Kingdom Holding Co. Board invites its shareholders to attend the Ordinary General Assembly Meeting the ( First Meeting )
| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Kingdom Holding Company is pleased to invite the shareholders to participate and vote in the Ordinary General Assembly meeting (the first meeting) through modern technology using Tadawulaty, which is scheduled to be held, on Monday evening at eight thirty (20:30) on 26/11/1445 AH corresponding to 03/06/2024 AD. |
| City and Location of the General Assembly's Meeting | Remotely, via modern technology. |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 2024-06-03 Corresponding to 1445-11-26 |
| Time of the General Assembly’s Meeting | 20:30 |
| Methodology of Convening the General Assembly’s Meeting | Via modern technology means |
| Attendance Eligibility, Registration Eligibility, and Voting End | 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 |
| Quorum for Convening the General Assembly's Meeting | The meeting of the ordinary General Assembly is valid if attended by shareholders representing at least 25% of the capital, and if the necessary quorum is not available in the first meeting, the second meeting will be held an hour after the end of the period specified for holding the first meeting, and the second meeting will be valid regardless of the number of shares represented in it. |
| General Assembly Meeting Agenda | 1- Review and discuss the Board of Directors Report for the fiscal year ending on 31/12/2023.
2- Review and discuss the Company’s financial statements for the fiscal year ending on 31/12/2023.
3- Voting on the Company’s external auditor report for the fiscal year ending on 31/12/2023, after discussion.
4- Voting to absolve the members of the Board of Directors from liability for the past year 2023.
5- Vote on the transaction of purchase of Citi Group shares between Kingdom Holding Company and the company’s chairman, HRH Prince Alwaleed bin Talal bin Abdulaziz al Saud, at the value of SAR 1,685,868,750 (USD 449,565,000) without preferential terms. (Attached)
6- Voting on the election of the Board of Directors members among the candidates for the next session which begins on 05/06/2024 G and its duration is three years ending on 04/06/2027 G, (their CVs are attached).
7- Voting to appoint the Company auditor from among the candidates based on the recommendation of the Audit Committee, to examine, review and audit the financial statements for the second, third quarters and the annual financial statements for the fiscal year of 2024 and the first quarter of the fiscal year 2025 and to determine the fees to be paid to the auditor.
8- Voting on the disbursement of an amount of six hundred thousand Saudi Riyal (SAR 600,000) being the remuneration of the Independent Board of Directors with an amount of two hundred thousand Saudi Riyal (SAR200,000) for each member. for the fiscal year ending on December 31, 2023 AD.
9- Voting on the Board of Directors’ recommendation dated on 16/09/1445 A.H corresponding to 26/03/2024 to distribute cash dividends from the retained earning amounting to (1,037.6) million riyals to shareholders during the year of 2024, amounting to SAR 0.28 per issued share for the whole year, representing 2.8% of the nominal value of the share, and the distribution will be made on a quarterly basis at the rate of 0.7% of the nominal value of the share, at the rate of 7 halalas per quarter for each issued share, for a total of SAR259.4 million per quarter. Eligibility and payments dates are as follows:
First payment: eligibility will be based on the records of registered shareholders according to company records at the end of trading on the day of 04/12/1445 A.H corresponding to 10/06/2024 and will be paid ten working days after the second trading day following the eligibility date.
Second payment: eligibility will be based on the records of registered shareholders according to company records at the end of trading on the day of 25/01/1446 A.H corresponding to 31/07/2024 and will be paid ten working days after the second trading day following the eligibility date.
Third Payment: eligibility will be based on the records of registered shareholders according to company records at the end of trading on the day of 28/03/1446 A.H corresponding to 01/10/2024 and will be paid ten working days after the second trading day following the eligibility date.
Fourth Payment: eligibility will be based on the records of registered shareholders according to company records at the end of trading on the day of 30/06/1446 A.H corresponding to 31/12/2024 and will be paid ten working days after the second trading day following the eligibility date.
10- Vote to authorize the Board of Directors to distribute interim cash dividends on a semi-annual or quarterly basis for the fiscal year 2024. |
| Proxy Form |  |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | The right to register a name to attend the general assembly ends upon convening the general assembly meeting. Attendees’ eligibility to vote on the items of the general assembly’s agenda expires once votes’ screening is concluded by the Counting Committee.
The shareholder has the right to discuss the topics on the assembly’s agenda and ask questions. |
| Details of the electronic voting on the Assembly’s agenda | Shareholders registered in the Tadawulaty services can vote electronically on the items of the assembly, starting on Thursday Morning at one o’clock (01:00) on 22-11-1445 A.H corresponding to 30-05-2024 AD until the end of the time of the assembly, and registration and voting in the trading services will be available and free for all shareholders using the following link: https://login.tadawulaty.com.sa/ir/user/login.xhtml |
| Method of Communication in Case of Any Enquiries | Shareholders Affairs Department
Phone: (011) 2111111
Fax: (011) 2111112
Email: [email protected]
P.O Box 1. Riyadh 11321 |
| Attached Documents |
Comments