Mubasher TV
Contact Us Advertising   العربية

Saudi Ceramic Co. Announces the Results of the Extra Ordinary General Assembly’s Meeting which included the approval of the increase of the Company's capital ( Second Meeting )

Default Company 2040.O 0.00% 0.00 0.00
Element List Explanation
Introduction The Board of Directors of Saudi Ceramic Company is pleased to announce the results of the extraordinary general assembly meeting (the second meeting) which was held at 08:00 p.m. on Tuesday 17/08/1442 H corresponding to 30/03/2021, be means of modern technology, after completing the qualifying quorum for the Extraordinary General Assembly meeting according to the Company's bylaw.
City and Location of the Extraordinary General Assembly's Meeting Remotely by using modern technology
Date of the Extraordinary General Assembly's Meeting 2021-03-30 Corresponding to 1442-08-17
Time of the Extraordinary General Assembly's Meeting 20:00
Percentage of Attending Shareholders 46.86%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees The extraordinary general assembly meeting was attended by all the following members of the Board of Directors:

Mr. Youssef Bin Saleh Aba Al-Khail - (Chairman)

Mr. AbdulKarim bin Ibrahim Al Nafie - (Vice Chairman)

Eng. Majid bin Abdullah Al Issa - (Board Member and CEO)

Mr. Muteb bin Mohammed Al-Shathri - (Board member)

Mr. Sami bin Ibrahim Al Issa - (Board member)

Mr. Abdullah bin Turki Al-Sudairi - (Board member)

Mr. AbdulAziz bin Abdulkarim Al-Akhereiji - (Board member)

Mr. Turki bin Saud Al-Dayel - (Board member)

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Names of Those Attending on their Behalf The extraordinary general assembly meeting was attended by the following heads of the subcommittees of the board of directors:

Mr. Youssef bin Saleh Aba Al-Khail - (Chairman of the board and Chairman of the Executive Committee)

Mr. Abdullah bin Turki Al-Sudairi - (Member of the Board of Directors and Chairman of the Nominations and Remunerations Committee)

Mr. Abdulaziz bin Abdulkarim Al-khereji - (Board member and Member of audit committee)

Voting Results on the Items of the General Assembly's Meeting Agenda's 1- Approval of the Board of Directors’ report for the fiscal year ended 31-12-2020.

2- Approval of the independent auditor’s report on the Company’s Financial Statements for the fiscal year ending on 31-12-2020.

3-Approval of the financial statements of the Company for the fiscal year ending on 31-12-2020.

4- Approval of the Board’s resolution to appoint Mr. Abdulaziz bin Abdulkarim Al Khereiji as an independent member of the Audit Committee, starting from 04/02/2021. until the end of the current committee’s term on 31/03/2022., in succession of the former committee member Mr. Sami bin Ibrahim Al Issa- a non-executive member, effective from the date of the resolution issued on 04/02/2021. This appointment is in accordance with the Corporate Governance Regulative issued by CMA.

5 - Approval of the business and contracts that have been concluded between the Company and the Natural Gas Distribution Company- an associate company, in which a member of the Board of Directors, Mr. Abdulkarim bin Ibrahim Al Nafie has an indirect interest through his representation in the Company. The main activity of the Company is the purchase of natural gas and its distribution to industrial units in Riyadh. The value of transactions during the year 2020 amounted to of SAR 42.4 million for purchase orders and SAR 793 thousand for dividends received.

6 - Approval of the business and contracts concluded between the Company and Ceramic Pipes Company- a subsidiary company involved in the manufacture of ceramic pipes, in which the member of the Board of Directors Mr. Sami bin Ibrahim Al Issa has indirect interest through his representation of the General Organization for Social Insurance (GOSI). The value of transactions during the year 2020 was SAR 25.6 million for loans and payment of liabilities and SAR 324 thousand for sale of products.

7- Approval to authorize the Board of Directors to distribute cash dividends quarterly / semi-annually for the fiscal year 2021.

8-Approval of the delegation to the Board of Directors, the authorization powers of the General Assembly stipulated in paragraph (1) of Article 71 of the Companies Law, for a period of one year starting from the date of the approval by the General Assembly or until the end of the session of the authorized Board of Directors’ term, whichever is earlier, in accordance with the conditions set forth in the Regulatory Rules and Procedures issued pursuant to the Companies Law relating to Listed Joint Stock Companies.

9- Approval of the audit committee’s recommendation for the appointment and remuneration of Ibrahim Ahmed Al Bassam and its partners, chartered accountants, as auditors for the Company. They shall examine, review, and audit the second, third quarter and the annual financial statements of the fiscal year 2021, and the first quarter of the fiscal year 2022.

10- Approval of the Board of directors’ recommendation to increase the Company’s capital by granting bonus shares to its shareholders according to the following:. The increase will be made by capitalizing an amount of 200 million riyals from the retained earnings. The shareholders will be given one share for every three shares held. The share capital of the company before the increase is 600 million riyals, represented by 60 million shares, and after the increase share capital will be 800 million riyals represented by 80 million shares. The percentage of increase is 33.3%. The eligible shareholders for bonus shares shall be those holding shares on the day of the extraordinary General Assembly and who are registered in the shareholders register with the Securities Depository Center Company (“Edaa”) at the end of the second trading day following the maturity date. In case of shares fractions, they shall be consolidated in one portfolio for all shareholders, then sold at market price, and their value shall be distributed to eligible shareholders as per their shares, within a period not exceeding (30) days from the date of determining the outstanding shares for each shareholder.

11. Approval to amend article (7) of the Company's Articles of Association relating to capital.

12- Approval to amend article (8) of the Company's Articles of Association relating to subscription in shares.

Comments