IssuerAnnouncementDetailsV2Portlet
Actions
Saudi Arabian Mining Company (Ma’aden) Announces the Results of the 11th Extraordinary General Assembly Meeting which includes the approval on the Company's capital increase (First Meeting)
| Element List | Explanation |
|---|---|
| City and Location of the Extraordinary General Assembly's Meeting | Through modern technology means from the Company’s office in Riyadh (using Tadawulaty system) |
| Date of the Extraordinary General Assembly's Meeting | 2024-12-11 Corresponding to 1446-06-10 |
| Time of the General Assembly’s Meeting | 19:00 |
| Percentage of Attending Shareholders | 76.33486 |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | The following Board members attend the meeting: 1) H.E. Yaser bin Othman AlRumayyan (Chairman) 2) H.E. Eng. Khalid bin Saleh AlMudaifer (Vice Chairman) 3) H.E. Ahmed Abdulaziz Alhakbani 4) Mr. Abdallah bin Saleh bin Juma’ah 5) Dr. Mohammed bin Yahya Al-Qahtani 6) Dr. Ganesh Kishore 7) Dr. Manar Moneef AlMoneef 8) Eng. Nabilah bint Mohammed AlTunisi 9) Ms. Sofia Bianchi 10) Mr. Richard O’Brien 11) Mr. Robert Wilt |
| Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Names of Those Attending on their Behalf | Chairman of Audit Committee: Dr. Manar Moneef AlMoneef Chairman of Nomination and Remuneration Committee: Mr. Abdallah bin Saleh bin Juma’ah Chairman of Executive Committee: Dr. Mohammed bin Yahya Al-Qahtani Chairman of Safety & Sustainability: Eng. Nabilah bint Mohammed AlTunisi |
| Voting Results on the Items of the General Assembly's Meeting Agenda's | 1. Approval of increasing Ma'aden's share capital from thirty six billion nine hundred seventeen million seven hundred thirty four thousand and three hundred and eighty Saudi Riyals (SAR 36,917,734,380) to thirty eight billion twenty seven million eight hundred fifty eight thousand and seven hundred and ten Saudi Riyals (SAR 38,027,858,710), which represents a (3.01%) increase in the current share capital of Ma'aden, and increasing the number of Ma’aden’s shares from three billion six hundred ninety one million seven hundred seventy three thousand and four hundred and thirty eight (3,691,773,438) ordinary shares to three billion eight hundred two million seven hundred eighty five thousand and eight hundred and seventy one (3,802,785,871) ordinary shares for the purpose of acquiring 100% of the shares owned by Mosaic Phosphates B.V. (in addition to Mosaic Company's Marketing Rights in its capacity as guarantor) in Ma'aden Wa'ad Al Shamal Phosphate Company and issuing one hundred eleven million twelve thousand and four hundred and thirty three (111,012,433) new ordinary shares, with nominal value of SAR 10 per share (the "New Shares"), in Ma’aden to Mosaic Netherlands Holding Company (as the designated recipient of the New Shares) through Ma'aden's share capital increase, which represent (0.526) share in Ma'aden for every one (1) share in MWSPC, in accordance with the terms and conditions of the Share Purchase and Subscription Agreement entered into between Ma’aden, Mosaic Phosphates and Mosaic Company on 20/10/1445H (corresponding to 29/04/2024G) (the “Transaction”) as well as to vote on other matters related to the Transaction, as per the below: A. Provisions of the Share Purchase and Subscription Agreement entered into between Ma’aden, Mosaic Phosphates and Mosaic Company on 20/10/1445H (corresponding to 29/04/2024G); B. Increasing Ma’aden’s share capital from thirty six billion nine hundred seventeen million seven hundred thirty four thousand and three hundred and eighty Saudi Riyals (SAR 36,917,734,380) to thirty eight billion twenty seven million eight hundred fifty eight thousand and seven hundred and ten Saudi Riyals (SAR 38,027,858,710) in accordance with the terms and conditions of the Share Purchase and Subscription Agreement; this increase shall be effective on the date of Transaction completion as per the Companies Law and the Share Purchase and Subscription Agreement; C. Amendment of article seven (7) of the company's bylaws related to Share Capital and Subscription in Company Shares. D. Authorization of the board of directors of Ma'aden, or any person so authorized by the board of directors, to adopt any resolution or take any action as may be necessary to implement this resolution. 2. Approval on the transactions and contracts that will be concluded between Ma’aden and the Saudi Basic Industries Corporation (SABIC), in which Dr. Mohammed Al-Qahtani has an indirect interest in his capacity as a director in Ma'aden and SABIC, being the Share Purchase agreement to acquire the entire shares of SABIC Industrial Investments Company in Aluminum Bahrain (“Alba”) with a range of (3,623,522,555) three billion six hundred twenty-three million five hundred twenty-five thousand five hundred fifty-five Saudi Riyals to (3,974,186,028) three billion nine hundred seventy-four million one hundred eighty-six thousand twenty-eight Saudi Riyals without preferential terms. 3. Approval of appointment of Deloitte and Touche & Co. Chartered Accountants as the Company’s auditor from among the candidates based on the Audit Committee's recommendation; in order to audit the financial statements for the first, second, third quarters and annual of the fiscal year 2025, 2026 and 2027 and determine the fees by 29,700,000 SAR. 4. Approval of Board of Directors Nomination Policy, Standards and Procedures. 5. Approval of Standards & Controls for Competing Businesses. |
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.
Share
Company Performance
LoginPortletPopupv2
Actions
AddtoWatchlistv2
Actions