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Banan Real Estate Co. announces to Invites its Shareholders to Attend the ( First Meeting ) Extraordinary General Assembly Meeting
16/05/2023
| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Banan Real Estate Company is pleased to invite it’s shareholders to participate and vote in the ( first meeting) Extraordinary General Assembly meeting , which is scheduled to be held through modern technology, at exactly 7:00 pm, on Wednesday, 14/06/2023 corresponding to 25/11/ 1444H. |
| City and Location of the General Assembly's Meeting | Company’s Headquarter, Riyadh City- via modern technology. |
| URL for the Meeting Location | www.tadawulaty.com.sa |
| Date of the General Assembly's Meeting | 2023-06-14 Corresponding to 1444-11-25 |
| Time of the General Assembly's Meeting | 19:00 |
| 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 | According to Article (33) of the company's articles of association, the Extraordinary General Assembly meeting is valid if attended by shareholders representing half of the capital. |
| General Assembly Meeting Agenda | 1- Reviewing and discussing the report of the Board of Directors for the fiscal year ending on 31/12/2022. 2- To vote on the auditor's report for the year ending on 31/12/2022. 3- Reviewing and discussing the financial statements for the fiscal year ending on 31/12/2022. 4- To vote on appointing the company's auditor from among the candidates based on the recommendation of the Audit Committee; This is to examine, review and audit the financial statements for the (second, third and fourth) and annual quarters of the fiscal year 2023 AD, and the first quarter of the fiscal year 2024 AD, and determine his fees. 5- Voting to absolve the members of the Board of Directors from liability for the year ending on 31/12/2022. 6- To vote on authorizing the Board of Directors to distribute interim profits to shareholders on a semi-annual or quarterly basis for the fiscal year 2023 AD. 7- To vote on delegating the Board of Directors with the powers of the Ordinary General Assembly, with the authorization mentioned in Paragraph (1) of Article 27 of the Companies Law, for a period of one year from the date of approval of the General Assembly or until the end of the session of the delegated Board of Directors, whichever is earlier, in accordance with the conditions stipulated in the executive regulations. The corporate system for listed joint stock companies. 8- Voting on the list of the Nominations and Remuneration Committee. Attached. 9- To vote on the division of the company's shares as follows. • The nominal value of the share before the amendment is (10) riyals • The nominal value of the share after the amendment is (1) riyal • The number of shares before the amendment is 20 million shares • The number of shares after the amendment is 200 million shares • There is no change in the company's capital before and after the process of dividing the shares • In the event that the item is approved, the division decision will be effective for all the company's shareholders who own shares on the day of the extraordinary general assembly and are registered in the company's shareholder register with the Securities Depository Center Company (Depository Center) at the end of the second trading day following the date of the extraordinary general assembly. in which the shares were divided. The effect of the decision will be applied to the share price starting from the working day following the meeting, provided that the number of shares in the shareholders’ portfolios will be applied at the end of the second trading day following the date of the extraordinary general meeting in which it was decided to divide the shares. • Amending Article No. (7) of the company's bylaws relating to the company's capital. Attached • Amendment of Article No. (8) of the company's bylaws related to subscribing to shares. Attached 10- To vote on the amendment of Article No. (3) of the company's bylaws related to the company's objectives. Attached 11- To vote on the amendment of Article No. (4) of the company's bylaws related to participation and ownership in companies. Attached 12- To vote on the addition of Article No. (9) of the company’s bylaws related to the company’s purchase and mortgage of their shares. Attached 13- To vote on the addition of Article No. (12) of the company’s bylaws related to the issuance of instruments and bonds. Attached 14- To vote on amending the bylaws in line with the new corporate bylaws. Attached 15- To vote on rearranging the articles of the company’s articles of association and numbering them to comply with the proposed amendments. Attached 16- To vote on the policy of remuneration of the Board of Directors, its committees and the executive management. Attached |
| Proxy Form |  |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right. (Mentioning the E-Voting details, if any) | Shareholders registered in the Tadawulati services can vote electronically on the items of the assembly starting from 1:00 AM on Saturday, 10/06/2023 corresponding to 21/11/1444H, until the end of the time of the assembly. Registration and voting in the Tadawulati services will be available and free for all shareholders using the link below: www.tadawulaty.com.sa |
| Eligibility for Attendance Registration and Voting | The right to register attendance for the assembly meeting ends at the time of the assembly meeting. Also, the right to vote on the items of the assembly for those present ends when the sorting committee finishes sorting the votes. |
| Method of Communication | In case of any queries, don't hesitate to contact us through Investor Relations Department Banan Real Estate Company |
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