| Element List | Explanation |
|---|---|
| Introduction | Fawaz Abdulaziz Alhokair Co. ("Alhokair" or the “Company”) announces the results of the Ordinary General Assembly meeting (the first meeting), which was held at 20:30 on Tuesday, 1443/02/21 AH corresponding to 2021/09/28, through modern technology. The legal quorum of shareholders representing at least 50% of the share capital was achieved. |
| City and Location of the General Assembly's Meeting | Company Headquarters in Riyadh –by means of modern technology through the use of Tadawulaty platform. |
| Date of the General Assembly's Meeting | 2021-09-28 Corresponding to 1443-02-21 |
| Time of the General Assembly's Meeting | 20:30 |
| Percentage of Attending Shareholders | 76.7% |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | The Board Members mentioned below attended the meeting |
Mr. Omar Abdulaziz Almohammadi
Mr. Abdulmajeed Abdulaziz Alhokair
Mr. Abdulmajeed Abdullah Albasri
Mr. Eid Faleh Alshamri
Mr. Mansour Abdulwahab Qadi
Mr. Basem Abdullah Alsallom
Mr. Ahmed Saleh Alsultan
Also, the Board Members mentioned below apologized from attending the meeting:
Mr. Fawaz Abdulaziz Alhokair
Mr. Khalid Waleed Alshakhsheer
Mr. Omar Abdulaziz Almohammadi (Chairman of Executive Committee)
Also, Mr. Khalid Waleed Alshakhsheer (Chairman of Nomination And Remuneration Committee) apologized from attending the meeting.
2. Approval of the Annual audited financial statements for the financial year ended on 03/31/2021.
3. Approval of the External Auditor Report for the financial year ended on 03/31/2021.
4. Approval to release members of the Board of Directors from liabilities for their performance during the fiscal year ending on 03/31/2021.
5. Approval of the appointment of (KPMG) AlFawzan & co. based on the recommendation of the Audit Committee in order to examine, review and audit the financial statements for the first, second, third, fourth and annual quarters of the fiscal year 2021. Determine his fees.
6. Approval to pay an amount of 1,800,000 Saudi Riyals as remuneration to the members of the Board of Directors for the fiscal year ended on 31/03/2021.
7. Approval to amend the Regulations of the Audit Committee.
8. Approval to amend the Regulations of the Nominations and Remunerations Committee.
9. Approval to amend the remuneration policy for the members of the Board of Directors, and committees emanating from the board, and the executive management.
10. Approval to amend the policies, standards and procedures for membership in the Board of Directors.
11. Approval of the competition criteria for the members of the Board of Directors.
12. Approval of the business and contracts that took place between the group and the Arabian Centers Company, in which a member of the board of directors, FAWAZ BIN ABDUL AZIZ AL-HOKAIR, ABDUL MAJEED BIN ABDULAZIZ AL-HOKAIR, and OMAR BIN ABDUL AZIZ AL-MOHAMMADI have an indirect interest in it which is real estate rental payments. Note that the amount of transactions for the fiscal year ending on March 31, 2021 amounted to 303,397,543 Saudi Riyals, and it should also be noted that these transactions are carried out on a commercial basis. (There are no preferential terms).
13. Approval of the business and contracts concluded between the group and the Egyptian Centers for Real Estate Development Company, in which the members of the board of directors, FAWAZ BIN ABDUL AZIZ AL-HOKAIR and ABDUL MAJEED BIN ABDULAZIZ AL-HOKAIR, have an indirect interest. They are real estate rental payments, knowing that the amount of transactions for the fiscal year ending on March 31, 2021 amounted to 6,378,761 Saudi Riyals, and it should also be noted that these transactions are carried out on a commercial basis. (There are no preferential terms).
14. Approval of the business and contracts that took place between the group and FAS Saudi Holding Company, which belong to the members of the board of directors FAWAZ BIN ABDULAZIZ AL-HOKAIR, ABDUL MAJEED BIN ABDULAZIZ AL-HOKAIR, OMAR BIN ABDULAZIZ AL-MOHAMMADI and ABDUL MAJEED BIN ABDULLAH AL-BASRI. The said gentlemen has indirect interest relating to the payments made on behalf of the group, bearing in mind that the amount of transactions for the fiscal year ending on March 31, 2021 amounted to 89,964,509 Saudi Riyals, and it should also be noted that these transactions are carried out on a commercial basis. (There are no preferential terms).
15. Approval of the business and contracts that took place between the group and Hagen Ltd., in which a member of the board of directors, FAWAZ BIN ABDULAZIZ AL-HOKAIR and ABDUL MAJEED BIN ABDULAZIZ AL-HOKAIR have an indirect interest, which are printing and advertising services, bearing in mind that the amount of transactions for the fiscal year ended on March 31, 2021 amounted to 1,719,302 Saudi Riyals. It should also be noted that these transactions are carried out on a commercial basis. (There are no preferential terms).
16. Approval of the business and contracts that took place between the group and Al Farida Commercial Agencies Company, in which a member of the Board of Directors, ABDUL MAJEED BIN ABDULAZIZ AL-HOKAIR has an indirect interest, which are expenses for business and services, bearing in mind that the amount of transactions for the fiscal year ending on March 31, 2021 amounted to 5,123,771 Saudi Riyals. It should also be noted that these transactions are carried out on a commercial basis. (There are no preferential terms).
17. Approval of the participation of Board Member ABDUL MAJEED BIN ABDULAZIZ AL-HOKAIR in a work that competes with the company’s business.
18. Approval to delegate to the Board of Directors the authority of the ordinary general assembly with the licensing contained in paragraph (1) of Article 71 of the Companies Law, for a period of one year from the date of approval by the General Assembly or until the end of the delegated Board of Director’s session, whichever is earlier, in accordance with the conditions contained in the controls and procedures. The regulations issued in implementation of the Companies Law for listed Joint Stock Companies.
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