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Thob Al Aseel Co. Proxy Solicitation & Information Statement 2021

Sep 30, 2021

53365_rns_2021-09-30_0ea33571-b26f-4e6f-b1b5-3df5ec267e66.html

Proxy Solicitation & Information Statement

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Thoub Al Aseel announces to Invites its shareholders to attend the Extraordinary General Assembly meeting (the first meeting) which includes the Capital increase through modern technology

4012 · 30/09/2021 16:23:52 · Announcement #65022 · View on Saudi Exchange

Thoub Al Aseel announces to Invites its shareholders to attend the Extraordinary General Assembly meeting (the first meeting) which includes the Capital increase through modern technology

Element List Explanation
Introduction The board of directors of Thoub AL Aseel is pleased to invite all shareholders to participate and vote in the Extraordinary General Assembly Meeting (The First Meeting) which will be held at 6;30pm on Thursday dated 15/03/1443 corresponding to 21

/10/2021 G through modern technology. This is in the interest of the safety of the shareholders and within the support of preventive and precautionary efforts and measures by the competent and relevant health authorities to address the emerging corona virus (COVID-19), and an extension 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 Thoub ALaseel Head Office at Riyadh the Will be conducted Virtually using Tadawulty platform URL for the Meeting Location (www.tadawulaty.com.sa)) Date of the General Assembly's Meeting 2021-10-21 Corresponding to 1443-03-15 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 Each shareholder who is registered in the company’s shareholders ’register at the Depository Center is entitled to attend the meeting at the end of the trading session preceding the meeting, according to the rules and regulations. The meeting of the Extraordinary assembly shall be valid if it is attended by shareholders representing at least a half of the capital, and if the quorum required for holding this meeting is not available, the second meeting will be held one hour after the period specified for the first meeting and the second meeting will be valid it is attended by shareholders representing at least a quarter of the capital. General Assembly Meeting Agenda 1.Voting on the Board of Directors' recommendation of increasing the company ’s capital by issuing bonus shares to its shareholders as follows:

o Increasing the company’s capital from 300.000.000 Saudi Riyals to 400.000.000 Saudi Riyals , which is an increase of ( 33%) to increase the number of the company’s shares from (30) million shares to (40) million shares , by granting one free share for every three shares.. The Value of the capital by increase shall be paid by transferring an amount of (57.087.518) from retained earnings and transferring (42.912.185) from statutory reserve. This Recommendation of increase aims strengthen the Company’s capital to match the size of its business and expansion of its business during the coming years and maintaining Financial solvency.

o If the item is approval, eligible Shareholders Are Those Holding Shares on the day of convening the Extra-Ordinary General Assembly and who are Registered in the shareholder registry with the Securities Depository Center ( Edaa) at The End of The Second trading Day after the date following the eligibility date they shall be collected in one portfolio for all shareholders, then sold at market price, and their value shall be distributed to eligible shareholders as per their shares, within a period not exceeding (30) days from the date of determining the outstanding shares for each shareholder.

o Amending (Article No.7) of the Company’s bylaws relating to capital) attached)

o Amending (Article No.8) of the Company’s bylaws relating to subscription to shares (attached)

2. Voting on the formation of the Audit Committee, and the definition of its duties, work regulations and remuneration of its members for the new term, starting from the date of general Assembly (21/10/2021 G) until the end of the term on (03/09/2024 G) The following are the names of the candidates, (whose CVs are attached).

1-Mr.ibrahim Abdullah Alsultan ( Member outside the board)

2- Mr.Saad Ibrahim AL-Mshouh ( Member outside the board )

3-Mr.Tariq saad AL-Tuwaijiri ( independent member ) Proxy Form E-Vote Shareholders registered on the Tadawulaty Services website will be able to vote remotely on the Society’s articles through the service

(Electronic voting), which will start from ten o'clock

From Sunday morning, 13/01/1443 AH corresponding to 22/08/2021 AD until the end of the assembly time, registration and voting in my trading services will be available and free of charge to 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 And in case of any inquiries, we hope to contact the Shareholders Relations Department at the following address:

Al-Aseel Company

P.O. Box 11426 Riyadh 23236

Phone 0114652000 ext. 777

[email protected] 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.