Ades Holding Co. — Proxy Solicitation & Information Statement 2026

May 21, 2026

The Board of Directors of ADES Holding Company invite its Shareholders to attend the (First Meeting) Ordinary General Assembly Meeting through modern technology means

2382 · 21/05/2026 17:29:35 · Announcement #95659 · View on Saudi Exchange

The Board of Directors of ADES Holding Company invite its Shareholders to attend the (First Meeting) Ordinary General Assembly Meeting through modern technology means

Element List	Explanation
Introduction	The Board of Directors of ADES Holding Company is pleased to invite its shareholders to participate and vote at the company’s Ordinary General Assembly meeting (first meeting) scheduled to be held on Sunday, 13/01/1448H corresponding to 28/06/2026G at exactly 6:30 pm through modern technology means.
City and Location of the General Assembly's Meeting	Through modern technology means (via Tadawulaty System platform) at the company’s premises located at Prince Turki Road, Al Kurnaish District, Al Khobar, Kingdom of Saudi Arabia
Hyperlink of the Meeting Location	Click Here
Date of the General Assembly's Meeting	2026-06-28 Corresponding to 1448-01-13
Time of the General Assembly’s Meeting	18:30
Methodology of Convening the General Assembly’s Meeting	Via modern technology means
Attendance Eligibility, Registration Eligibility, and Voting End	Shareholders who are registered in the company’s 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. The right to register a name to attend the general assembly meeting ends at the time of convening the general assembly meeting. The attendees right to vote on the items of the assembly’s agenda ends upon the end of screening the votes by the Screening Committee.
Quorum for Convening the General Assembly's Meeting	The assembly meeting is valid if it is attended by shareholders representing at least one quarter of the capital. If this quorum is not present in the first meeting, the second meeting will be held one hour after the end of the period specified for the first meeting. The second meeting will be valid regardless of the number of voting Shares represented therein.
General Assembly Meeting Agenda	1. Review and discuss the Board of Directors' report for the financial year ending on 31 December 2025G. (attached)

2. Voting on the external Auditors report for the financial year ending on 31 December 2025G after discussing it. (attached)

3. Review and discuss the financial statements for the financial year ending on 31 December 2025G. (attached)

4. Voting on agreeing to absolve the members of the Board of Directors from their liabilities for the financial year ending on 31 December 2025G.

5. Voting on the appointment of the company’s auditor from among the candidates based on the recommendation of the Audit Committee, to examine, review and audit the financial statements for the second and third quarters and the annual financial statements of the financial year 2026, and the first quarter of the financial year 2027G, and to determine their fees.

6. Voting on paying an amount of SAR 5,230,000 as remuneration to the Board members for the financial year ending on 31/12/2025G.

7. Voting on delegating the Board of Directors to distribute interim dividends on a biannual basis for the fiscal year 2026 G.

8. Voting on delegating the authority of the Ordinary General Assembly to the Board of Directors with powers referred to in Paragraph (1) of Article (27) of the Companies Law, for a year from the date of Ordinary General Assembly’s approval to the delegation or until the end of the current term of the Board of Directors, whichever is earlier in accordance with the requirements stipulated in the Implementing Regulation of the Companies Law for Listed Joint Stock Companies.

9. Voting to disburse additional fees to the company’s external auditor, KPMG Professional Services (KPMG), in the amount of SAR 937,500, in consideration of the additional working hours undertaken to examine and audit the Company’s financial statements for the financial year ended 2025G. Proxy Form The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right Shareholders are entitled to discuss matters listed in the agenda of the Ordinary General Assembly and raise relevant questions to the Board members. Please note that registration in Tadawulaty service and voting is free of charge for all Shareholders via: www.tadawulaty.com

Eligibility for Registering the Attendance of the General Assembly's Meeting Ends upon the Convenience of the General Assembly's Meeting. Eligibility for Voting on the Business of the Meeting Agenda Ends upon the Counting Committee Concludes Counting the Votes Details of the electronic voting on the Assembly’s agenda Shareholders registered in Tadawulaty service will be able to vote electronically on the ordinary general assembly’s agenda. Electronic voting will start Wednesday at 1:00AM, 09/01/1448H Corresponding to 24/06/2026G, and will last until the end of the Ordinary General assembly time. Please note that registration in Tadawulaty service and voting is free of charge for all Shareholders via: www.tadawulaty.com.sa Method of Communication in Case of Any Enquiries In the event of any inquiries about the terms of the meeting, please contact us via email at legal@adesgroup.com

or at +966 538663210. Additional Information Shareholders may direct questions and inquiries related to items of the Ordinary General Assembly during the meeting via the broadcasting link that will be forwarded to the shareholders via Tadawulaty service, the full name of the shareholder should be mentioned, to accept an enquiry. Attached Documents     

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