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Company MADAWAH ALTAKHSASIYA Medical invites its shareholders to attend the extraordinary general assembly meeting (first meeting) via modern technology.

9594
ALMODAWAT
0.53 %
1445/11/11     19/05/2024 16:10:43

Element ListExplanation
Introduction The Board of Directors Company MADAWAH ALTAKHSASIYA Medical is pleased to invite the honorable shareholders to participate and vote in the extraordinary general assembly meeting (first meeting), which is scheduled to be held using modern means of purification, God Almighty willing, at exactly 18:30 on Sunday, 12/03/1445 AH corresponding to 06/09/2024 AD
City and Location of the General Assembly's Meeting At the company’s main headquarters located in the city of Mahayil Asir on King Abdullah bin Abdulaziz Road, Unit No. (3)

This is done through modern technological means

Hyperlink of the Meeting Location Click Here
Date of the General Assembly's Meeting 2024-06-09 Corresponding to 1445-12-03
Time of the General Assembly’s Meeting 18:30
Methodology of Convening the General Assembly’s Meeting Via modern technology means
Attendance Eligibility, Registration Eligibility, and Voting End The right to attend shall be for shareholders registered in the register of shareholders of the issuer at the Depository Center at the end of the trading session that precedes the General Assembly meeting and in accordance with the rules and regulations. The right to register attendance for the Assembly meeting ends at the time of the Assembly meeting, and the right to vote on the Assembly items for those present ends when the screening committee finishes categorizing voices
Quorum for Convening the General Assembly's Meeting According to Article (32) of the company’s bylaws, the extraordinary general assembly meeting will not be valid unless it is attended by shareholders representing at least half of the company’s shares that have voting rights. If this quorum is not present at the first meeting, the second meeting will be held one hour after the end of the period specified for the meeting. The first meeting. In all cases, the second meeting is considered valid if it is attended by a number of shareholders representing at least a quarter of the company’s shares that have voting rights.
General Assembly Meeting Agenda 1. Vote on the company’s auditor’s report for the fiscal year ending 12-31-2023 AD after discussing it.

2. Reviewing the Board of Directors’ report for the financial year ending on December 31, 2023 AD and discussing it.

3. Review and discuss the company’s financial statements for the fiscal year ending on December 31, 2023.

4. Vote on discharging the members of the Board of Directors from their liabilities for the fiscal year ending on December 31, 2023 AD.

5. Vote on appointing an auditor for the company from among the candidates based on the recommendation of the Audit Committee; This is to examine, review and audit the financial statements for the first and annual half of the fiscal year 2024 and the first half of the fiscal year 2025 and determine his fees.

6. Vote on the Board of Directors’ recommendation to distribute cash dividends in the amount of (16,625,000) sixteen million six hundred and twenty-five thousand riyals to shareholders for the financial year ending on (12/31/2023 AD) at a rate of (7) riyals for each share, at a rate of (70%) ) of the capital, provided that the eligibility shall be for the shareholders who own the shares at the end of trading on the day of the General Assembly and who are registered in the company’s shareholder registry with the Securities Depository Center Company (Depository Center) at the end of the second trading day following the entitlement date. The date of dividend distribution will be announced later.

7. Vote on authorizing the Board of Directors to distribute interim dividends to shareholders on a semi- or quarterly basis for the fiscal year ending on 12-31-2024 AD.

8. Vote on disbursing an amount of (1,650,000) million six hundred and fifty thousand riyals as a reward to members of the Board of Directors for the fiscal year ending on 12/31/2023 AD.

9. Vote on disbursing an amount of (66,000) sixty-six thousand riyals as a reward to members of the Audit Committee for the fiscal year ending on 12/31/2023 AD.

10. Voting on the election of members of the Board of Directors from among the candidates for the next session, which begins from the date of the extraordinary general assembly on 06/05/2024 AD and lasts for three years and ends on 06/04/2027 AD (CVs of the candidates are attached)

11. Vote on delegating the authority of the Ordinary General Assembly to the Board of Directors, with the authorization contained in Paragraph (1) of Article Twenty-Seven of the Companies Law, for a period of one year from the date of the General Assembly’s approval or until the end of the session of the delegated Board of Directors, whichever comes first, in accordance with the conditions stated in the Executive Regulations. The corporate system for listed joint stock companies.

12. Vote on the Board of Directors’ proposal to redefine the uses of the offering proceeds, amounting to (50,225,000) fifty million two hundred and twenty-five thousand Saudi riyals, to be fully used in financing working capital as stated in the attachment (attached).

13. Vote on dividing the company’s shares according to the following:

• Nominal value of the share before adjustment: (10) Saudi riyals

• The nominal value of the share after adjustment: (1) one Saudi riyal

• Number of shares before amendment: 2,375,000 shares

• Number of shares after adjustment: 23,750,000 shares

• There is no change in the company’s capital before and after the stock split

• Effective date: If the clause is approved, the division decision will be effective on all the company’s shareholders who own shares on the day of the extraordinary general assembly and who are registered in the company’s shareholder register with the Securities Depository Center Company (Edaa) at the end of the second trading day following the date of the general assembly. Extraordinary shares in which it was decided to divide the shares.

The impact of the decision will be applied to the share price starting from the business day following the meeting, provided that the number of shares in the shareholders’ portfolios is applied at the end of the second trading day following the date of the extraordinary general assembly in which the shares were decided to be divided.

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

• Amending Article No. (8) of the company’s bylaws related to subscription to shares. (attached)

14. Voting on amending Article (2) of the company’s bylaws related to the company’s name (attached)

15. Voting on amending Article (20) of the company’s bylaws, related to the powers of the Board of Directors. (attached)

16. Vote on amending the company’s bylaws in accordance with the new companies’ bylaws, and rearranging and numbering the bylaws’ articles; To comply with the proposed amendments (attached).

Proxy Form
The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right Honorable shareholders have the right to discuss the topics included in the agenda of the Ordinary General Assembly and ask questions, noting that voting in Tadawulaty services is available free of charge to all shareholders using the following link: http://tadawulaty.com.sa
Details of the electronic voting on the Assembly’s agenda Shareholders registered in Tadawulaty services can vote electronically remotely on the assembly’s items starting at 1:00 am on Wednesday 11/28/1445 AH corresponding to 06/05/2024 AD until the end of the assembly’s meeting time. Registration and voting in Tadawulaty services will be available and free to all shareholders using The following link: www.tadawulaty.com.sa
Method of Communication in Case of Any Enquiries If there are any inquiries, please contact us via email

info@almodawat.sa

Or contact us on: 0172856666

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.

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Key Parameters
Last Price 15.08
Net Change 0.08 (+0.53%)
Value Traded (Sar) 117,123.8
Volume Traded 7,889
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