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Dallah Healthcare Co. Announces the Results of the Ordinary General Assembly Meeting, ( First Meeting )

DALLAH HEALTH 4004 -0.90% 155.00 -1.40
Element List Explanation
Introduction Dallah Healthcare company announces the results of the Ordinary General Assembly Meeting (First meeting), held through modern technology, on Thursday 07/12/1445H Corresponding to 13/06/2024 at 19:15.
City and Location of the General Assembly's Meeting Riyadh - Head Office - By Means of Modern Technology
Date of the General Assembly's Meeting 2024-06-13 Corresponding to 1445-12-07
Time of the General Assembly’s Meeting 19:15
Percentage of Attending Shareholders 79.19%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees The following Dallah healthcare Board members attended the meeting:

1. Eng. Tarek Othman Alkasabi (Chairman)

2. Dr. Mohammed bin Rashid Al Faqih

3. Mr. Fahad bin Abdullah Al-Kassim

4. Eng. Mohamed Nabil Hefni

5. Mr. Omar bin Mohammed Kamel

6. Mr. Abdullah bin Turki Al-Sudairi

7. Mr. Mohammed bin Hamad Al-Solai

The following Dallah Healthcare Board member apologized for not being able to attend the meeting:

1- Mr. Muhei Addein Saleh Kamel (Deputy Chairman)

2- Eng. Talal Ibrahim Al-Maiman

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf 1- Eng. Tarek Othman Alkasabi (Chairman of Investment and Financing Committee)

2- Mr. Fahad Abdullah Alkassim (Chairman of the Audit Committee)

3- Eng. Tarek Othman Alkasabi (representative of the Nomination and Remuneration Committee)

Voting Results on the Items of the General Assembly's Meeting Agenda's 1- The Board of Directors report for the fiscal year ended 31 December 2023 was viewed and discussed.

2- The financial statements for the fiscal year ended on December 31, 2023 was viewed and discussed.

3- Approval of the company’s auditor’s report for the fiscal year ended on December 31, 2023, after discussing it.

4- Approval of releasing the Board of Directors members from liability for the fiscal year ending on 31st December 2023.

5- Approval of the appointment of KPMG as the external auditor for the Company from among the candidates based on the Audit Committee’s recommendation, to audit the quarterly (Q2 and Q3) and annual financial statements for 2024, in addition to the Q1 2025 financial statements, as well as determining their fees in the amount of SAR 1,540,000, excluding Value Added Tax.

6- Approval of the transactions and contracts made between the company and Eng. Tarek Bin Othman Alkasabi as he has direct interest presented in contract of administrative consultations. Transactions of 2023 was 1,319,736 riyals without preferential conditions.

7- Approval of the transactions and contracts made between the company and ATS, in which the chairman of the board of directors, Eng. Tarek Othman Alkasabi, has an indirect interest through his ownership and his son Abdullah bin Tariq Alkasabi is the Chairman of the Board. The value of transactions during the year 2023 amounted to 7,441,322 riyals which is about providing Technical Support. These transactions are on prevailing commercial terms without any preferential dealings.

8- Approval of the transactions and contracts made between the company and Aljazeera Capital, in which the Chairman of the Board of Directors, Eng. Tarek Othman Alkasabi, has an indirect interest due to being assigned as Chairman of the Board of Directors of Aljazeera Capital. The value of transactions during the year 2023 amounted to 11,683,720 riyals which is about providing financial advisory. These transactions are on prevailing commercial terms without any preferential dealings.

9- Approval of the transactions and contracts made between the company and Jude Al-hala, in which the Deputy Chairman of the Board of Directors, Mr. Muhei Addein Saleh Kamel, has an indirect interest due to his ownership and membership in the board of directors of Jude Al-hala. The value of transactions during the year 2023 amounted to 440,680 riyals which is about a site rental. This transaction is on prevailing commercial terms without any preferential dealings.

10- Approval of the transactions and contracts made between the company and Iqra Media Company, in which the Deputy Chairman of the Board of Directors, Mr. Muhei Addein Saleh Kamel, has an indirect interest due to his membership in the board of directors of Iqra Media Company. The value of transactions during the year 2023 amounted to 652,266 riyals which is about advertising services. This transactions is on prevailing commercial terms without any preferential dealings.

11- Approval of the transactions and contracts made between the company and Dareen Agency for Travel and Tourism, in which board members Mr. Muhei Addein Saleh Kamel and Mr. Amr Mohammed Kamel have an indirect interest due to being senior executives in Dallah Al-Baraka Company (a major shareholder in Dallah Healthcare Company) and the owner of the Dareen Agency for Travel and Tourism. The value of transactions during the year 2023 amounted to 7,268,995 riyals which is about travel tickets for employees. This transaction is on prevailing commercial terms without any preferential dealings.

12- Approval of the transactions and contracts made between the company and Dallah Albaraka Group, in which board members Mr. Muhei Addein Saleh Kamel and Mr. Amr Mohammed Kamel have an indirect interest due to being senior executives in it. The value of transactions during the year 2023 amounted to 12,145 riyals which is about medical services. This transaction is on prevailing commercial terms without any preferential dealings.

13- Approval of the transactions and contracts made between the company and International Medical Center Company, which are for the Vice Chairman of the Board of Directors, Mr. Mohieddin Saleh Kamel has an indirect interest as he is a member of the Board of Directors. The value of transactions during the year 2023 amounted to3,185,272 riyals which is about technical support and drug sale. This transaction is on prevailing commercial terms without any preferential dealings.

14- Approval of the transactions and contracts made between the company and Dr. Mohammed bin Rashid Al-Faqih and his partners, in which board members Dr. Mohammed bin Rashid Al-Faqih and Mr. Fahad Abdullah Alkassim have an indirect interest as they are members of the Board of Directors. The value of transactions during the year 2023 amounted to 3,873,301 riyals which is about technical support and drug sales. This transaction is on prevailing commercial terms without any preferential dealings.

15- Approval of the transactions and contracts made between the company and Eng. Khaled Al-Faqih Engineering Consulting Office, in which the board member Dr. Mohammed Rashid Al-Fagih, has an indirect interest as he is the brother of Eng Khaled Al-Faqih. The value of transactions during the year 2023 amounted to 2,681,781 riyals which is about an engineering consultancy. This transaction is on prevailing commercial terms without any preferential dealings.

16- Approval of the transactions and contracts made between the company and Jarir Marketing Company, in which the board member Mr. Fahad Abdullah Alkassim, has an indirect interest due to his membership in the board of directors of Jarir Marketing Company. The value of transactions during the year 2023 amounted to 636,324 riyals which is about office supplies and stationery. This transaction is on prevailing commercial terms without any preferential dealings.

17- Approval of the joining of Mr. Mohieddin Saleh Kamel participation in a competing activity due to being assigned as member of Board of directors of the International Medical Center Company (close joint stock company) that provides medical care and treatment.

18- Approval of the joining of Mr. Fahad Abdullah Alkassim participation in a competing activity due to being assigned as member of Board of directors of Mohammed Rashed Alfaqih’s company and his partners (close joint stock company) that provides medical care and treatment.

19- Approval of Dr. Mohammed Rashed Alfaqih's participation in a competing activity due to his direct ownership 18.20% in Dr. Mohammad Rashed Alfaqih's company and his partners (close joint stock company) that provides medical care and treatment.

20- Approval of Dr. Mohammed Rashed Alfaqih's participation in a competing activity due to being assigned as Chairman of the Board of directors of Mohammed Rashed Alfaqih’s company and his partners (close joint stock company) that provides medical care and treatment.

21-Approval of authorizing the Board of Directors to distribute interim dividends on a semi-annual or quarterly basis for the fiscal year 2024.

22-Approval of the delegating the authority of the General Assembly to the Board of Directors with the license contained in Paragraph (1) of Article Twenty-Seven of the Companies Law, for a period of one year from the date of the General Assembly’s approval or until the end of the delegated Board of Directors’ session, whichever comes first, in accordance with the conditions contained in the executive regulations of the Law Private companies of listed joint stock companies.

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