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Dur Hospitality Co. Announces the Results of the Extraordinary General Assembly Meeting, ( First Meeting )
| Element List | Explanation |
|---|---|
| Introduction | Dur Hospitality Company (“Dur Company”) announces the results of the Extraordinary General Assembly Meeting (First Meeting). |
| City and Location of the General Assembly's Meeting | The Extraordinary General Meeting was held through contemporary technology, from the Company’s headquarter in Riyadh. |
| Date of the General Assembly's Meeting | 2023-11-30 Corresponding to 1445-05-16 |
| Time of the General Assembly's Meeting | 18:30 |
| Percentage of Attending Shareholders | 72.79% |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | The meeting was attended by the following board members: 1. Mr. Badr Abdullah Aleisa (Chairman of Board of Directors and Chairman of the General Assembly) 2. Mr. Fahad Abdullah Alqasim (Vice chairman of Board of Directors) 3. Dr. Saleh Ali Alhathloul 4. Mr. Jihad Abdulrahman Alqadhi 5. Mr. Mishary Najy Alibraheem (Representative of the Public Investment Fund) 6. Mr. Talal Abdulmohsen Almlafakh 7. Mr. Fahad Abdullah Aleisa 8. Mr. Abdullah Tarek Alkasabi 9. Mr. Faris Ibrahim Alrashed Alhumaid |
| Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf | 1. Mr. Fahad Abdullah Alqasim (Chairman of the Investment Committee) 2. Mr. Talal Abdulmohsen Almlafakh (Chairman of the Audit Committee) 3. Mr. Faris Ibrahim Alrashed Alhumaid (Chairman of the Nomination and Remuneration Committee) |
| Voting Results on the Items of the General Assembly's Meeting Agenda's | 1. Approval on the offer of Taiba Investments Company (“Taiba Company”) to Dur Company’s shareholders to acquire all shares issued in Dur Company in accordance with Article (26) of the Merger and Acquisition Regulations, through the issuance of one (1) share in Taiba Company for each share in Dur Company (the “Transaction”); and the terms and conditions set out in the implementation agreement entered into between Dur Company and Taiba Company on 17/09/1444H (corresponding to 08/04/2023G) (“Implementation Agreement”), as well the following matters related to the Transaction, as per the below: a. the terms of the Implementation Agreement ; and b. the authorization of the current board of directors of Dur Company, or any person so authorized by the current board of directors, to adopt any resolution or take any action as may be necessary to implement any of the above resolutions. |
| Additional Information | In this regard, Dur Company indicates that the Transaction has been completed pursuant to the approval of the extraordinary general assemblies of both Dur Company and Taiba Company. As a result, the trading of Dur Company’s shares have been suspended until Dur Company is delisted from the Saudi Stock Exchange (Tadawul) in accordance with the regulatory procedures, and Dur Company will be fully owned by Taiba Company; and in consideration, Taiba Company will issue a total of one hundred million (100,000,000) ordinary shares with a nominal value of SAR (10) per share (the “New Shares”) , in favour of Dur Company’s shareholders who are registered in Dur Company’s share register at the Saudi Securities Depository Center Company (Edaa), noting that the listing of the New Shares will be announced by Taiba Company in due course. |
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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