Arabian Internet and Communications Services Co. — Proxy Solicitation & Information Statement 2022

Apr 27, 2022

Arabian Internet and Telecommunication Company (SOLUTIONS) invites its shareholders to attend the Extraordinary General Assembly meeting (first meeting) through modern technology means

7202 · 27/04/2022 08:22:00 · Announcement #67966 · View on Saudi Exchange

Arabian Internet and Telecommunication Company (SOLUTIONS) invites its shareholders to attend the Extraordinary General Assembly meeting (first meeting) through modern technology means

Element List	Explanation
Introduction	Arabian Internet and Telecommunication Company (SOLUTIONS) Board of Directors is honored to invite its shareholders to attend the Extraordinary General Assembly's meeting (First meeting) which will be conducted virtually via modern technology, which is scheduled to be held at 7 PM on 28-10-1443H corresponding to May 29, 2022
City and Location of the General Assembly's Meeting	Company headquarters Olaya Street, Riyadh City. through modern technology means via Tadawulaty Platform.
URL for the Meeting Location	http://tadawulaty.com.sa
Date of the General Assembly's Meeting	2022-05-29 Corresponding to 1443-10-28
Time of the General Assembly's Meeting	19:00
Attendance Eligibility	As per the rules and regulations, each registered shareholder in the Company's shareholders registry with Securities Depository Center Company (Edaa) at the end of the trading session prior to the Assembly meeting shall be entitled to attend the Assembly meeting and vote using Tadawulaty Platform.
Quorum for Convening the General Assembly's Meeting	According to Article 35 of the company bylaw, The Extraordinary General Assembly Meeting (EGM) shall be held unless attended by shareholders representing at least 50% of the company share capital. If such quorum is not present, a second meeting shall be held after a lapse of an hour from the preceding meeting. The second meeting shall be deemed valid if attended by a number of Shareholders representing at least 25% of the company Share Capital.
General Assembly Meeting Agenda	Agenda:

1- Voting on the Board of Directors’ report for the fiscal year ending on 31-12-2021.

2- Voting on the Auditor’s Report for the fiscal year ending on 31-12-2021.

3- Voting on financial statements for the year ending on 31-12-2021.

4- Voting on the payment of SAR 3,765,000 as remunerations to the Board of Directors for the fiscal year ending on 31-12-2021.

5- Voting on discharging the liability of the Board members for the fiscal year ending on 31/12/2021.

6- Voting on the Company’s Competition Standards and Rules Policy. (Attached).

7- Voting on the amendment of article (1) of the company’s bylaw relating to transformation. (Attached).

8- Voting on the amendment of article (3) of the company’s bylaw relating to the objectives of the company. (Attached).

9- Voting on the amendment of article (13) of the company’s bylaw relating to stock trading. (Attached).

10- Voting on the amendment of article (24) of the company’s bylaw relating to the Board meetings. (Attached).

11- Voting on the amendment of article (37) of the company’s bylaw relating to the Assembly's Resolutions. (Attached).

12- Voting on the amendment of article (40) of the company’s bylaw relating to the committee formation. (Attached).

13- Voting on the amendment of article (48) of the company’s bylaw relating to the distribution of profits. (Attached).

14- Voting on the Board of Directors’ recommendation to distribute cash dividends to the Shareholders for the year 2021 with a total amount of SAR 475.2 Million at SAR 4 per share, which represents 40% of the nominal value of the shares, where the eligibility will be to the Shareholders owning shares on the General Assembly Meeting date, and are registered in the Company’s share registry at the Depository Center (Edaa) at the end of the second trading day following the due date. The date of the dividends’ distribution will be announced later. Proxy Form E-Vote All shareholders registered in Tadawulaty service will be able to vote electronically on the Extraordinary General Assembly’s agenda. Electronic voting will start at 10:00 AM on 25/05/2022, corresponding to 24/10/1443 and will last until the end of the Extraordinary General assembly time. Please note that registration in Tadawulaty service and voting is free of charge for all Shareholders via:

http://tadawulaty.com.sa Eligibility for Attendance Registration and Voting 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. Method of Communication inquiries, please contact Investor Relations department:

- Email: IR@solutions.com.sa

- Phone: +966 11 525 2985 - +966 11 525 2159

- Fax: +966 11 460 1110 Attached Documents        

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.