10 Apr Zahrat Al Waha Trading Company announces the invitation of its shareholders to attend the Extraordinary General Assembly meeting (the first meeting) remotely Through Contemporary Technology.
The Board of Directors of Zahrat Al-Waha Trading Company is pleased to invite the shareholders to participate and vote in the extraordinary general assembly meeting (the first meeting), which is scheduled to be held via modern technology means at 18:30 on Sunday 21/05/2023 corresponding to 01/11/1444 AH.
Attendance Eligibility to Shareholders Registered in the Issuer’s Shareholders Registry in the Depository Centre at the end of the Trading Session Preceding the General Assembly’s Meeting as per Laws and Regulations.
The Ordinary General Meeting will be Quorum by the attendance of at least 50% of the company shares, if Quorum not completed in the first meeting, the second meeting will be held one hour after the specified time of the first meeting, and the second meeting will be considered valid if attended by shareholders who represent at least 25% of the capital.
General Assembly Meeting Agenda
- Reviewing and discussing the report of the Board of Directors for the fiscal year ended 31-12-2022.
- Voting on the external auditor report for the fiscal year ended 31-12-2022.
- Reviewing and discussing the Financial Statement of the fiscal year ended 31-12-2022.
- Voting on appointing the company’s auditor from the candidates based on the recommendation of the Audit Committee; This is to examine, review and audit the financial statements for the second, third quarters of 2023 and annual for the fiscal year 2023, and the first quarter of the fiscal year 2024, and determine the fees.
- Voting on the Board of Directors recommendation to distribute cash dividends to shareholders for the fiscal year ended 31 December 2022 at a rate of sixty halalas (60) halalas per share this represents 6% of the share par value, with a total amount of 13,500,000 SR which represents 6% of the capital, provided that the eligibility of shareholders who own shares at the end of the trading day of the General Assembly meeting and who are registered in the company’s shareholders’ register with the Securities Depository Center Company (Edaa) at the end of the second trading day following the Eligibility Date, provided that dividend distribution date will be announced later.
- Voting on the business and contracts that have been concluded between the company and the Hana Company for Food Industries, in which a member of the Board of Directors Mr. Ahmed Hammoud Ibrahim Altheyab has an indirect treatment in it, and it is a contract for the sale of finished goods represented in PET Preform and HDPE Closure of different sizes and weights, selling and buying raw materials and packaging for a year without discrimination or preferential conditions, and the value of the deal during the year 2022 amounted to 61,347,722 SR sales and the amount of 74,721 SR purchases (attached).
- Voting on the business and contracts that will be concluded during the year 2023 between the company and Hana Food Industries Company, in which a member of the Board of Directors Mr. Ahmed Hammoud Ibrahim Altheyab has an indirect treatment in it, noting these the transaction will be a contract for the sale of finished goods represented in PET Preform, HDPE Closure of different sizes and weights and bottle prints (labels), Shrink, and Stretch film the sale and purchase of raw materials and packaging, for a period of one year, without discrimination or preferential conditions, at an amount of 88,000,000 SR (attached).
- Voting on the discharge of the Board of Directors members for the fiscal year ended 31-12-2022.
- Voting on disbursing an amount of 400,000 SR as a reward for the non-executive members of the Board of Directors for the fiscal year ended 31-12-2022.
- Voting on amending the company’s articles of association in consistent with and conforming to the new companies’ Law (attached).
- Voting on amending the Company Governance Regulation (attached).
- Voting on amending the policies and criteria of board membership procedures (attached).
- Voting on amending the Audit Committee regulation (attached).
- Voting on amending the Remuneration and Nomination Committee regulation (attached).
- Voting on amending the Rewards policy for members of the Board of Directors, committees of the Board and the Executive Management (attached).
- Voting on authorize the Board of Directors to distribute interim dividends to shareholders on Quarterly or midterm basis for the fiscal year 2023.
- Voting on delegation of powers to the Board of Directors as stipulated in Paragraph No. (1) of Article Twenty-seventh (27) of the Companies Law, for a period of one year from the date of approval of the General Assembly or until the end of the session of the delegated Board of Directors, whichever is earlier, in accordance with the conditions stipulated in the executive regulations. The corporate system for listed joint stock companies.
E-Vote
The shareholders who are registered on Tadawulaty electronic services can remotely vote on the items of the meeting. The remote voting will start at 1 am on Wednesday 17/05/2023 corresponding to 27/10/1444H and shall continue until the end of General Assembly meeting. Please note that registration in Tadawulaty service and voting is provided free of charge for all shareholders through the following link:
Eligibility for Attendance Registration and Voting
The right to attend the meeting ends upon the start time of the meeting, and the right to vote ends once the counting committee concludes counting the votes.
Method of Communication
For any inquiries, please contact the Investor Relations Official through:
Phone: 920021203 – Ext. 304
Fax: 0112111703
Email: abd.almohsen@zaoasis.com
Postal address: Postal code 12814 – Additional number 2980 Riyadh
Attachments
Related Party Transactions Letter