Bawan GA approves authorizing BOD to distribute 2022 interim profits

Bawan Company is pleased to announce the results of the Ordinary General Assembly (AGM) – First meeting, which was held on Tuesday 10th of May 2022 (9th of Shawwal 1442H) at 7:30 PM after reaching the quorum of 54.26%.

Voting Results on the Agenda Items of the Ordinary General Assembly Meeting included:

1- Approval of the Board of Directors’ report for the fiscal year ending on 31/12/2021.

2- Approval of the auditor’s report on the Company’s accounts for the fiscal year ending on 31/12/2021.

3- Approval of the financial statements for the fiscal year ending on 31/12/2021.

4- Approval of release the Board of Directors’ members from liability for the fiscal year ending on 31/12/2021.

5- Approval of the Board of Directors’ decision to appoint (Dr. Abdullah bin Saghir Al-Husseini – independent from outside the Board) as a member of the Audit Committee, starting from 03/30/2022 until the end of the current working cycle of the committee on 09/25/2022, as a replacement of the committee member (Mr. Abdul-Muti Wasfi Abdul-Hadi – Independent from outside the Board) provided that the appointment takes effect from the date of the decision issued on 03/30/2022. This appointment comes in accordance with the Audit Committee Charter.

6- Approval of appointing Ibrahim Ahmed Al-Bassam & Co (PKF) as the External Auditors 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 quarter and annual financial statements of the fiscal year 2022, and the first, second, third quarter and annual financial statements of the fiscal year 2023, and the first quarter of the fiscal year 2024, and the determination of the auditor’s remuneration.

7- Approval of the Board of Directors resolution regarding the distribution profits of the company for the first and second half of 2021, One and Half Saudi riyals per share, 15% of the company’s capital, with a total of amount of (90.000.000) ninety million Saudi riyals.

8- Approval of delegating the Board of Directors to distribute interim dividends on a semi-annual or quarterly basis to the shareholders for the fiscal year 2022 and to determine the due date and payment date in accordance with the Regulatory Rules and Procedures issued pursuant to Companies Law, in line with the company’s financial position, cash flow, expansion and investment plans.

9- Approval of delegating 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 delegated 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.

10- Approval of the business and contracts that will be concluded between the company and Madar Building Materials Company (Purchaser). In which Mr. Abdullah Al Fozan and Mr. Fozan Al Fozan has an indirect interest in it, which is selling and providing commercial services, the total purchase value during 2021 was SR 66528 thousand. These transactions are based on commercial bases, and there are no special conditions associated with them.

11- Approval of the business and contracts that will be concluded between the company and Masdar Building Materials Company (Purchaser). In which Mr. Essam Al Muhaidib and Mr. Raed Al Mudaiheem has an indirect interest in it, which is selling and providing commercial services, the total purchase value during 2021 was SR 152951.9 thousand. These transactions are based on commercial bases, and there are no special conditions associated with them.

12- Approval of the business and contracts that will be concluded between the company and Almarai Company (Purchaser). In which Mr. Essam Al Muhaidib has an indirect interest in it, which is selling products, the total purchase value during 2021 was SR 18695.1 thousand. These transactions are based on commercial bases, and there are no special conditions associated with them.

13- Approval of the business and contracts that will be concluded between the company and Building Construction Company (Purchaser). In which Mr. Abdullah Al Fozan and Mr. Fozan Al Fozan has an indirect interest in it, which is selling and providing commercial services, the total purchase value during 2021 was SR 8549.3 thousand. These transactions are based on commercial bases, and there are no special conditions associated with them.

14- Approval of the business and contracts that will be concluded between the company and Madar Building Materials Company (Purchaser). In which Mr. Abdullah Al Fozan and Mr. Fozan Al Fozan has an indirect interest in it, which is selling products, the total purchase value during 2021 was SR 936.1 thousand. These transactions are based on commercial bases, and there are no special conditions associated with them.

15- Approval of the business and contracts that will be concluded between the company and Al Latifiya Trading and Contracting Company (Purchaser). In which Mr. Essam Al Muhaidib has an indirect interest in it, which is selling and providing commercial services, the total purchase value during 2021 was SR 7.9 thousand. These transactions are based on commercial bases, and there are no special conditions associated with them.