Kingdom Holding Co. Board invites its shareholders to attend the Extraordinary General Assembly Meeting the (First Meeting)
| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Kingdom Holding Company is pleased to invite the shareholders to participate and vote in the Extraordinary General Assembly meeting (the first meeting) through modern technology using Tadawulaty, which is scheduled to be held, on Sunday evening at seven thirty (19:30) on 27/11/1446 AH corresponding to 25/05/2025 AD. |
| City and Location of the General Assembly's Meeting | Remotely, via modern technology. |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 2025-05-25 Corresponding to 1446-11-27 |
| Time of the General Assembly’s Meeting | 19:30 |
| Methodology of Convening the General Assembly’s Meeting | Via modern technology means |
| Attendance Eligibility, Registration Eligibility, and Voting End | Shareholders who are registered in the issuers shareholders record at the Depositary Center by the end of the trade session prior to the general assembly meeting and in accordance with the laws and regulations. The shareholder has the right to delegate whomever other than the board of directors. The right to register a name to attend the general assembly meeting ends at the time of convening the general assembly meeting. The attendees right to vote on the items of the assembly’s agenda ends upon the end of screening the votes by the Screening Committee. |
| Quorum for Convening the General Assembly's Meeting | Pursuant to Article 28 of the Company’s bylaws, the meeting of the extraordinary general assembly shall be valid if attended by shareholders representing at least fifty percent (50%) of the share capital. In case this quorum is not met, a second meeting will be held within one hour of the scheduled time for the first meeting, and this second meeting will be valid if attended by shareholders representing at least one quarter (25%) of the share capital. |
| General Assembly Meeting Agenda | 1- Review and discuss the Board of Directors Report for the fiscal year ending on 31/12/2024.
2- Review and discuss the Company’s financial statements for the fiscal year ending on 31/12/2024.
3- Voting on the Company’s external auditor report for the fiscal year ending on 31/12/2024, after discussion.
4- Voting to absolve the members of the Board of Directors from liability for the past year 2024.
5- To vote on amendment to the Audit Committee Charter (attached).
6- To vote on amendment to the Remuneration Policy (attached).
7- To vote on Nomination and Remuneration Committee Charter (attached).
8- To vote on Social Responsibility Policy (attached).
9- Vote on the approval of the Board of Directors’ recommendation to transfer the entire balance of the statutory reserve, amounting to SAR 1,798,157,000 as per the audited financial statements for the year ended 31 December 2024G, to the Company’s retained earnings.
10- Voting to appoint the Company auditor from among the candidates based on the recommendation of the Audit Committee, to examine, review and audit the financial statements for the second, third quarters and the annual financial statements for the fiscal year of 2025 and the first quarter of the fiscal year 2026 and to determine the fees to be paid to the auditor.
11- Voting on the disbursement of an amount of six hundred thousand Saudi Riyal (SAR 600,000) being the remuneration of the Independent Board of Directors with an amount of two hundred thousand Saudi Riyal (SAR200,000) for each member. for the fiscal year ending on December 31, 2024, AD.
12- Voting on the Board of Directors’ recommendation dated on 17/09/1446 A.H corresponding to 17/03/2025 to distribute cash dividends from the retained earning amounting to (1,037.6) million riyals to shareholders during the year of 2025, amounting to SAR 0.28 per issued share for the whole year, representing 2.8% of the nominal value of the share, and the distribution will be made on a quarterly basis at the rate of 0.7% of the nominal value of the share, at the rate of 7 halalas per quarter for each issued share, for a total of SAR259.4 million per quarter. Eligibility and payments dates are as follows:
First payment: eligibility will be based on the records of registered shareholders according to company records at the end of trading on the day of 16/12/1446 A.H corresponding to 12/06/2025 and will be paid ten working days after the second trading day following the eligibility date.
Second payment: eligibility will be based on the records of registered shareholders according to company records at the end of trading on the day of 06/02/1447 A.H corresponding to 31/07/2025 and will be paid ten working days after the second trading day following the eligibility date.
Third Payment: eligibility will be based on the records of registered shareholders according to company records at the end of trading on the day of 09/04/1447 A.H corresponding to 01/10/2025 and will be paid ten working days after the second trading day following the eligibility date.
Fourth Payment: eligibility will be based on the records of registered shareholders according to company records at the end of trading on the day of 11/07/1447 A.H corresponding to 31/12/2025 and will be paid ten working days after the second trading day following the eligibility date.
13- Vote to authorize the Board of Directors to distribute interim cash dividends on a semi-annual or quarterly basis for the fiscal year 2025. |
| Proxy Form |  |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | Shareholders are entitled to discuss matters listed in the agenda of the Extraordinary General Assembly and raise relevant questions to the Board members, noting that the voting is free of charge for all Shareholders via: https://login.tadawulaty.com.sa/ir/user/login.xhtml |
| Details of the electronic voting on the Assembly’s agenda | Shareholders registered in the Tadawulaty services can vote electronically on the items of the assembly, starting on Wednesday Morning at one o’clock (01:00) on 23-11-1446 A.H corresponding to 21-05-2025 AD until the end of the time of the assembly, and registration and voting in the trading services will be available and free for all shareholders using the following link: https://login.tadawulaty.com.sa/ir/user/login.xhtml |
| Method of Communication in Case of Any Enquiries | For any inquiries, please contact Investor Relations at:
Tel:(+966) 11 2111111
E-mail:[email protected] |
| Attached Documents | |
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