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Nayifat Finance Co. Board invites its shareholders to attend the Ordinary General Assembly Meeting the ( First Meeting )
| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Nayifat Finance Company is pleased to invite its shareholders to participate and vote in the Ordinary General Assembly Meeting, which is scheduled to be held, at 07:00 PM on Monday 04-12-1445AH, corresponding to 10-06-2024AD, (Remotely) via modern technology means. |
| City and Location of the General Assembly's Meeting | At the company's headquarters in Riyadh, via modern technology means (Remotely) using the Tadawulaty system. |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 2024-06-10 Corresponding to 1445-12-04 |
| Time of the General Assembly’s Meeting | 19:00 |
| Methodology of Convening the General Assembly’s Meeting | Via modern technology means |
| Attendance Eligibility, Registration Eligibility, and Voting End | Shareholders who are registered in the issuers shareholders record at the Depositary Center by the end of the trade session prior to the general assembly meeting and in accordance with the laws and regulations. The shareholder has the right to delegate whomever other than the board of directors. The right to register a name to attend the general assembly meeting ends at the time of convening the general assembly meeting. The attendees right to vote on the items of the assembly’s agenda ends upon the end of screening the votes by the Screening Committee. |
| Quorum for Convening the General Assembly's Meeting | According to Article (32) of the Company's Articles of Association, the ordinary general assembly meeting shall not be valid unless attended by shareholders representing at least one quarter of the shares of the company that has voting rights, and if this quorum is not available in the first meeting, a second meeting shall be held an hour after the end of the period specified for the first meeting, and in all cases the second meeting shall be valid regardless of the number of shares that It has voting rights represented in it. |
| General Assembly Meeting Agenda | 1- Reviewing and discussing the Board of Directors’ report for the fiscal year ending on 31-12-2023. (Attached) 2- Reviewing and discussing the financial statements for the fiscal year ending on 31-12-2023. (Attached) 3- Voting on the auditor’s report for the fiscal year ending on 31-12-2023 after discussion. (Attached) 4- Voting to discharge the members of the Board of Directors for the fiscal year ending 31-12-2023. 5- Voting on appointment the company's auditor from among the candidates, based on the recommendation of the audit committee, to examine, review and audit the financial statements for the second and third quarters and the annual financial statements for the fiscal year 2024 and the first quarter of the fiscal year 2025, and determine their remuneration. (Attached) 6- Voting on the amendment of the remuneration policy of the members of the Board of Directors, committees and executive management. (Attached) 7- Voting on the amendment of the conflict of interest policy and competition standards. (Attached) 8- Voting on the business and contracts that will take place between Nayifat Finance Company and Yaqeen Capital, in which the two members of the Board of Directors, Mr. Abdul Mohsen Muhammad AlSaleh and Mr. Salman AbdulAziz bin Shehween, have an indirect interest (Related Parties) for the year 2024, which is the management of the company's investment portfolio in addition to acting as an agent for Nayifat customers in the sale of their financing goods, noting that the transactions that took place during the year 2023 were worth 1,000,000 Saudi Riyals, including VAT, without any conditions Preferential. (Attached) 9- Voting on the business and contracts that will take place between Nayifat Finance Company and AlBayouk Chartered Accountants Office, in which Mr. Ata Hamad AlBayouk has a direct interest (Owner) for the year 2024, which is to provide professional services related to Zakat and Value Added Tax to the company, noting that the transactions that took place during the year 2023 were worth 312,800 Saudi Riyals, including VAT, without any preferential conditions. (Attached) 10- Voting on authorizing the Board of Directors to distribute interim dividends on a semi-annual basis for the fiscal year 2024. 11- Voting on delegating the authority of the Ordinary General Assembly with the authorization mentioned in paragraph (1) of Article Twenty-Seven 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 authorized Board of Directors, whichever is earlier, in accordance with the conditions contained in the Implementing Regulation of the Companies Law for Listed Joint Stock Companies. |
| Proxy Form |  |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | Shareholders present have the right to discuss topics on the agenda and ask questions. Shareholders registered in Tadawulaty services can vote remotely on the items of the General Assembly through the following link: https://www.tadawulaty.com.sa |
| Details of the electronic voting on the Assembly’s agenda | Shareholders registered in Tadawulaty services will be able to vote electronically remotely on the agenda of the General Assembly through the (Electronic Voting) service, which will start from one o'clock in the morning on Friday 01-12-1445AH corresponding to 07-06-2024AD, until the end of the General Assembly time, noting that registration and voting in Tadawulaty services is available free of charge to all shareholders using the following link: https://www.tadawulaty.com.sa |
| Method of Communication in Case of Any Enquiries | In case of any inquiry, shareholders can contact the company's shareholder relations via the email shown below: Board_Secretary@nayifat.com Or call the toll-free number: 8001000088, on transfers (2050 or 2042) |
| 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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