ACC

29 April, 2024 08:02

Arabian Cement Co. Announces the Results of the Ordinary General Assembly Meeting, ( First Meeting )

Element ListExplanation
Introduction Arabian Cement Company announces the results of the 69th Ordinary General Assembly meeting (the first meeting), which was held at 18:30 pm on Sunday 19-10-1445H corresponding to 28-04-2024 virtually by modern technology means, as the attendance reached 27.16% of the shares representing the capital.
City and Location of the General Assembly's Meeting via modern technological means from the company's headquarters in Jeddah
Date of the General Assembly's Meeting 2024-04-28 Corresponding to 1445-10-19
Time of the General Assembly’s Meeting 18:30
Percentage of Attending Shareholders 27.16
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees The meeting of the General Assembly was attended by the following members of the Board of Directors: 1- Eng. Mutaz Kusai Hassan AlAzzawi (Chairman) 2- Mr. Saud Abdulaziz Abdullah Al- Sulaiman (Deputy Chairman) 3- Mr. Yousef Saleh Mansour Abalkhail 4- Mr. Turki Abdullah Abdulaziz Al-Rajhi 5- Mr. Fahd Abdullah Mohammed Alissa 6- Mr. Khaled Malik Rafiq Al- Ghalib Alsharif 7- Mr. Abdulaziz Abdullah Abdulaziz Al Molhem 8- Mr. Mazen Hani Zaki Altamimi 9- Mr. Talal Husam Aldean Hassan Alrasheed
Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf 1- Mr. Mazen Hani Zaki Altamimi (Chairman of Audit committee) 2- Mr. Khaled Malik Rafiq Al-Ghalib Al-Sharif (Chairman Nomination Remuneration Committee) 3- Mr. Saud Abdulaziz Abdullah Al-Sulaiman (Chairman of Investment Committee)
Voting Results on the Items of the General Assembly's Meeting Agenda's 1- the Board of Directors' report for the FY ending at December 31st, 2023 was reviewed and discussed 2- Approval of the company's auditor report for the FY ending on December 31st, 2023 3- the company's financial statements for the FY ending on December 31st, 2023 were reviewed and discussed 4- Approval of appointing an auditor for the company from among the nominees based on the Audit Committee's recommendation; to examine, review, audit the financial statements for the second and third quarters, and annual statements of the FY 2024 and the first quarter of the financial year 2025, and to approve their fees 5- Approval to disbursing (3) million SAR as a remuneration to the Board of Directors for the FY ending at December 31, 2023 6- Approval to absolving the Board members from liabilities for their activities pertain to management of the Company for the FY ending on December 31st, 2023 7- Approval of authorizing the Board of Directors to disburse interim dividends on a quarterly/semiannual basis for the FY 2024 8- Approval of the Board of Directors recommendation to disburse dividends with a total amount of SAR (75) million to shareholders for the second half of 2023, in the amount of (SAR 0.75) per share, (equivalent to 7.5% of the par value) in addition to amount disbursed for the first half of the year 2023 with a value of SAR (75) million. Accordingly, the total dividends distributed and proposed to be distributed for the year ending on December 31st, 2023 shall be SAR (150) million (equivalent to 15% of the par value) in the amount of SAR (1.5) per share, “provided that the remuneration eligibility is prioritized for the actual shareholders on the day of the Assembly and who are registered in the company's shareholders register at the “Edaa” Center at the end of the second trading day following the due date Provided that the distribution of profits through Arab National Bank starts on 01-11-1445H corresponding to 09-05-2024 9- Approval of the contracts and transactions concluded between the company and the Ready-Mix Concrete and Construction Supplies Company (RMCC) in Jordan, in which two Board members, Mr. Saud Abdulaziz Abdullah Al-Suleiman (Non-Executive Director) and Eng. Mutaz Kusai Hassan Al-Azzawi (Non-Executive Director), have indirect interests therein, since they hold the post of RMCC Board members, It shall be noted that this transaction is in fact a cement procurement process conducted by RMCC through Qatrana Cement Company (i.e. subsidiary). The said transaction for the previous year 2023 was valued at SAR (62.4) million, taking into consideration that no preferential terms are applicable to this type of contracts 10- Approval to authorize the Board of Directors with the Shareholders General Assembly authority with the rights mentioned in paragraph (1) of Article 27 of the Companies Law for one year from the date of approval of the Shareholders General Assembly or until the end of the session of the authorized the Board of Directors, whichever is earlier, in accordance with the conditions mentioned in the executive regulation of the Companies Law for Listed Joint Stock Companies

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