June 14 .. “Banan Real Estate” GA to discuss splitting the ‎nominal value of the share from 10 riyals to one riyal

The Board of Directors of Banan Real Estate Company called on the shareholders to participate and vote in the Extraordinary General Assembly meeting (the first meeting), which is scheduled to be held through modern technology at 7:00 pm, on Wednesday, June 14, 2023 AD.

Agenda:

– Reviewing and discussing the report of the Board of Directors for the fiscal year ending on 12/31/2022 AD.

– Voting on the auditor’s report for the year ending on December 31, 2022.

– View and discuss the financial statements for the fiscal year ending on 12/31/2022 AD.

– To vote on the appointment of the auditor of the company from among the candidates based on the recommendation of the Audit Committee; This is to examine, review and audit the financial statements for the (second, third and fourth) and annual quarters of the fiscal year 2023 AD, and the first quarter of the fiscal year 2024 AD, and determine his fees.

– Voting to absolve the members of the Board of Directors from liability for the year ending on December 31, 2022.

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

– 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, in accordance with the conditions contained in the executive regulations of the Companies Law for listed joint-stock companies

– Voting on the list of the nominations and rewards committee

To vote on the division of the company’s shares according to the following:

The nominal value of the share before the amendment is (10) riyals

The nominal value of the share after the amendment is (1) riyals

The number of shares before the amendment is 20 million shares

The number of shares after the amendment is 200 million shares

• There is no change in the company’s capital before and after the stock split process

In the event that the item is approved, the division decision will be effective for all the company’s shareholders who own shares on the day of the extraordinary general assembly and are registered in the company’s shareholder register with the Securities Depository Center Company (Depository Center) at the end of the second trading day following the date of The convening of the Extraordinary General Assembly in which it was decided to divide the shares. The effect of the decision will be applied to the share price starting from the working day following the meeting, provided that the number of shares in shareholders’ portfolios will be applied at the end of the second trading day following the date of the Extraordinary General Assembly in which it was decided to divide the shares.

Amending Article No. (7) of the company’s bylaws, which is related to the company’s capital

Amendment of Article No. (8) of the company’s bylaws related to subscription to shares

– Voting on the amendment of Article No. (3) of the company’s bylaws, which is related to the company’s objectives.

– Voting on the amendment of Article No. (4) of the company’s bylaws, related to participation and ownership in companies.

– To vote on the addition of Article No. (9) of the company’s bylaws, which is related to the company’s purchase and mortgage of their shares.

– Voting on adding Article No. (12) of the company’s bylaws related to the issuance of sukuk and bonds.

To vote on amending the articles of association in line with the new corporate law

Vote on rearranging the articles of the company’s bylaws and numbering them to comply with the proposed amendments.

– Voting on the policy of remuneration of the Board of Directors and the remuneration of its committees and the executive management.