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Eastern Province Cement Co. Announces the results of the 48th Ordinary General Assembly Meeting (First Meeting) which was held online by modern technology

EPCCO 3080 -3.95% 35.30 -1.45
Element List Explanation
Introduction The Board of Directors of Eastern Province Cement Co. Announces the results of the 48th Ordinary General Assembly Meeting (First Meeting) which was held online by modern technology provided using Tadawulaty system, for ensuring the safety of the Saudi Capital Market dealers within the framework of enhancing the preventive and precautionary efforts and measures issued by the competent health authorities to control the spread of Corona virus (Covid-19) and in continuation of the on-going efforts exerted by all government authorities in Saudi Arabia to control the spread of the virus.
City and Location of the General Assembly's Meeting Online by modern technology provided using Tadawulaty system
Date of the General Assembly's Meeting 2021-04-11 Corresponding to 1442-08-29
Time of the General Assembly's Meeting 19:00
Percentage of Attending Shareholders 44.83%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees The following Board members attended the meeting:

1- Mr. Mohammed Saad Al Farraj Al Subaie (Chairman (

2- Mr. Ibrahim Salem Al Rwayes (Deputy Chairman)

3- Mr. Waleed Mohammad Al Jaafari

4- Mr. Abdulaziz Abdulrahman Al Khonin

5- Eng. Mohammed Wasll Allah Al Harbi

6- Dr. Zamil Abdulrahman Al Mokrin

7- Mr. Ahmad Ibrahim Al Shethri

8- Mr. Majed Saleh Al Rajhi

9- Mrs. Shikah Abdullah Al Jubair

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf The following Committees’ Chairmen attended the meeting:

1- Mr. Ibrahim Salem Al Rwayes (Audit Committee Chairman).

2- Mr. Waleed Mohammad Al Jaafari (Remuneration and Nomination Committee Chairman).

3- Mr. Mohammed Saad Al Farraj Al Subaie (Executive Committee Chairman).

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

2- Approving the auditor's report of the company accounts for the fiscal year ended on 31/12/2020G.

3- Approving the financial statements for the fiscal year ended on 31/12/2020G.

4- Approving the Board’s recommendations to distribute dividends to the shareholders with a total amount of (SAR 215,000,000) for the fiscal year ended on 31/12/2021G the dividend per share is (SAR 2.50) representing 25% of the share Par value. Number of shares eligible for dividends is 86,000,000 shares, entitlement to dividends is for shareholders holding the shares by the end of the trading day of the assembly date, and who are registered in the company's shareholders register held with the Securities Depository Center Company (Depository Center) at the end of the second trading day following the eligibility date. The distribution of dividends begins on Wednesday 28/04/2021G.

5- Approving the discharging the members of the Board of Directors from liability for the fiscal year ended on 31/12/2020G.

6- Approving the payment of (SAR 1,800,000) as remuneration to the Board members for the fiscal year ended on 31/12/2020G.

7- Approving the appointing PKF Al Bassam & Co. as auditor for the Company from among the candidates based on the Audit Committee's recommendation. The appointed auditor shall examine, review, and audit the second, third, and annual financial statements, of the fiscal year 2021G., and the first quarter of the fiscal year 2022G., and the determination of the auditor's remuneration.

8- Approving the delegating the Board of Directors to distribute interim dividends on biannual or quarterly basis for the fiscal year 2021G.

9- Approving the transactions and contracts that will be concluded between the company and the Arab Yemen Cement Company Limited (an associate company) in which the members of the Board of Directors mentioned below have an indirect interest without any preferential terms, where the Eastern Province Cement Company is represented in the Board of Directors of the Arab Yemen Cement Company Limited by three members of its Board of Directors and they are: (1) Dr. Zamil Abdulrahman Al Mokrin (Non-Executive). (2) Mr. Ibrahim Salem Al Rwayes (Non-executive). (3) Eng. Fahd Rashed Al Otaibi (Executive). The nature of these transactions and contracts is represented in cash sums that the Eastern Province Cement Company will receive from the associate company in order to transfer them to some of the associate's suppliers, as the associate company faces some difficulties finalizing its bank transfers to and from the Republic of Yemen, noting that the balance of these transactions and contracts has reached SAR (7) million as on 31/12/2020G compared with (SAR 63 million as on 31/12/2019G). Such transactions and contracts will continue until the difficulties facing the associate are over.

10- Approving the transactions and contracts concluded between the company and Al-Dawaa Medical Services Company Ltd., where the Chairman of the Board of Directors of the Eastern Province Cement Company Mr. Mohammed Saad Al Farraj Al Subaie is the CEO of Al-Dawaa Medical Services Company Ltd., and the member of the Board of Directors of the Eastern Province Cement Company, Mr. Waleed Mohammad Al Jaafari is the Chairman of Al-Dawaa Medical Services Company Ltd., and the nature of these transactions and contracts is to rent administrative offices to Al-Dawaa Medical Services Company Ltd. in the Eastern Province Cement Company tower for a period of five Hijri years at an amount of (SAR 1,649,830) per annum, although it’s an indirect interest without any preferential terms.

11- Approving the formation of the audit committee, defining its tasks, work controls, and remuneration of committee members for the new term, starting from the date of the assembly on 11/04/2021G until the end of the board term on 28/01/2024G are: (1) Mr. Ibrahim Salem Al Rwayes (Non-Executive). (2) Mr. Waleed Mohammad Al Jaafari (Independent). (3) Mr. Abdulaziz Abdulrahman Al Khonin (Independent). (4) Mr. Majed Saleh Al Rajhi (Independent). (5) Dr. Jasem Shaheen Al Rumaihi (non-board member as an independent candidate whose is specializing in financial and accounting fields).

12- Approving the amendment of the Regulations of Nominations and Remuneration Committee.

13- Approving the amendment of the Policy of Remuneration of board of directors, board of committees and executive management.

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