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Saudi Airlines Catering Co. announces the results of the Ordinary General Assembly Meeting (First Meeting)

CATRION 6004 17.65% 124.00 18.60
Element List Explanation
Introduction Saudi Airlines Catering Company announces to ‎its Shareholders’ the results of it’s Ordinary General Assembly Meeting ‎‎(First meeting) held on Tuesday 28/08/1441H corresponding to 21/04/2020 at 07:00 p.m. through Tadawulaty system in accordance with CMA`s circular No. (S/5/2109/20) dated 21/07/1441H corresponding to 16/03/2020 to conduct all AGM meetings for listed companies remotely thru the new and modern technology tools and to suspend the attendance of all meetings in presence until further notice in line with the precautionary and exceptional measures to control the outbreak of Coronavirus (Covid-19) and to ensure common safety.
City and Location of the General Assembly's Meeting Thru the new and modern technology tools and Tadawulaty system
Date of the General Assembly's Meeting 2020-04-21 Corresponding to 1441-08-28
Time of the General Assembly's Meeting 19:00
Percentage of Attending Shareholders 27.31
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees Mr. Mohammed ‎Abdulaziz Al Sarhan (Chairman of the Board(

‎Mr. ‎Sami Al Hokair(Vice Chairman)

Mr. Hassan ‎ Al Jabri

Eng. Raed Al ‎Mudaiheem

Mr. ‎Yousef Al Yousefi

Mr. Fadi Majdalani

With the absence of:

Mr. Khaled Al ‎Hukail

Mr. Abdelkarim Essoulami

Mr. Jonathan Stent Torriani

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf Mr. Hassan ‎ Al Jabri (Chairman of the Audit Committee)

Mr. Mohammed ‎Abdulaziz Al Sarhan (Chairman of the Board) on behalf of the Chairman of ‎the Nomination and Remuneration Committee.

Voting Results on the Items of the General Assembly's Meeting Agenda's 1. Approval on the Board of Directors’ Annual Report for the fiscal year ending on 31st December 2019.

2. Approval on the financial statements of the Company for the year ending on 31st December 2019.

3. Approval on the external auditor report for the year ending on 31st December 2019.

4. Approval on the appointment of KPMG Al Fozan & Partners as an external auditor of the company in accordance with the recommendation of the Audit Committee for the financial audit and review 2020 second quarter, third quarter, and year end, and the first quarter of 2021.

5. Approval on the discharge of the Board of Directors from the liability for their activities for the year ended on 31/12/2019.

6. Approval on ratifying the Board of Directors’ resolutions regarding the Board of Directors recommendation on distributing dividends for the year 2019 with the total amount valued at SR 455,100,000 with SR. 5.55 per share which represents 55.5% of the share capital paid.

7. Approval on authorizing the Board of Directors’ to distribute interim dividends on a biannual or quarterly basis for the fiscal year of 2020 and to determine the eligibility and distribution dates in accordance to the Regulatory Rules and Procedures issued pursuant to the Companies.

8. Approval on remuneration of the Board of Directors’ members for the year ended on 31/12/2019 in accordance with the Board’s annual report for the year 2019.

9. Approval on the recommendation of the Board of Directors to appoint Mr. Fadi Majdalani (independent) member of the Board of Directors from the date of his appointment on 06/01/2020 to complete the current session of the Board until end of session on 25/01/2022, as a successor to the resigned board member His Excellency Mr. Fahd Bin Abdulmohsen Al-Rasheed.

10. Approval on the transactions and contracts concluded with Newrest Holding Group, within which SACC’s Board Of Directors member Mr. Jonathan Stent-Torriani holds direct interest as he is the Co-CEO of Newrest Holding Group and due to his board membership in Strategic Catering Co. one the of Company’s major shareholders, the nature of those transactions evolve around the performance of consultancy and administrative services by Newrest Holding Group, supply of manpower support services and leasing relationships for administrative offices for Strategic Catering Company, with a total amount of SR 9,821,076 for the year 2019, without any preferential conditions compared to the local market.

11. Approval on the transactions and contracts concluded with Newrest Holding Group, within which SACC’s Board Of Directors member Mr. Abdelkarim Essoulami (Board of Directors appointed for the current session, which took effect from 26/01/2019) holds direct interest due to his ownership in Newrest Holding Group, the nature of those transactions evolve around the performance of consultancy and administrative services by Newrest Holding Group, supply of manpower support services and leasing relationships for administrative offices for Strategic Catering Company, with a total amount of SR 9,821,076 for the year 2019, without any preferential conditions compared to the local market.

12. Approval on the transactions and contracts concluded with Al-Hokair Holding Group, within which SACC’s Board of Directors member Mr. Sami Al Hokair holds direct interest in, as he is holding the position of Managing Director, and Board of Directors member in Al-Hokair Holding Group, the nature of those transactions evolve around the performance of several lease agreements of retail stores, with a total amount of SR 257,775 for the year 2019, without any preferential conditions compared to the local market.

13. Approval on the transactions and contracts concluded with Gulf West Importing Co. Ltd., a company within which the Board of Directors member Eng. Abdulmohsin Al Yahya (in which his membership ended on 25/01/2019 due to end of the previous Board term), holds direct interest as he owns controlling shares and the CEO of Gulf West Importing Co. Ltd., for the nature of those transactions evolve around the performance of supplying raw materials and consumable goods to the company, with a total amount of SR 4,401,978 for the year 2019, without any preferential conditions compared to the local market.

14. Approval on the transactions and contracts concluded with Emaar The Economic City, within which SACC’s Board of Director member Mr. Fahd Al Rasheed (in which his membership ended on 06/12/2019 due to his resignation from the Board) holds indirect interest as he is a member of its Board of Directors, for the nature of those transactions evolve around the performance of lease agreements for the automatic laundry facility of the Company, and for the residential units of the Company’s employees, with a total amount of SR 2,395,009 for the year 2019, without any preferential conditions compared to the local market.

15. Approval on the transactions and contracts concluded with Emaar The Economic City, within which SACC’s Board of Directors member Eng. Abdullah Taibah (in which his membership ended on 25/01/2019 due to end of the previous Board term) holds indirect interest as he is a Board of Directors member, for the nature of those transactions evolve around the performance of lease agreements for the automatic laundry facility of the Company, and for the residential units of the Company’s employees, with a total amount of SR 2,395,009 for the year 2018, without any preferential conditions compared to the local market.

16. Approval on amending article (31) of the Company's corporate governance manual concerning the Board of Directors’ remuneration.

17. Approval on amending article (51) of the Company's corporate governance manual concerning the Audit Committee remuneration.

18. Approval on amending article (58) of the Company's corporate governance manual concerning the Nomination & Remuneration Committee remuneration.

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