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Saudia Dairy and Foodstuff Co. ("SADAFCO") Announces the Results of the Ordinary General Assembly Meeting (First Meeting)

2270
SADAFCO
-1.37 %
1446/12/01     28/05/2025 08:01:29

Element ListExplanation
Introduction Saudia Dairy & Foodstuff Co. (SADAFCO) announces the results of the Ordinary General Assembly meeting (First Meeting) which held after the quorum was secured
City and Location of the General Assembly's Meeting Via modern technology means at the Company’s headquarters located in Jeddah, Kingdom of Saudi Arabia
Date of the General Assembly's Meeting 2025-05-27 Corresponding to 1446-11-29
Time of the General Assembly’s Meeting 18:30
Percentage of Attending Shareholders 64.08%
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 with their names:

1- Sheikh Sabah Mohammed Abdulaziz Al Sabah (Board Member)

2- Mr. Ahmed Mohammed Hamed Al-Marzouki (Board Member)

3- Mr. Mussad Abdullah Abdulaziz Al-Nassar (Board Member)

4- Mr. Hani Abdulaziz Ahmed Saab (Board Member)

5- Mr. Ihab Ibrahim Mohamed Osman (Board Member)

6- Mr. Essam Saleh Ahmed Al Thukair (Board Member)

The following were unable to attend this meeting:

1- Sheikh Hamad Sabah Al-Ahmad (Chairman)

2- Mr. Saied Ahmed Saied Basamh (Vice-Chairman)

3- Mr. Faisal Hamad Al Ayyar (Board Member)

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf - Sheikh Sabah Mohammed Abdulaziz Al Sabah (Board Member - Chairman of Audit Committee)

- Sheikh Sabah Mohammed Abdulaziz Al Sabah (Board Member - Chairman of Executive Committee)

- Mr. Essam Saleh Ahmed Al Thukair (Board Member - Chairman of Remuneration & Nomination Committee)

Voting Results on the Items of the General Assembly's Meeting Agenda's 1- Reviewed and discussed the Board of Directors Annual Report for the fiscal year ended 31-12-2024.

2- Reviewed and discussed the Company’s Financial Statements for the fiscal year ended 31-12-2024.

3- Approved the External Auditors Report for the fiscal year ended 31-12-2024, post its discussion.

4- Approved the appointment of (PricewaterhouseCoopers - Pwc) as the external auditor for the Company among the nominees based on the recommendation of the Audit Committee, to review and audit the Company’s quarterly and annual financial statements for the second, third and annual periods of fiscal year ended 31-12-2025. In addition, the first quarter of the fiscal year ended 31-12-2026, for a fee of SAR 875,000.

5- Approved the disbursement of (SAR 3,600,000) as remuneration for the Board Members for the fiscal year ended 31-12-2024.

6- Approved releasing the Board Members from their liability for the fiscal year ended 31-12-2024.

7- Approved authorizing the Board of Directors to distribute interim dividends, either semi-annually or quarterly, for the fiscal year ended 31-12-2025.

8- Approved delegating the Board of Directors with the authority of the General Assembly as stated in paragraph (1) of Article 27 of the Companies Law for a period of one year from the date of the approval of the General Assembly or until the end of the term of the authorized Board of Directors, whichever is earlier, in accordance with the conditions set forth in the Implementing Regulation of the Companies Law for Listed Joint Stock Companies.

9- Approved the transactions and agreements made with Buruj Cooperative Insurance Co. (Saudi Arabia), where the Board Member, Mr. Ahmed Al Marzouki have an indirect interest in it. This agreement provides insurance services without preferential terms. These transactions for the fiscal year from 01-01-2024 to 31-12-2024 had a total value of SAR 9,582,350.

10- Approved the transactions and agreements with PKC Advisory, where the Chairman, Sheikh Hamad Sabah Al Ahmed, the Board Member, Mr. Faisal Hamad Al Ayyar, and the Board Member, Sheikh Sabah Mohammed Al-Sabah have indirect interest in it. This agreement provides consultancy services without preferential terms. These transactions for the fiscal year from 01-01-2024 to 31-12-2024 had a total value of SAR 1,758,723.

11- Approved the transactions and agreements made with Alternative Energy Projects Co., where the Chairman, Sheikh Hamad Sabah Al Ahmed, the Board Member, Mr. Faisal Hamad Al Ayyar, and the Board Member, Sheikh Sabah Mohammed Al-Sabah have indirect interest in it. This agreement is to handle the operation & maintenance of the solar rooftop photovoltaic energy system at Jeddah central warehouse without preferential terms. These transactions for the fiscal year from 01-01-2024 to 31-12-2024 had a total value of SAR 125,062.

12- Approved the transactions and agreements made with Specialized Food Services Co. (SFS), where the Vice-Chairman, Mr. Saied Ahmed Saied Basamh have indirect interest in it. This agreement to distribute specific SADAFCO products by SFS in the Foodservice channel without preferential terms. These transactions for the fiscal year from 01-01-2024 to 31-12-2024 had a total value of SAR 1,894,106.

13- Approved the participation of the Vice-Chairman Mr. Saied Ahmed Saied Basamh in a business competing with the Company's business.

14- Approved the amendment of the Audit Committee Charter.

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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