Petro Rabigh GA to discuss capital increase to SR16.7 bln

The Board of Directors of Rabigh Refining and Petrochemical Co. (Petro Rabigh) is pleased to invite its shareholders to participate and vote in the Extraordinary General Assembly Meeting which includes the increase of the Company’s capital (First Meeting) remotely through modern technology features using Tadawulaty, at 18:30 on Wednesday June 8, 2022 Corresponding to 9 Dhu-al-Qadah 1443 H.

Meeting Agenda:

1. Voting on the Board of Directors’ report for the fiscal year ending on December 31, 2021.
2. Voting on the financial statements for the fiscal year ending on December 31, 2021.
3. Voting on the auditor’s report on the Company’s accounts for the fiscal year ending on December 31, 2021.
4. Voting on releasing members of the Board of Directors of their liabilities for the financial year ending December 31, 2021.
5. Voting on 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.
6. Voting on the business and contracts concluded between the Company and Saudi Aramco Company, in which the Board member Eng. Ibrahim Qassim Al-Buainain, Eng. Othman Ali Al-Ghamdi, Eng. Suleman Amer Al-Bargan, have indirect interest. These businesses and contracts are Purchase of goods including LPG shortfall, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (35,482,296) the amount in thousands of Saudi Riyals. (Attached)
7. Voting on the business and contracts concluded between the Company and Sumitomo Chemical Company, in which the Board member Mr. Noriaki Takeshita, Mr. Takashi Shigemori and Eng. Seiji Takeuchi, have indirect interest. These businesses and contracts are Purchase of goods, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (182,893) the amount in thousands of Saudi Riyals. (Attached)
8. Voting on the business and contracts concluded between the Company and Saudi Aramco Company, in which the Board member Eng. Ibrahim Qassim Al-Buainain, Eng. Othman Ali Al-Ghamdi, Eng. Suleman Amer Al-Bargan, have indirect interest. These businesses and contracts are sale of refined and petrochemical products, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (35,718,493) the amount in thousands of Saudi Riyals. (Attached)
9. Voting on the business and contracts concluded between the Company and Sumitomo Chemical Company, in which the Board member Mr. Noriaki Takeshita, Mr. Takashi Shigemori and Eng. Seiji Takeuchi, have indirect interest. These businesses and contracts are sale of petrochemical products, during 2021, the Businesses and Sensitivity: This content has been classified as Petro Rabigh: General Use Contract do not include preferential conditions and are in the amount of (8,218,070) the amount in thousands of Saudi Riyals. (Attached)
10. Voting on the business and contracts concluded between the Company and Saudi Aramco Company, in which the Board member Eng. Ibrahim Qassim Al-Buainain, Eng. Othman Ali Al-Ghamdi, Eng. Suleman Amer Al-Bargan, have indirect interest. These businesses and contracts are financing charges, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (175,222) the amount in thousands of Saudi Riyals. (Attached)
11. Voting on the business and contracts concluded between the Company and Sumitomo Chemical Company, in which the Board member Mr. Noriaki Takeshita, Mr. Takashi Shigemori and Eng. Seiji Takeuchi, have indirect interest. These businesses and contracts are financing charges, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (99,624) the amount in thousands of Saudi Riyals. (Attached)
12. Voting on the business and contracts concluded between the Company and Saudi Aramco Company, in which the Board member Eng. Ibrahim Qassim Al-Buainain, Eng. Othman Ali Al-Ghamdi, Eng. Suleman Amer Al-Bargan, have indirect interest. These businesses and contracts are Rentals, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (21,943) the amount in thousands of Saudi Riyals. (Attached)
13. Voting on the business and contracts concluded between the Company and Sumitomo Chemical Company, in which the Board member Mr. Noriaki Takeshita, Mr. Takashi Shigemori and Eng. Seiji Takeuchi, have indirect interest. These businesses and contracts are Rentals, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (265) the amount in thousands of Saudi Riyals. (Attached)
14. Voting on the business and contracts concluded between the Company and Saudi Aramco Company, in which the Board member Eng. Ibrahim Qassim Al-Buainain, Eng. Othman Ali Al-Ghamdi, Eng. Suleman Amer Al-Bargan, have indirect interest. These businesses and contracts are Secondees’ costs, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (21,499) the amount in thousands of Saudi Riyals. (Attached)
15. Voting on the business and contracts concluded between the Company and Sumitomo Chemical Company, in which the Board member Mr. Noriaki Takeshita, Mr. Takashi Shigemori and Eng. Seiji Takeuchi, have indirect interest. These businesses and contracts are Secondees’ costs, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (18,733) the amount in thousands of Saudi Riyals. (Attached)
16. Voting on the business and contracts concluded between the Company and Saudi Aramco Company, in which the Board member Eng. Ibrahim Qassim Al-Buainain, Eng. Othman Ali Al-Ghamdi, Eng. Suleman Amer Al-Bargan, have indirect interest. These businesses and contracts are Services and other cost charges, net, during 2021, the Sensitivity: This content has been classified as Petro Rabigh: General Use Businesses and Contract do not include preferential conditions and are in the amount of (493) the amount in thousands of Saudi Riyals. (Attached)
17. Voting on the business and contracts concluded between the Company and Sumitomo Chemical Company, in which the Board member Mr. Noriaki Takeshita, Mr. Takashi Shigemori and Eng. Seiji Takeuchi, have indirect interest. These businesses and contracts are Services and other cost charges, net, during 2021, the Businesses and Contract do not include preferential conditions and are in the amount of (4,356) the amount in thousands of Saudi Riyals. (Attached)
18. Voting on the remuneration of independent members of the Board of Directors to the value of (SR 350,000) Saudi Riyals per each of the three members, a total of (1,050,000) Saudi Riyals, for the financial year ending December 31, 2021.
19. Voting Board’s recommendation to increase the company’s capital by offering right issue shares as follows:

– Company’s capital before the increase: 8,760,000,000 Saudi Riyal.

– Increase of the Company’s Capital through offering of rights issue, an amount of 7,950,000,000 Saudi Riyal.

– Company’s capital after the increase: 16,710,000,000 Saudi Riyal.

– Number of Shares before the increase: 876,000,000 shares.

– Number of Shares after the increase: 1,671,000,000 shares.

– Reasons for capital increase: Restructuring of the Company’s capital in order to inject new capital to secure working capital to enable the Company to increase operational capacity and support its future activities.

– Method of capital increase: Offering and listing of rights issue 795,000,000 Shares.

– Eligibility’s date: Upon approval of this item, eligibility shall be for the Shareholders on the day of the Extraordinary General Assembly convention, who are registered in the Shareholders’ register at the Securities Depository Center (Edaa) in the end of the second trading day following the date of the Extraordinary General Assembly convention.

– To amend Article No. (7) of the Company’s Bylaw on Company’s capital (Attached).