Almarai Co. — AGM Information 2008

Mar 17, 2008

Invitation to the General Assembly Meeting in Monday 24th March 2008 (Reminder).

2280 · 17/03/2008 09:07:17 · Announcement #12493 · View on Saudi Exchange

Invitation to the General Assembly Meeting in Monday 24th March 2008 (Reminder).

The Board of Directors of Almarai Company, a Saudi Joint Stock Company is pleased to invite its shareholders to an Extra-Ordinary General Assembly Meeting to be held in the Riyadh Four Seasons Hotel- Kingdom Hall (A) on Monday 24/03/2008 at 7:00 PM to consider the following agenda:

1. Article 7 of the Company by-Laws concerning shares of stockholders at the time of a share conversion to be deleted.

2. Amendment of Article 17 of the Company By-laws so that the appointment of directors (as of the end of the present term) shall be by cumulative voting as specified by Para (b) of Article 6 of the Corporate Governance Rules issued by the Capital Market Authority (CMA) by Resolution No. 1-212/2006) on 21/01/1427 (12/11/2006).The article after amendment will read as follows:

Article (17): Constitution of the Board of Directors:

?The Company shall be managed by a Board of Directors consisting of nine (9) members to be appointed by the Ordinary General Assembly for a term of three (3) years. Membership of the First Board of Directors commenced as of the date of the Ministerial Resolution declaring the Company?s conversion to a joint stock company. As an exception to the foregoing, the shareholders have appointed the Company?s First Board of Directors for a term of five (5) years, etc??

3. Approve the Board of Directors Resolution of 2 April /2007 with regard to the appointment of Dr. Sami Mohsin Baroom as a Board Member and Representative of the Savola Group in replacement of Dr. Abdul Raouf Manaa who tendered his resignation, and to accordingly rectify the membership list set forth in Article 17 of the Company by-laws to that effect.

4. Amend Article 27 of Company By-laws to read as follows:

Article 27: The Executive Committee:

?The board of Directors may appoint from its members or from others an Executive Committee. The Board of Directors shall appoint a Chairman from among the members of the Committee and, from time to time, the Board may set guidelines for the committee?s activities, powers, number of members and the quorum required for its meetings. The Executive Committee is authorized to act within the powers delegated by the Board and its instructions and guidelines. The Committee may not annul or amend any of the rules or resolutions approved by the board of Directors.?

5. Approve the Directors Report on the operations and investments of the Company for the fiscal year ending 31/12/2007.

The Capital Market Authority and Saudi Exchange take no responsibility for the contents of this disclosure, make no representations as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this disclosure, and the issuer accepts full responsibility for the accuracy of the information contained in it and confirms, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other facts or information the omission of which would make the disclosure misleading, incomplete or inaccurate.