Friday, 9 May 2025

SADAFCO GA approves distribution of SAR 95.9 million cash dividends for H2 of FY ended on March 31

SADAFCO Co. announced to its shareholders the results of the Extraordinary General Assembly Meeting (First Meeting), held on Tuesday, corresponding to Aug. 22, 2023, by modern technology means.

Voting Results on the Items of the General Assembly’s Meeting Agenda’s:

1- The Board of Directors Annual Report for the fiscal year ending on 31-03-2023, was reviewed and discussed.

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2- The Company’s Financial Statements for the fiscal year ending on 31-03-2023, were reviewed and discussed.

3- The External Auditors Report for the fiscal year ended 31-03-2023, was discussed.

4- Approval of the appointment of (KPMG Al-Fawzan and Al-Sadhan) as the external auditor for the Company among the nominees based on the recommendation of the Audit Committee, to review and audit the Company’s quarterly and annual financial statements for the second, third and annual periods of financial year ending on 31.12.2023. In addition, the first quarter of financial year ending on 31.12.2024, and determine their fees.

5- Approval of the Board of Directors’ recommendation to distribute dividends amounting to SAR 95.9 million at SAR 3 per share, equivalent to 30% of the nominal share value for the second half of the financial year ended 31 March 2023, payable to shareholders at the closing of trading on Assembly Meeting Day, and for the Shareholders registry of the Securities Depository Centre at the end of the second trading day following the eligibility date, dividends distribution date will be on Sunday corresponding to 10.09.2023

6- Approval on the Board of Directors’ resolution to appoint Sheikh Sabah Mohammed Abdulaziz Al-Sabah as a (non-executive member) of the Board as of 15 December 2022 to complete the current Board term, which expires on 31.03.2024, succeeding the previous board member Mr. Abdullah Yaqoub Bishara (non-executive member).

7- Approval on payment of SAR 3.6 million as remuneration for the Board Members for the financial year ended on 31.03.2023.

8- Approval on absolving the Board Members from their liability for the fiscal year ended on 31.03.2023.

9- Approval on authorizing the Board of Directors to distribute interim dividends, either semi-annually or quarterly, for the upcoming financial year ending on 31.12.2023.

10- Approval on the transactions and agreements made with Buruj Cooperative Insurance Co. (Saudi Arabia), where the Vice-Chairman, Mr. Faisal Al Ayyar, and the Board Member Mr. Ahmed Al Marzouki have an indirect interest in it, this contract provides insurance services without preferential terms for a period of one year starting from 01.07.2022 and ending on 30.06.2023. These transactions had a total value of SAR 9.3 million.

11- Approval on the transactions and agreements with PKC Advisory, where the Chairman, Sheikh Hamad Sabah Al Ahmed, the Vice-Chairman, Mr. Faisal Hamad Al Ayyar, and the Board Members Mr. Abdullah Yacoub Bishara and Sheikh Sabah Mohammed Al-Sabah have indirect interest in it. This contract provides consultancy services without preferential terms. These transactions had total value of SAR 1.3 million.

12- Approval on the transactions and agreements made with AXA Cooperative Insurance Co. (Saudi Arabia), where the Chairman, Sheikh Hamad Sabah Al Ahmed, the Vice-Chairman, Mr. Faisal Hamad Al Ayyar, and the Board Members Mr. Abdullah Yacoub Bishara and Sheikh Sabah Mohammed Al-Sabah have indirect interest in it. This contract provides insurance services without preferential terms. These transactions had total value of SAR 657,000.

13- Approval on the transactions and agreements made with Alternative Energy Projects Co., where the Chairman, Sheikh Hamad Sabah Al Ahmed, the Vice-Chairman, Mr. Faisal Hamad Al Ayyar, and the Board Members Mr. Abdullah Yacoub Bishara and Sheikh Sabah Mohammed Al-Sabah have indirect interest in it. This Contract to supply, install, test, commissioning of and operation & maintenance for solar rooftop photovoltaic energy system at Jeddah central warehouse without preferential terms. These transactions for the year from 1.4.2022 to 31.03.2023 had a total value of SAR 880,685.

14- Approval on the participation of the Board member Mr. Saied Ahmed Saied Basamh in a business competing with the Company’s business.

15- Approval on the Competition Standards for Board Member with the company’s business.

16- Approval on the amendment of the Company’s Bylaws in accordance with the new Companies Law.

17- Approval on the BOD recommendation to amend Article (20) of the company’s bylaws which related to the (Company Management).

18- Approval on the BOD recommendation to amend Article (25) of the company’s bylaws which related to the (Powers of the chairman, vice, managing director and secretary).

19- Approval on the BOD recommendation to amend Article (48) of the company’s bylaws which related to the (Fiscal year).

20- Approval on re-arranging and numbering the articles of the company’s bylaws to comply with the proposed amendments in the above items (16, 17, 18, 19).

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