| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Dallah Healthcare Company (the "Company") is pleased to announce the results of the Extraordinary General Assembly Meeting (the first meeting), which includes the increase of the share capital of the Company which was held at 7:30 p.m. on Tuesday 27 December 2022 in person and by means of modern technology. |
| City and Location of the Extraordinary General Assembly's Meeting | Riyadh at Dallah hospital –North clinics (3rd floor – training room) - as well as through means of modern technology |
| Date of the Extraordinary General Assembly's Meeting | 2022-12-27 Corresponding to 1444-06-03 |
| Time of the Extraordinary General Assembly's Meeting | 19:30 |
| Percentage of Attending Shareholders | 85.11% |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | The following Dallah Healthcare Co. Board members attended the meeting: |
Eng. Tarek Othman Alkasabi (Chairman)
Mr. Muhei Addein Saleh Kamel (Deputy Chairman)
Eng. Talal Ibrahim Al-Maiman
Mr. Fahad bin Abdullah Al-Kassim
Mr. Omar bin Mohammed Kamel
Mr. Abdullah bin Turki Al-Sudairi
Eng. Mohamed Nabil Hefni
The following Dallah Healthcare Board member apologized for not being able to attend the meeting:
Dr. Mohammed Rashid Al-Fagih
Mr. Fahad bin Abdulallah AL Kassim (chairman of the Audit Committee)
Eng. Talal Ibrahim Al-Maiman(Chairman of the Nomination and Remuneration Committee)
a) The Company's share capital will be increased from nine hundred million (900,000,000) Saudi Riyals to nine hundred seventy-six million eight hundred eleven thousand six hundred sixty (976,811,660) Saudi Riyals by issuing Seven million six hundred eighty-one thousand one hundred sixty-six (7,681,166) new ordinary shares with a nominal value of seventy-six million eight hundred eleven thousand six hundred sixty (76,811,660) Saudi Riyals in favor of Kun Investment Holding Company in exchange for the transfer of fourteen million two hundred thirty-two thousand six hundred ninety (14,232,690) ordinary shares in International Medical Center Company from Kun Investment Holding Company, in accordance with the terms and conditions of the Share Sale and Purchase Agreement entered into between the Company and Kun Investment Holding Company on 21/11/1444H (corresponding to 22/06/2022G), and the Company seeks to increase its capital for the purpose of acquiring 18.98% of the share capital of International Medical Center Company (the "Acquisition").
b) Amending Article 7 of the Company’s Bylaws related to the capital .
c) Authorizing the Board of Directors or any person authorized by the Board of Directors to issue any decision or take any action that may be necessary to implement any of the aforementioned decisions related to this acquisition.
d) The effective date for the capital increase will occur following the completion of the transfer of ownership of shares in International Medical Center Company from Kun Investment Holding Company in favor of the Company.
The Capital Market Authority and Saudi Exchange take no responsibility for the contents of this disclosure, make no representations as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this disclosure, and the issuer accepts full responsibility for the accuracy of the information contained in it and confirms, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other facts or information the omission of which would make the disclosure misleading, incomplete or inaccurate.