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Tanmiah Food Co. Announces the Results of the Extraordinary General Assembly Meeting, ( First Meeting )

2281
TANMIAH
-2.23 %
1444/11/19     08/06/2023 08:16:54

Element ListExplanation
Introduction The Board of Directors of Tanmiah Food Company is pleased to announce the results of the Extraordinary General Assembly Meeting, (First Meeting)
City and Location of the General Assembly's Meeting Virtual Meeting – Company Headquarters – Riyadh – Al-Rabwah district –Intersection of Omar bin Abdulaziz with Fatimah Al-Zahraa Street
Date of the General Assembly's Meeting 2023-06-07 Corresponding to 1444-11-18
Time of the General Assembly's Meeting 18:30
Percentage of Attending Shareholders 73.8%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees The following Board Members attended the meeting:

1. Mr. Amr Abdullah Al Dabbagh (Chairman).

2. Mr. Jamal Abdullah Al-Dabbagh (Vice-Chairman).

3. Mr. Ahmad Sharaf Osilan (Managing Director)

4. Mr. Mohamed Husnee Jazeel (Director).

5. Mr. Kamel Salahudin Al Munajjed (Director).

6. Mr. Stephen Mark Parsons (Director).

7. Ms. Hawazen Nazih Nassief (Director).

8. Mr. Alexander Stanislav Ivannikov (Director).

9. Mr. Vincent Carton (Director).

Absentees:

1. Mr. Dirk Vanderbroeck (Director).

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf The Following Committees Chairmen Attended the Meeting:

1- Mr. Kamel Salahuldin Almunajjed (Chairman of the Audit Committee)

2- Mr. Stephen Parsons (Chairman of the Nominations and Remuneration Committee)

3- Ms. Hawazen Nazih Nassief (Chairperson of the ESG Committee)

4- Mr.Vincent Carton (Chairman of the Technical Committee)

Voting Results on the Items of the General Assembly's Meeting Agenda's Voting Results on the Items of the General Assembly's Meeting Agenda’s:

1. Approved on the Board of Directors report for the fiscal year ending on 31-12-2022G.

2. Approved on the Company's Auditor's Report for the fiscal year ending on 31/12/2022.

3. Approved on the financial statements for the fiscal year ending on 31-12-2022G.

4. Approved on the distribution of dividends to shareholders with a total amount of (70) million Saudi Riyals for the fiscal year ending on December 31, 2022, with (SAR 3.5) dividend per share and (35% Share Par Value) as the percentage of dividend, provided that the dividends eligibility is for the shareholders who own the Company's shares at the end of the trading day on the day of the general assembly and registered in the Company's register at the Securities Depository Center Company (Edaa) by the end of the second trading day following the eligibility date. The distribution date will be July 4, 2023.

5. Approved on the transactions and contracts will be performed between the company and Dukkan Company, LTD, in which two members of the Board of Directors, his excellency Mr. Amr Al-Dabbagh (Chairman of the board of Directors) and Mr. Jamal Al Dabbagh (Vice-chairman of the board of directors) in their personal capacity, The nature of the transaction is Sale of goods an open-ended contract that commenced on 2022, without preferential conditions, as they own a 20% each of Qemah and Dukkan for Groceries Company, LTD. The transactions and contracts commenced in 2021 amounted to Twelve Million Nine Hundred Fifty Thousand Seven Hundred and Ninety-nine Saudi Riyals (12,950,799) Saudi Riyals.

6. Approved on agreeing to absolve the members of the Board of Directors from liability for the fiscal year ending on 31/12/2022.

7. Approved on amending the Nomination and Remuneration policy, and procedures for selecting members in the event of a vacancy in one of the seats.

8. Approved on amending the Audit Committee Charter.

9. Approved on amending the Nomination and Remuneration Committee Charter.

10. Approved on disbursing the amount of (1,680,377 SAR) as remuneration for the board of directors for the fiscal year ending on 31/12/2022.

11. Approved on amending the Company's Articles of Bylaws to comply with the new Companies Law, and rearranging and numbering the articles of the Articles of Association to comply with the proposed amendments.

12. Approved on delegating the Board of Directors by the Ordinary Assembly of its authorization power referred to in Paragraph (1) of Article (71) of the Companies Law, for a year from the date of the Ordinary General Assembly's approval to the delegation or until the end of the current term of the Board of Directors, whichever is earlier. Such delegation shall be in accordance with the requirements stipulated in the implementing regulations of the companies’ law for listed joint stock companies.

13. Approved on appointing of Deloitte and Touche & Co. Chartered Accountants as the Company’s Auditor to examine, review, and audit the financial statements for Q2, Q3 annual statements for the fiscal year 2023 and Q1 of the year 2024 and determine its fees.

Additional Information In case of any inquiries, you can contact the Investor Relations department through:

Tel: +966-11-4775192

Email: IR@tanmiah.com

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 114.2
Net Change -2.6 (-2.23%)
Value Traded (Sar) 26,025,736.8
Volume Traded 223,368
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