Makkah Construction and Development Co. — Proxy Solicitation & Information Statement 2022

Apr 21, 2022

Makkah Construction and Development Company invites its valued shareholders to participate and vote in the Extraordinary General Assembly meeting (the first meeting)

4100 · 21/04/2022 15:47:40 · Announcement #67863 · View on Saudi Exchange

Makkah Construction and Development Company invites its valued shareholders to participate and vote in the Extraordinary General Assembly meeting (the first meeting)

Element List	Explanation
Introduction	Makkah Construction and Development Company invites its valued shareholders to participate and vote in the Extraordinary General Assembly meeting (the first meeting and second meeting after one hour) It is scheduled to be held by means of modern technology, God willing.
City and Location of the General Assembly's Meeting	Makkah - Fakieh Center - MCDC H Office 7th Floor
URL for the Meeting Location	No English translation, kindly refer to the Arabic version
Date of the General Assembly's Meeting	2022-05-16 Corresponding to 1443-10-15
Time of the General Assembly's Meeting	20:30
Attendance Eligibility	Each of the shareholders registered in the company’s shareholders register at the Depository Center at the end of the trading session preceding the meeting of the assembly has the right to attend and vote using the Tadawulaty system at the assembly meeting and according to the rules and regulations.
Quorum for Convening the General Assembly's Meeting	The Extraordinary General Assembly meeting shall be valid if attended by shareholders representing at least half of the capital. If the necessary quorum is not available to hold this meeting, the second meeting will be held an hour after the end of the period specified for convening the first meeting. The second meeting will be valid if attended by shareholders representing at least a quarter of the capital.
General Assembly Meeting Agenda	1) Vote on the company's financial statements for the fiscal year ending on 29/4/1443 AH corresponding to 4/12/2021 CE (attached).

2) Vote on the company’s auditor’s report for the fiscal year ending on 4/29/1443 AH corresponding to 4/12/2021 CE (attached).

3) vote on the report of the Board of Directors for the fiscal year ending on 4/29/1443 AH corresponding to 4/12/2021AD.

4) Vote on appointing the company’s auditor from among the candidates based on the audit committee’s recommendation, in order to examine, review and audit the financial statements for the (second and third) and annual quarters of the fiscal year 1443/1444 AH and the first quarter of the fiscal year 1444/1445 AH and determine his fees.

5) Vote to absolve the members of the Board of Directors from liability for the fiscal year ending on 4/29/1443 AH corresponding to 4/12/2021AD.

6) Vote on disbursing an amount of (2,200,000 riyals) as a bonus to the members of the Board of Directors for the fiscal year ending on 4/29/1443 AH corresponding to 4/12/2021AD

7) Vote on the business and contracts that will take place between the company and Fakih Farms Poultry Company, and the Chairman of the Board, Mr. Abdul Rahman Abdul Qadir Muhammad Faqih, has an indirect interest in them, during the next fiscal year 1443/1444 AH corresponding to 2021/2022 AD. 188 square meters at an annual rent of 2,147,838 riyals (without preferential benefits) (attached).

8) Vote on the business and contracts that will take place between the company and Mr. Abdul Rahman Abdul Qader Muhammad Faqih, Chairman of the Board of Directors and has a direct interest in them, during the next fiscal year 1443/1444 AH corresponding to 2021/2022 AD. It is a rental contract for an apartment in the residential center with an area of 225 m2 at an annual rent of 672,500 riyals , (without preferential benefits) attached

9) Vote on the business and contracts that will take place between the company and Fakih Farms Poultry Company, and the Chairman of the Board of Directors, Mr. Abdul Rahman Abdul Qader Muhammad Faqih, has an indirect interest in them, during the next fiscal year 1443/1444 AH corresponding to 2021/2022 AD, which is a billboard contract at an annual rent of 176,000 riyals, (without preferential advantages) attached.

10) Vote on the business and contracts that will take place between the company and Fakih Farms Poultry Company, and the Chairman of the Board, Mr. Abdul Rahman Abdul Qader Muhammad Faqih, has an indirect interest in them, during the next fiscal year 1443/1444 AH corresponding to 2021/2022 AD. It is a lease contract for an office area of 36 square meters at an annual rent of 46,800 riyals , (without preferential benefits) attached.

11) Voting on the business and contracts that will be concluded between the company and Mr. Ziad Bassam Muhammad Al-Bassam, a member of the Board of Directors and has a direct interest in them during the next fiscal year 1443/1444 AH corresponding to 2021/2022 AD. It is a lease contract for an exhibition in the commercial center with an area of 16 m at an annual rent of 235,700 riyals. The commercial activity of the exhibition is a library Audios, (without preferences) attached.

12) Vote on the business and contracts that will take place between the company and the office of the consultant, Mr. Ahmed Abdul Aziz Suleiman Al-Hamdan for Financial and Administrative Consultations, a member of the Board of Directors who has a direct interest in them during the next fiscal year 1443/1444 AH corresponding to 2021/2022 AD. It is a financial and legal consultancy agreement for one year in the amount of 1,200,000 Rial, (attached).

13) Vote on the amendment of Article (3) of the company’s articles of association related to the company’s objectives (attached).

14) Vote on the amendment of Article (22) of the company's articles of association related to Board meeting (attached).

15) Vote on the amendment of Article (25) of the company's bylaws related to attendance at assemblies (attached).

16) Vote on the amendment of Article (28) of the company's bylaws related to inviting assemblies (attached).

17) Vote on the amendment of Article (32) of the company's bylaws related to voting in assemblies (attached).

18) Vote on the amendment of Article (42) of the company's articles of association related to the fiscal year (attached). Proxy Form E-Vote Shareholders registered in the Tadawulati services can vote remotely on the items of the assembly, starting from ten in the morning on Thursday 11/10/1443 AH corresponding to 12/5/2022 AD until the end of the time of the meeting. Registration and voting in the Tadawulati services will be available and free for all shareholders 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 The right to register attendance at the assembly meeting ends at the time of the assembly, and the right to vote on the assembly’s articles for the attendees ends when the counting committee finishes counting the votes. 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.