacant seat after the resignation of the previous Board Member Mr. Yousef M. Al Gafari until the end of the current Board session.
10)Approving the amendment the Company bylaws in order for them to be consistent with the Saudi companies Act issued by Royal Decree No. M / 3 dated 28/1 /1437H.
11)Approving the formation of the Audit Committee from the (Fahad A. Alothaim, Abdulaziz S. Alrebdi, Saleh M. Al Othaim, Abdulaziz I. Al-Nowaiser and Bandar N. Altamimi) and setting its duties, guidelines and membership rewards for the current session till its term end in 02/10/2018G.
12)Approving the contracts and deals to be implemented with related parties and giving permission for the next fiscal year up to the Annual General Assembly Meeting in 2018G as follows:
a)Leasing, rental and services contracts with different contract terms between the Company and Al Othaim Holding Company with a total amount of SR 3,843,515 as related parties to the Chairman of the Board Mr. Abdullah Saleh Alothaim and the Board Member Mr. Fahad Abdullah Al-Othaim, with no preferential terms in these transactions.
b)Leasing, rental and services contracts with different contract terms between the Company and Abdullah Al Othaim Real Estate Investment and Development Company and its subsidiaries with a total amount of SR 49,787,290 as related parties to the Chairman of the Board Mr. Abdullah Saleh Alothaim and the Board Member Mr. Fahad Abdullah Al-Othaim, which do not have any preferential terms.
c)Lands Contract for investment between the company and the General Organization of Social Insurance with an annual amount of SR (5,562,500) as related party to the Board member Mr. Bandr Nasser Altamimi (representative of GOSI), which does not have any preferential terms.
13)Approving the Board of Directors recommendation to sell a commercial center owned by the company located in Hael city, with a total area of (65,110) square meters to a related party with a Chairman of the Board Mr. Abdul Saleh Alothaim and the board member Mr. Fahad Abdullah Al Othaim), to the buyer (Abdullah Al Othaim Real Estate Investment and Development Company( at a selling price of SR (361,265,067) to be paid upon transferring the title deed to the buyer and leasing the company a Hypermarket store in the above-mentioned commercial center with an area of (4,680) square meters at an annual rent of SR (2,059,200) for a period of (20) Gregorian years, and giving permission for the next fiscal year up to the AGA meeting in 2018G.
14)Approving the Compensation and Nominations committee charter.
15)Approving the Compensation policy for the Board of Directors, its committees and the executives managements.
16)Approving the policies, criteria and procedures of the nomination to the Board of Directors
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