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ALMOHAFAZA FOR EDUCATION

26 January, 2025 08:05

Al Mohafaza Company for Education Announces the Results of the Extraordinary General Assembly Meeting (First Meeting)

Element ListExplanation
Introduction Al-Muhafaza Education Company announces to its shareholders the results of the Extraordinary General Assembly Meeting (First Meeting), which was held at (19:30) on Thursday, 07/23/1446 AH corresponding to 01/23/2025 AD at the company's main headquarters located in the Eastern Province - Hafar Al-Batin - Al-Baladiya District - Hassan Bin Thabet Street, through modern technology (remotely) - using Tadawulati services; This was after the legal quorum for the validity of the meeting was completed
City and Location of the General Assembly's Meeting The company's main headquarters is located in the Eastern Province - Hafar Al-Batin - Al-Baladiya District - Hassan Bin Thabet Street, through modern technology (remotely) - using my trading services
Date of the General Assembly's Meeting 2025-01-23 Corresponding to 1446-07-23
Time of the General Assembly’s Meeting 19:30
Percentage of Attending Shareholders 82.96%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees 1. Chairman of the Board of Directors Mr. Abdullah bin Saleh Ibrahim Al-Muhaimid 2. Vice Chairman of the Board of Directors Mr. Salah bin Saleh Ibrahim Al-Muhaimid 3. Board Member Mr. Mohammed bin Saleh Ibrahim Al-Muhaimid 4. Board Member Mr. Nasser bin Saud Shuwait Al-Subaie 5. Board Member Mr. Farhan bin Faihan Marji Al-Anzi 6. Board Member and CEO Mr. Ibrahim bin Khalaf Hamlan Al-Shammari
Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf 1. Chairman of the Audit Committee Mr. Farhan bin Fayhan Marji Al-Anzi 2. Chairman of the Remuneration and Nominations Committee Mr. Nasser bin Saud Shuwait Al-Subaie
Voting Results on the Items of the General Assembly's Meeting Agenda's 1. Approval of the company's auditors' report for the fiscal year ending on July 31, 2024 after discussing it 2. The Board of Directors' report for the fiscal year ending on July 31, 2024 was reviewed and discussed. 3. The company's financial statements for the fiscal year ending on July 31, 2024 were reviewed and discussed. 4. Approval of the discharge of the members of the Board of Directors for the fiscal year ending on July 31, 2024 5. Approval of the appointment of RSM United Accountants for Professional Consulting - as the company's auditor from among the candidates based on the recommendation of the Audit Committee; To examine, review and audit the company's preliminary financial statements for the first half ending on 01/31/2025 and the annual financial statements ending on 07/31/2025 for a fee of (135,000) one hundred and thirty-five thousand Saudi riyals 6. Approval to disburse an amount of (180,000) one hundred and eighty thousand riyals as a bonus to the members of the Board of Directors for the fiscal year ending on July 31, 2024. 7. Approval of the Board of Directors’ recommendation to distribute cash dividends in the amount of (4,000,000) four million riyals to shareholders for the fiscal year ending on (31/07/2024 AD) at a rate of (0.50) fifty halalas per share and at a rate of (5%) of the capital, provided that the eligibility is for shareholders who own shares at the end of trading on the day of the General Assembly meeting and are registered in the company’s shareholders’ register with the Securities Depository Center Company (Depository Center) at the end of the second trading day following the due date. The dividends will be disbursed by transferring them to the accounts linked to the portfolios of eligible shareholders as of Wednesday 29/07/1446 AH corresponding to 29/01/2025 AD through the payment agent - Securities Depository Center Company (Depository). Any shareholder in the event of a failure to deposit in his account can contact the payment agent - Securities Depository Center (Depository Center) or contact the company via email info@almohafaza.com or contact the number: 920022637 8. Approval of transferring the balance of the statutory reserve amounting to (1,241,090) one million two hundred and forty-one thousand and ninety Saudi riyals to the balance of retained earnings amounting to (18,248,075) Saudi riyals as in the annual financial statements ending on (07/31/2024 AD) 9. Approval of authorizing the Board of Directors to distribute interim dividends to shareholders on a semi-annual or quarterly basis for the fiscal year ending on 07/31/2025 AD 10. Approval of authorizing the Board of Directors with the authority of the Ordinary General Assembly to license mentioned in paragraph (1) of Article Twenty-Seven of the Companies Law, for a period of one year from the date of approval of the General Assembly or until the end of the term of the authorized Board of Directors, whichever comes first, in accordance with the conditions stipulated in the executive regulations of the Companies Law for listed joint stock companies. 11. Approval of the business and contracts concluded between the company and the Bait Al-Aqilat Restaurant Establishment, in which the Chairman of the Board of Directors (Mr. Abdullah Saleh Ibrahim Al-Muhaimid) has an indirect interest, which is (paying expenses on behalf of - purchasing meals). These transactions were for the year 2024, and these transactions are carried out in accordance with the prevailing commercial terms and without any preferential conditions. The value of the transactions during the year 2024 AD is (7430) riyals. 12. Approval of the business and contracts concluded between the company and Marom Drilling Company for Medical Services, in which both the Chairman of the Board of Directors (Mr. Abdullah Saleh Ibrahim Al-Muhaimid) and the Board Member (Mr. Mohammed Saleh Ibrahim Al-Muhaimid) have an indirect interest, which is (paying expenses on behalf of - paying medical services for employees). These transactions were for the year 2024. These transactions are carried out in accordance with the prevailing commercial terms and without any preferential conditions. The value of the transactions during the year 2024 is (37,960) riyals. 13. Approval of the business and contracts concluded between the company and the Elite Society Dental Clinic, in which both the Chairman of the Board of Directors (Mr. Abdullah Saleh Ibrahim Al-Muhaimid), the Vice Chairman of the Board of Directors (Mr. Salah Saleh Ibrahim Al-Muhaimid) and the Board Member (Mr. Mohammed Saleh Ibrahim Al-Muhaimid) have an indirect interest, which is (paying expenses on behalf of - paying electricity bills for employees of the Elite Society Clinic). These transactions were for the year 2024. These transactions are carried out in accordance with Under the prevailing commercial terms and conditions and without any preferential conditions, the value of transactions during the year 2024 AD is (6500) riyals. 14. Approval of the business and contracts concluded between the company and the Niloufer Hotel Group for Residential Units Limited, in which the Vice Chairman of the Board of Directors (Mr. Salah Saleh Ibrahim Al-Muhaimid) has an indirect interest, which is (paying expenses on behalf of - accommodating the company's guests). These transactions were for the year 2024. These transactions are carried out in accordance with the prevailing commercial terms and without any preferential conditions. The value of the transactions during the year 2024 is (16,633) riyals. 15. Approval of the business and contracts concluded between the company and the Niloufer Hotel - Hafar Al-Batin branch, in which the Vice Chairman of the Board of Directors (Mr. Salah Saleh Ibrahim Al-Muhaimid) has an indirect interest, which is (paying expenses on behalf of - accommodating the company's guests). These transactions were for the year 2024. These transactions are carried out in accordance with the prevailing commercial terms and without any preferential conditions. The value of the transactions during the year 2024 is (1818) riyals. 16. Approval of the business and contracts concluded between the company and the Educational Building Holding Company in which the Chairman of the Board of Directors (Mr. Abdullah Saleh Ibrahim Al-Muhaimid) has an indirect interest, which is (rental income). These transactions were for the year 2024. These transactions are carried out in the context of normal business and according to the prevailing commercial terms and without any preferential conditions. The value of the transactions during the year 2024 is (2,500,000) riyals. 17. Approval of the business and contracts concluded between the company and the Vice Chairman of the Board of Directors (Mr. Salah Saleh Ibrahim Al-Muhaimid) in which he has a direct interest, which is (rental expenses). These transactions were for the year 2024. These transactions are carried out in the context of normal business and according to the prevailing commercial terms and without any preferential conditions. The value of the transactions during the year 2024 is (40,000) riyals. 18. Approval of the business and contracts concluded between the company and the Chairman of the Board of Directors (Mr. Abdullah Saleh Ibrahim Al-Muhaimid) in which he has a direct interest, which is (payment of 19. Approval of the business and contracts concluded between the company and the Chairman of the Board of Directors (Mr. Abdullah Saleh Ibrahim Al-Muhaimid), Vice Chairman of the Board of Directors (Mr. Salah Saleh Ibrahim Al-Muhaimid), and Board Member (Mr. Muhammad Saleh Ibrahim Al-Muhaimid), in which they have a direct interest, which are (collections on behalf of - subscription proceeds). These transactions were for the year 2024. These transactions are conducted according to the prevailing commercial terms and without any preferential terms. The value of the transactions during the year 2024 is (4,893,750) riyals. Approval of the business and contracts concluded between the company and the Vice Chairman of the Board of Directors (Mr. Salah Saleh Ibrahim Al-Muhaimid) in which he has a direct interest, which is (purchase of land). These transactions were at the beginning of the fiscal year 2024-2025 AD. These transactions are carried out in accordance with the prevailing commercial terms and without any preferential conditions. The value of the transactions is (3,430,000) riyals. 21. Approval of the business and contracts concluded between the company and the Gulf Private Colleges, which the Chairman of the Board of Directors (Mr. Abdullah Saleh Ibrahim Al-Muhaimid) has an indirect interest in, which is (extension of a lease contract). These transactions began on 09/08/2024 AD for a period of six months. These transactions are carried out in accordance with the prevailing commercial terms and without any preferential conditions. The value of the transactions is (1,437,500) riyals. 22. Approval of the participation of the Chairman of the Board of Directors, Mr. Abdullah Saleh Ibrahim Al-Muhaimid - in a work competing with the company's business. 23. Approval of the participation of the Board Member and CEO, Mr. Ibrahim Khalaf Hamlan Al Shamri - In a business that competes with the company's business.
Additional Information The company would like to draw the attention of non-resident foreign investors to the fact that cash dividends transferred through a resident financial intermediary are subject to a 5% withholding tax upon transfer or upon entry into his account, in accordance with the provisions of Article (68) of the Tax Law and Article (63) of its Executive Regulations. The company urges its esteemed shareholders to update their data and ensure that bank account numbers are linked to investment portfolios to ensure that their profits are received without delay. In case of any inquiries, please contact us via email info@almohafaza.com: Or call the number: 920022637

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