ASLAK GA discusses BOD recommendation of Capital decrease to SAR 280.8 million on August 2nd

The Board of Directors of the Union Wire Factories Company invited its shareholders to participate and vote in the extraordinary general assembly meeting that includes reducing the company’s capital (the first meeting), which is scheduled to be held on Aug. 2nd, 2023.

General Assembly Meeting Agenda

1- To vote on the recommendation of the Board of Directors on Rabi` Al Thani 8,1444 AH corresponding to November 2, 2022 AD to reduce the company’s capital according to the following :

A- The capital before reduction is SAR 351 million, and after reduction will be SAR 280 million

B- Reduction Percentage: 20% of the Company’s capital.

C- The number of shares before reduction is 35.1 milloin shares, and after reduction will be 28 million shares.

D- Reduction Ratio: One (1) share for every five (5) shares.

E- Reasons for Capital Reduction: The capital exceeds the Company’s need.

F- Method of Capital Reduction: Writing off 7,020,000 shares and compensating the eligible shareholders with the nominal value of (10) SAR for each canceled share.

G- Impact of the Capital Reduction on the Company’s Obligations: There is no material impact of the capital reduction on the Company’s financial or operating obligations, operations, or performance. The management expects the reduction to positively impact the ratios of the Company’s performance and profitability indicators.

H- Funding Reduction Process: The Company will finance the capital reduction process from its own resources.

I- Reduction Date: In case the Company’s shareholders, in the Extra-Ordinary General Assembly Meeting, approve on reducing the Company’s capital, the reduction resolution will be effective for all the Company’s shareholders who are registered in the Company’s Shareholders’ Register with the Securities Depository Center Company (Edaa) at the end of the second trading day following the date The approval of the extraordinary general assembly to reduce the capital.

J- Amending Article No. (7) of the Company’s Articles of Associations relating to the (Share Capital of the Company).

K- Amending Article No. (8) of the Company’s Articles of Associations relating to the (Subscription to Shares).

2- Voting to amend the Articles of Association of the company to comply with the new Companies Law, and to rearrange the Articles of Association and their numbering to comply with the proposed amendments. (Attached)

Attendance Eligibility is for shareholders who are registered in the issuers shareholders record at the Depositary Center by the end of the trade session prior to the general assembly meeting and in accordance with the laws and regulations. The shareholder has the right to delegate whomever other than the board of directors.

As per Article (34) of the Company’s Articles of Association, the quorum for holding the GA Meeting will be half of the capital. In case of non-completion of the quorum at this meeting, a second meeting will be held within an hour of the scheduled time for the First Meeting, while the Second Meeting will be valid if attended by shareholders representing at least a quarter of the Company’s capital.