Ataa Educational Co. — Proxy Solicitation & Information Statement 2022

May 30, 2022

Ataa Educational Co. Invites its Shareholders to Attend the Extraordinary General Assembly Meeting for Capital Increase ( First Meeting )by Means of Modern Technology

4292 · 30/05/2022 16:02:37 · Announcement #68565 · View on Saudi Exchange

Ataa Educational Co. Invites its Shareholders to Attend the Extraordinary General Assembly Meeting for Capital Increase ( First Meeting )by Means of Modern Technology

Element List	Explanation
Introduction	The Board of Directors of Ataa Educational ("Ataa" or "Ataa Company") Company is pleased to invite the valued shareholders to participate and vote in the Extraordinary General Assembly Meeting (the first meeting), which is scheduled to be held, God willing, on [Wednesday],30/11/1443H (corresponding to29/06/2022), at [7:30] pm, by means of Modern Technology.
City and Location of the Extraordinary General Assembly's Meeting	Ataa’s Head Office at Riyadh, Al-Izdihar district - through means of modern technology
URL for the Meeting Location	http://www.tadawulaty.com.sa/
Date of the Extraordinary General Assembly's Meeting	2022-06-29 Corresponding to 1443-11-30
Time of the Extraordinary General Assembly's Meeting	19:30
Attendance Eligibility	ShareHolders Registered at the Depositary Center Registry at the End of the Trading Session Proceeding the General Assembly Meeting and as per the Laws and Regulations
Quorum for Convening the General Assembly's Meeting	According to Article (34) of the company’s Bylaws, The meeting of the Extraordinary General Assembly is not valid unless attended by shareholders representing half of the capital, If this quorum is not available in the first meeting, the second meeting will be held an hour after the end of the period specified for the first meeting, and the second meeting is Valid if attended by shareholders representing quarter of the capital.
Meeting Agenda	1. Voting on increasing the capital of Ataa Company according to the following:

First: The capital will be increased from four hundred million (400,000,000) Saudi riyals to four hundred twenty million eight hundred and seventy two thousand one hundred and fifty (420,872,150) Saudi riyals by issuing two million and eighty-seven thousand two hundred and fifteen (2,087,215) new shares with a nominal value of twenty million eight hundred seventy two thousand one hundred and fifty (20,872,150) Saudi riyals in favor of the selling shareholders of Naba’a Educational Company in exchange for transferring all the shares in Naba’a Educational Company to Arabian Education and Training Group Holding Company (a company wholly owned by Ataa Educational Company) in accordance with the terms and conditions of the Sale and Purchase Agreement, signed between each of the selling partners of Naba’a Educational Company, Ataa Educational Company and the Arabian Education and Training Group Holding Company on 05/09/1443 AH (corresponding to 12/13/2021G).

Second: Amending the Article seven of the Company’s Bylaws related to the capital. (attached)

Third: Amending the Article eight of the Company’s Bylaws related to the subscription of shares. (attached)

Fourth: Authorizing the Board of Directors of Ataa Educational Company or any person authorized by the Board of Directors of Ataa Educational Company to issue any decision or take any action that may be necessary to implement any of the aforementioned decisions related to the acquisition of Nabaa Educational Company.

2. Amending the Article twenty-two of the statute of Ataa Company concerning the authority of the President, Vice-President, Managing Director and Secretary. (attached) Proxy Form E-Vote The valued shareholders registered in the Tadawulaty services will be able to vote remotely on the items of the assembly’s meeting schedule, which will start from Saturday [10:00] in the morning on 26/11/1443H (corresponding to 25/06/2022G) until the end of the assembly, and the registration and voting will be in ‘tadawulaty’ services. It is available free of charge to all shareholders via the following link (https://www.tadawulaty.com.sa). Eligibility for Attendance Registration and Voting Eligibility for Attendance Registration and Voting Ends upon the Convenience of the General Assembly’s Meeting. Eligibility for Voting on the Meeting Agenda Ends upon the Counting Committee Concludes Counting the Votes Method of Communication In the event of any inquiries or questions regarding the meeting schedule, please contact the Shareholder Relations Department via phone 011205583-1006 during official working hours for the Company, you may also direct your inquiries to the e-mail of the Shareholder Relations Department on: IR@ataa.sa Attached Documents  

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