May 21 .. “Zahrat Al-Waha” to discuss BOD recommendation to ‎distribute SR13.5 mln cash dividends for 2022‎

The Board of Directors of Zahrat Al-Waha Trading Company called on shareholders to participate and vote in the Extraordinary General Assembly meeting (the first meeting), which is scheduled to be held through modern technology at 18:30 on Sunday 05/21/2023 AD corresponding to 11/01/1444 AH.

Assembly agenda:

1- Review and discuss the report of the Board of Directors for the fiscal year ending on 12-31-2022.

2- Voting on the company’s auditor’s report for the fiscal year ending on 12-31-2022 AD.

3- Reviewing and discussing the financial statements for the fiscal year ending on 12-31-2022.

4- To vote on appointing the company’s auditor from among the candidates based on the recommendation of the Audit Committee, in order to examine, review and audit the financial statements for the second, third and annual quarters of the fiscal year 2023 AD and the first quarter of the fiscal year 2024 AD and determine his fees.

5- Voting on the company’s board of directors’ recommendation to distribute cash dividends for the year 2022, at the rate of sixty halalas (60) halalas for each share, representing 6% of the nominal value of the share, with a total amount of 13,500,000 riyals, representing 6% of the capital. Money, and that is for the company’s shareholders, provided that the eligibility is for the shareholders who own shares at the end of trading on the day of the assembly and who are registered in the company’s shareholder register with the Depository Center Company at the end of the second trading day following the maturity date. The date of dividend distribution will be announced later.

6- To vote on the business and contracts concluded between the company and Hana Food Industries Company, in which a member of the Board of Directors, Ahmed Hammoud Ibrahim Al-Thiab, has an indirect interest. And plastic covers for bottles of different sizes and weights, buying and selling raw materials, packaging and packaging for a year without discrimination or preferential conditions, and the value of dealings during the year 2022 AD amounted to 61,347,722 riyals of sales and 74,721 riyals of purchases (attached).

7- Voting on the business and contracts that will take place during the year 2023 between the company and the Hana Food Industries Company, in which a member of the Board of Directors, Ahmed Hammoud Ibrahim Al-Thiab, has an indirect interest, noting that the nature of the transaction will be a contract for the sale of finished goods and products. It is represented in miniature plastic bottles (preforms), plastic covers for bottles of different sizes and weights, bottle prints (labels), shrink and stretch film, buying and selling raw materials, packaging and packaging for a period of one year, without discrimination or preferential conditions, for an amount of 88,000,000 riyals (attached).

8- Voting to absolve the members of the Board of Directors from liability for the fiscal year ending on 12-31-2022 AD.

9- To vote on disbursing an amount of 400,000 riyals as a reward for the non-executive members of the Board of Directors for the fiscal year ending on 12-31-2022.

10- To vote on amending the company’s bylaws in line with the new companies’ bylaws (attached).

11- To vote on amending the company’s governance regulations (attached).

12- To vote on amending the policies and standards of board membership procedures (attached).

13- To vote on amending the audit committee work regulations (attached).

14- To vote on amending the work regulations of the Remuneration and Nomination Committee (attached).

15- To vote on the remuneration policy for members of the Board of Directors, its committees, and the executive management (attached).

16- To vote on authorizing the Board of Directors to distribute interim profits on a semi-annual or quarterly basis for the fiscal year 2023 AD.

17- To vote on delegating the Board of Directors with the powers of the Ordinary General Assembly, with the authorization contained in Paragraph (1) of Article 27 of the Companies Law, for a period of one year from the date of approval by the General Assembly or until the end of the session of the delegated Board of Directors, whichever is earlier, according to For the conditions stipulated in the executive regulations of the Companies Law for listed joint stock companies.

Shareholders registered in the issuer’s shareholder register at the Depository Center are entitled to attend at the end of the trading session that precedes the meeting of the General Assembly, according to the rules and regulations.

Note that for the validity of this General Assembly meeting, it is required that a number of shareholders representing at least (50%) of the capital be present. The second meeting is valid if attended by a number of shareholders representing at least (25%) of the capital.