May 14: Yaqeen Capital’s General Assembly to Discuss 70% Capital Increase Through Share Offerings

Yaqeen Capital’s Board of Directors has invited shareholders to attend and vote in the company’s Extraordinary General Assembly Meeting (First Meeting), scheduled for 18:45 PM on Wednesday, May 14, 2025.
Agenda:
1. Review and discuss the financial statements for the fiscal year ending December 31, 2024.
2. Review and discuss the Board of Directors’ report for the fiscal year ending December 31, 2024.
3. Vote on the company’s auditors’ report for the fiscal year ending December 31, 2024, after discussion.
4. Vote on the disbursement of remuneration to the Board members in the amount of SAR 890,958.90 for the fiscal year ending December 31, 2024.
5. Vote on the Audit Committee Charter.
6. Vote on the Nominations and Remuneration Committee charter.
7. Vote on the discharge of the Board of Directors’ members from liability for the fiscal year ending December 31, 2024.
8. Vote on the appointment of the company’s external auditor and determine their fees for the next fiscal year.
9. Vote on the election of an Independent Board Member to fill the vacant seat from among the candidates for the current term, which started on February 7, 2024, and lasts for three years, ending on February 8, 2027.
10. Vote on the Board of Directors’ recommendation to increase the company’s capital by issuing bonus shares to the company’s shareholders as follows:
a) The total amount of the increase is SAR 105 million.
b) The share capital before the change is SAR 150 million, and will become SAR 255 million after the change, representing an increase of 70%.
c) The number of shares before the change is 15 million, and will become 25.5 million shares after the change.
d) The purpose of this capital increase is to expand the company’s operations, develop its services, and enhance growth opportunities.

e) The increase will be carried out by capitalizing SAR 105,000,000 million SAR. from retained earnings, through granting 0.7 bonus shares for each existing share.
f) Eligibility date shall be for shareholders who own shares on the day of the extraordinary general assembly and registered in the issuer’s shareholders register at (Edaa) by the end of the second trading day following the entitlement date. In the event of fractional shares, all fractions will be aggregated into a single portfolio for all shareholders, sold at the market price, and the proceeds will be distributed to eligible shareholders in proportion to their respective entitlements within a period not exceeding 30 days from the date of determining the new shares due to each shareholder.
g) Amendment of Articles 7 and 8 of the Company’s Articles of Association related to share capital. (Attached).

11. Vote on amending Article 10 of the company’s Articles of Association, related to Sale of Unfulfilled Shares.
12. Vote on deleting Article 12 of the company’s Articles of Association, related to the Trading of Shares.
13. Vote on amending Article 13 of the company’s Articles of Association, related to the Company’s Purchase of Its Own Shares.
14. Vote on amending Article 14 of the company’s Articles of Association, related to the Shareholders’ Register.
15. Vote on amending Article 15 of the company’s Articles of Association, related to the Capital Increase.
16. Vote on amending Article 16 of the company’s Articles of Association, related to the Capital Reduction.
17. Vote on amending Article 17 of the company’s Articles of Association, related to the Company Management.
18. Vote on amending Article 18 of the company’s Articles of Association, related to Termination or Termination of Membership of the Board.
19. Vote on amending Article 20 of the company’s Articles of Association, related to Remuneration of Board Members.
20. Vote on amending Article 22 of the company’s Articles of Association, related to Vacant Position in the Board.
21. Vote on amending Article 24 of the company’s Articles of Association, related to Board Meetings.
22. Vote on amending Article 25 of the company’s Articles of Association, related to Quorum of the Board Meeting.
23. Vote on deleting Article 27 of the company’s Articles of Association, related to the Formation of the Audit Committee.
24. Vote on deleting Article 28 of the company’s Articles of Association, related to Quorum of the Committee Meeting.
25. Vote on deleting Article 29 of the company’s Articles of Association, related to Competences of the Committee.
26. Vote on deleting Article 30 of the company’s Articles of Association, related to Committee Reports.
27. Vote on amending Article 31 of the company’s Articles of Association, related to the Appointment of the Auditor.
28. Vote on amending Article 32 of the company’s Articles of Association, related to the Powers of the Chairman, Deputy, Managing Director, and Secretary.
29. Vote on amending Article 33 of the company’s Articles of Association, related to Convening Assemblies.
30. Vote on amending Article 34 of the company’s Articles of Association, related to Voting in Assemblies.
31. Vote on amending Article 36 of the company’s Articles of Association, related to General Assembly Meetings of Shareholders.
32. Vote on deleting Article 37 of the company’s Articles of Association, related to Specialization of the Ordinary General Assembly.
33. Vote on deleting Article 38 of the company’s Articles of Association, related to Specialization of the Extraordinary General Assembly.
34. Vote on deleting Article 39 of the company’s Articles of Association, related to Attendance Record of Assemblies.
35. Vote on amending Article 40 of the company’s Articles of Association, related to Quorum of the Ordinary General Assembly Meeting.
36. Vote on amending Article 41 of the company’s Articles of Association, related to the Quorum for an Extraordinary General Assembly Meeting.
37. Vote on amending Article 42 of the company’s Articles of Association, related to General Assembly Resolutions.
38. Vote on deleting Article 44 of the company’s Articles of Association, related to Chairing assemblies and preparing minutes.
39. Vote on amending Article 45 of the company’s Articles of Association, related to Powers of the Auditor.
40. Vote on amending Article 47 of the company’s Articles of Association, related to Financial Documents.
41. Vote on amending Article 48 of the company’s Articles of Association, related to Distribution of Profits and Formation of Reserves.
42. Vote on amending Article 51 of the company’s Articles of Association, related to Company Losses.
43. Vote on amending Article 53 of the company’s Articles of Association, related to Expiry of the Company.
44. Vote on amending Article 55 of the company’s Articles of Association, related to Application of the Companies Law and its Regulations.
45. Vote on deleting Article 55 of the company’s Articles of Association, related to Final Provisions.
Electronic voting on the General Assembly’s agenda items will begin at 1:00 AM on Sunday, May 11, 2025, and will conclude upon the completion of the vote counting committee.