AYYAN Investment Co. — Proxy Solicitation & Information Statement 2021

Apr 6, 2021

AYYAN Investment Company Invites its Shareholders to Attend the Extraordinary General Assembly Meeting (First Meeting) via Means of Modern Technology

2140 · 06/04/2021 15:32:13 · Announcement #62683 · View on Saudi Exchange

AYYAN Investment Company Invites its Shareholders to Attend the Extraordinary General Assembly Meeting (First Meeting) via Means of Modern Technology

Element List	Explanation
Introduction	The Board of Directors of AYYAN Investment Company are pleased to Invite the Shareholders to Attend the Extraordinary General Assembly Meeting (First and second meeting after one hour)

on Wednesday 16-09-1442H corresponding to 28-04-2021G at 10:30 pm which will be conducted via modern technologies using Tadawulaty to ensure the safety of everyone, and to support the efforts of precautionary measures to prevent the spread of Coronavirus (COVID-19), and in continuation of the continuous efforts made by all government agencies in the Kingdom of Saudi Arabia to take the necessary preventive measures to prevent its spread. City and Location of the General Assembly's Meeting Through modern technology means Head Office, Khobar City (using Tadawulaty system). URL for the Meeting Location https://www.tadawulaty.com.sa Date of the General Assembly's Meeting 2021-04-28 Corresponding to 1442-09-16 Time of the General Assembly's Meeting 22:30 Attendance Eligibility Shareholders Registered in the Issuer’s Shareholders Registry in the Depository Centre At the End of the Trading Session Preceding the General Assembly’s Meeting as per Laws and Regulations Quorum for Convening the General Assembly's Meeting The first Ordinary General meeting will be valid if attended by shareholders representing at least Quarter of the capital, and if the quorum required for holding this meeting is not meet, the second meeting will be held one hour after the end of the period specified for the first meeting, and the second meeting will be valid with any percent. General Assembly Meeting Agenda 1- Vote on the external auditor report for the fiscal year ending 31 December 2020.

2- Vote on the Financial Statement of the fiscal year ending 31 December 2020.

3- Vote on the annual Board report for the fiscal year ending 31 December 2020,

4- Vote to absolve the members of the Board of Directors from liability for the fiscal year ending on December 31, 2020.

5- Vote to assign external auditor from the nominated offers based on the recommendation of the Audit Committee to audit the financial statement of the First and second and third quarter and annual statement of the fiscal year 2021, plus the first quarter of the year 2022, and specify his fees.

6- Voting on the works and contracts that were concluded between the companies; the Mohammed Abdullah Al-Othman Contracting Company, one of the Al-Othman Holding companies, in which a Member of the Board of Directors Mr. Ahmed bin Abdullah Al-Khayal has an indirect interest as he is a Senior Executive in Al-Othman Holding Company, which is a construction work agreement and the supply of labor to provide some construction work with a value of SAR. 6,255,593/-, knowing that these transactions take place on commercial basis without preferential terms. (Attachment)

7- Voting on the business and contracts that have been concluded between the companies; the Mohammed Abdullah Al-Othman Travel and Tourism Agency company, one of the Al-Othman Holding companies, in which a Member of the Board of Directors Mr. Ahmed bin Abdullah Al-Khayal has an indirect interest as he is a Senior Executive in Al-Othman Holding Company, which is the issuance of travel tickets to use Individuals in Al-Salam Medical Services Company (subsidiary company) with a value of SAR. 51,534/-, knowing that these transactions take place on commercial basis without preferential conditions (Attachment)

8- Voting on the business and contracts that have been concluded between the companies; the Systems of Strategic Business Solutions (SSBS), one of the Al-Othman Holding companies, in which a Member of the Board of Directors Mr. Ahmed bin Abdullah Al-Khayal has an indirect interest as he is a Senior Executive in Al-Othman Holding Company, which consists of providing some technical services and programs with a value of SAR. 759,268/-, knowing that these transactions take place on commercial basis without preferential terms. (Attachment)

9- Voting on the business and contracts that were concluded between the companies; the Al-Othman Agricultural Production & Processing Co(NADA), one of the Al-Othman Holding Company, in which a Member of the Board of Directors Mr. Ahmed bin Abdullah Al-Khayal has an indirect interest as he is a Senior Executive in Al-Othman Holding Company, which consists of providing some juices and dairy products with a value of SAR. 248,250/-, knowing that these transactions take place on commercial basis without preferential terms. (Attachment)

10- Voting on the business and contracts concluded between the companies; the Al-Othman Agricultural Production & Processing Co(NADA), one of the Al-Othman Holding Company, in which a Member of the Board of Directors Mr. Ahmed bin Abdullah Al-Khayal has an indirect interest as he is a Senior Executive in Al-Othman Holding Company, which is the provision of medical services with a value of SAR. 126,385/-, knowing that these transactions take place on commercial basis without preferential terms. (Attachment)

11- Voting on the business and contracts that have been concluded between the companies; the Takween Advanced Industries Company, which is one of the Al-Othman Holding companies, in which a Member of the Board of Directors Mr. Ahmed bin Abdullah Al-Khayal has an indirect interest as he is a Senior Executive in Al-Othman Holding Company, which consists of providing medical tools with a value of SAR. 28,511/-, knowing that these transactions take place on commercial basis without preferential terms. (Attachment) Proxy Form E-Vote Shareholders registered on the Tadawulati Services website will be able to vote remotely on the General Assembly’s Meeting Agenda through the (Electronic Voting) service, which will start from 10.00am on Saturday 1442-09-12 H, corresponding to 2021-04-24 G until the end of the general assembly meeting, Registration and voting shall be available free of charge in Tadawulaty services for all shareholders by using the following link: www.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 Shareholders can participate in the deliberations of the aforementioned ordinary general assembly, and communicate via the email shown below during the meeting.

Email: share@ayyan.com.sa

We would like to inform that there would be a live audio broadcast of the association via the link available in the Tadawulati system.

In case of any inquiry, please contact the Shareholders Relations Department on the unified phone: 0138822130 ext. (0). This during the company's official working hours from Sunday to Thursday 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.