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Saudi Research and Marketing Group Announces the Results of the Extraordinary General Assembly Meeting, ( First Meeting )

Element List Explanation
Introduction Saudi Research and Marketing Group announces the results of the Extraordinary General Assembly meeting (First Meeting) scheduled at 10:30 p.m. on Thursday 29-04-2021 Corresponding to 17-09-1442, through modern technology means.
City and Location of the General Assembly's Meeting In the Group’s office in Riyadh through modern technology means.
Date of the General Assembly's Meeting 2021-04-29 Corresponding to 1442-09-17
Time of the General Assembly's Meeting 22:30
Percentage of Attending Shareholders 69.5%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees 1- Eng. Abdulrahman Ibrahim Alrowaita (Chairman)

 

2- Mr. Majid Abdulrhman Alissa (Vice Chairman)

3- Dr. Adel Zaid Altoraifi (Member of the board of directors)

4- Dr. Abdulaziz Hamad Alfahad (Member of the board of directors)

5- Eng. Mosa Omran AlOmran (Member of the board of directors)

6- Mr. Mohyedin Saleh Kamel (Member of the board of directors)

7- Mr. Adel Marzouq Alnasser (Member of the board of directors)

8- Dr. Turki Omar Bugshan (Member of the board of directors)

 

The members of the Board of Directors that apologized for not being able to attend the meeting as follows:

1- Mr. Ahmed Aqeel AlKhateeb (Member of the board of directors)

2- Mr. Abdulrahman Hamed Alrashid (Member of the board of directors)

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf 1- Eng. Abdulrahman Ibrahim Alrowaita (Executive Committee chairman)

 

2- Dr. Turki Omar Bugshan (Audit Committee chairman)

3- Mr. Mohyedin Saleh Kamel (Remuneration and nomination Committee chairman

Voting Results on the Items of the General Assembly's Meeting Agenda's 1. Approve the Board of Directors’ report for the fiscal year ending on 31/12/2020.

 

2. Approve the auditor report on the Company’s accounts for the fiscal year ending on31/12/2020.

3. Approve the financial statements for the fiscal year ending on 31/12/2020.

4. Approve the discharge of the board members for the fiscal year ending on 31/12/2020.

5. Approve appointing the auditor KPMG ALFOZAN & PARTNERS (KPMG) for the Company 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 fourth quarters, and the Annual fiscal year of 2021, in addition to the first quarter of the first quarter of 2022, and to determine the auditor’s fees.

6. Approve the amending article No. (2) of the Company’s article of association, concerning (the name of the Company).

7. Approve the election of the Board members from among the candidates for the next term, commencing from 21-05-2021 for a term of three years, ending on 20-05-2024 through cumulative voting process, as follows:

 

1. Eng. Abdulrahman Ibrahim Alrowaita

2. Ms. Jomana Rashed AlRashid

3. Mr. Mohyedin Saleh Kamel

4. Dr. Abdulaziz Hamad Alfahad

5. Mr. Majid Abdulrhman Alissa

6. Dr. Turki Omar Bugshan

7. Eng. Mosa Omran AlOmran

8. Dr. Adel Zaid Altoraifi

9. Mr. Hamad Saud Alomar

10. Mr. Adel Marzouq Alnasser

11. Mr. Abdullah Suliman Alrabaian

 

8. Approve the formation of the Audit Committee and the definition of its duties, work regulations and remuneration of its members for the upcoming term starting on 21-05-2021 and ending on 20-05-2024. As follows:

1. Dr. Turki Omar Bugshan.

2. Mr. Majid Abdulrhman Alissa.

3. Mr. Hamad Saud Alomar.

 

9. Approve on paying an amount of (2,400,000) riyals as remuneration to the Board members for the fiscal year ending on 31/12/2020.

10. Approve on paying an amount of (952,500) riyals as remuneration to board committees’ members for the fiscal year ending on 31/12/2020.

11. Approve the transaction and contracts executed between the Group and Hala Printing Company, a subsidiary of Saudi Printing and Packaging Company; in which the Board members, Mr. Adel bin Marzouk Al-Nasser, Mr. Majed bin Abdulrahman Al-Issa and Dr. Turki bin Omar Saleh Al-Buqshan, own an indirect interest. Those transactions represent printing contracts, noting that the total value of those transactions amounted to SR (4,207,705) during the year 2020, while the due balance amounts to SR (1,776,764) as at 31st of December 2020. (without preferential conditions).

12. Approve the transaction and contracts executed between the Group and Medina Printing and Publishing Co., a subsidiary of Saudi Printing and Packaging Company, in which the Board members, Mr. Adel bin Marzouk Al-Nasser, Mr. Majed bin Abdulrahman Al-Issa and Dr. Turki bin Omar Saleh Al-Buqshan, own an indirect interest. Those transactions represent a printing contract, noting that the total value of those transactions amounted to SR (13,618,062) during 2020, while the due balance amounts to SR (5,346,743) as at 31st of December 2020. (without preferential conditions).

13. Approve the transaction contracts executed between the Group and Al Madarat Advertising Company and its subsidiaries, in which the Board member, Mr. Abdulrahman bin Hamad Abdullah Al Rashed owns a direct interest. Those transactions represent media services in return for the production of (160) films, noting that the total value of those transactions amounted to SR (29,188,569) during the fiscal year 2020, while the due balance amounts to SR (11,399,851) as at 31st December 2020. (without preferential conditions).

14. Approve the transaction and contracts executed between the Group and Al-Fahd Law Firm, in which the Board member, Dr. Abdul Aziz Al Fahd owns a direct interest. Those transactions represent legal services, noting that the total value of those transactions amounted to SR (1,553,062) during the fiscal year 2020, and there was no due balance as at 31st of December 2020. (without preferential conditions)

 

The Capital Market Authority and the Saudi Stock 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.