Riyadh Cement Co. — AGM Information 2022

Apr 24, 2022

Riyadh Cement Co. invites its shareholders to attend the Ordinary General Assembly Meeting (First Meeting and the Second Meeting will be after one hour from the first) by Means of Modern Technology.

3092 · 24/04/2022 16:49:57 · Announcement #67893 · View on Saudi Exchange

Riyadh Cement Co. invites its shareholders to attend the Ordinary General Assembly Meeting (First Meeting and the Second Meeting will be after one hour from the first) by Means of Modern Technology.

Element List	Explanation
Introduction	The Board of Directors of Riyadh Cement Co. a Listed Joint Stock Company, are pleased to invite the shareholders to the Ordinary General Assembly Meeting (First Meeting and the Second Meeting will be after one hour from the first) , scheduled to be held at 06:30 p.m. on Monday 23 May 2022 (22-10-1443H) by Means of Modern Technology (www.tadawulaty.com.sa).
City and Location of the General Assembly's Meeting	Head Office – Al Muhammadiyah District, Riyadh.

By Means of Modern Technology. URL for the Meeting Location www.tadawulaty.com.sa Date of the General Assembly's Meeting 2022-05-23 Corresponding to 1443-10-22 Time of the General Assembly's Meeting 18:30 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 In order for a regular general assembly meeting to be valid, the attendance of shareholders must representing at least 25% of the company's shares. In case the quorum is not complete, a 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 regardless of the number of shares attend in it. General Assembly Meeting Agenda 1. Voting for election of the Board members from among the candidates for the next term, commencing from 15-06-2022, for a term of three years, ending on 14-06-2025 (Attached).

2. To vote on the Board Report for the fiscal year ending 31st December 2021 (Attached).

3. To vote on the Auditors Report for the fiscal year ending 31st December 2021 (Attached).

4. To vote on the Financial Statements for the fiscal year ending 31st December 2021 (Attached).

5. To vote on the release of Board of Directors members from liability for the fiscal year ending 31st December 2021.

6. Voting to appointment the company's auditor from among the candidates, based on the recommendation of the audit committee, to examine, review and audit the financial statements for the first, second, third quarters and annual of the fiscal year 2022 and identify their fees (Attached).

7. Voting on the Board of Directors recommendation to disburse dividends to shareholders for the second half of 2021, in the amount of (SAR 0.75) per share, with a total amount of SAR (90) million (equivalent to 7.5% of the par value) in addition to amount disbursed for the first half of the year 2021 with a value of SAR (120) million. Accordingly, the total dividends distributed and proposed to be distributed for the year ending on December 31st, 2021 shall be SAR (210) million (equivalent to 17.5% of the par value) in the amount of SAR (1.75) per share, “provided that the remuneration eligibility is prioritized for the actual shareholders on the day of the Assembly and who are registered in the company's shareholders register at the Depository Center at the end of the second trading day following the Assembly date" The distribution date will be announced later (Attached).

8. To vote to pay the directors’ remuneration amounting in total to SAR 2,100,000 for the financial year ending 31st December 2021.

9. Voting on the contracts and transactions concluded between the company and Al Rashed Cement Co., in which the Chairman Mr. Salah Al Rashed and Board member Mr. Abdulmohsen Al Rashed (Non-Executive Director) have a direct interests therein. It shall be noted that this transaction is in fact a Cement Sales. The said transaction for the previous year, 2021 was valued at SAR 99.7 million, taking into consideration that no preferential terms are applicable to this type of contracts (Attached).

10. Voting on the contracts and transactions concluded between the company and Precast Building System Company, in which Board member Mr. Khalifa AlMulhem (Non-Executive Director) have a direct interests therein. It shall be noted that this transaction is in fact a Cement Sales. The said transaction for the previous year, 2021 was valued at SAR 2.3 million, taking into consideration that no preferential terms are applicable to this type of contracts (Attached).

11. Voting on the contracts and transactions concluded between the company and Towa Company, in which Board member Dr. Naseer Aqeel (Non-Executive Director) have a direct interests therein. It shall be noted that this transaction is in fact a Cement Sales. The said transaction for the previous year, 2021 was valued at SAR 80.3 million, taking into consideration that no preferential terms are applicable to this type of contracts (Attached).

12. Voting on authorizing the Board of Directors to disburse interim dividends on a semiannual/ quarterly basis for the FY 2022. Proxy Form E-Vote Please note that, the voting on the agenda items of the general assembly will be solely electronically through Tadawulaty, which will start on Friday, 20th May 2022, (10:00 am) until the end of the Meeting. Only shareholders registered in Tadawulaty (www.tadawulaty.com.sa) can electronically vote on the agenda items of the Ordinary General Assembly Meeting of Riyadh Cement Co. Registration in Tadawulaty is free. 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 For any inquire please contact Investor Relations at:

P: +966 11 261 1888 Ext: (1731), (1717)

E: f.alsayyari@riyadhcement.com.sa Attached Documents  

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