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BAAN Holding Group Co. Announces the Results of the Ordinary General Assembly Meeting (First Meeting)
| Element List | Explanation |
|---|---|
| Introduction | BAAN Holding Group Co. Pleased to announces the Results of the Ordinary General Assembly Meeting (First Meeting), which was held virtually at 19:00PM on Sunday dated 05/12/1446 corresponding to 01/06/2025G after securing the required quorum. |
| City and Location of the General Assembly's Meeting | Riyadh – through modern technological means . |
| Date of the General Assembly's Meeting | 2025-06-01 Corresponding to 1446-12-05 |
| Time of the General Assembly’s Meeting | 19:00 |
| Percentage of Attending Shareholders | 51.01% |
| 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. Sami Abdulmohsen Al Hokair(Chairman of the Board) 2. Faisal Mohammed Al Malek (Vice President) 3. Fahad Mohammed Al Obailan (Member) 4. Salem Ali Al-Shahrani (Member) 5. Yanal Mowafaq Al-Saudi (Member) 6. Nabil Dawood Al-Hoshan (Member) 7. Mishaal Ibrahim Al-Shunaifi (Member) |
| 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 committee heads attended the meeting: 1. Yanal Mowafaq Al-Saudi - Chairman of the Audit Committee 2. Sami Abdulmohsen Al Hokair- Chairman of the Executive Committee 3. Nabil Dawood Al-Hoshan - Chairman of the Nominations and Remuneration Committee |
| Voting Results on the Items of the General Assembly's Meeting Agenda's | 1. Approval on the auditor’s report for the fiscal year ending on 31 December 2024, after discussion. 2.Reviewed and discussed the financial statements for the fiscal year ending on 31 December 2024. 3.Reviewed and discussed the Board of Directors’ report for the fiscal year ending on 31 December 2024. 4.Approval on the discharge of the Board of Directors from liability for the fiscal year ending on 31 December 2024. 5.Approval on the disbursement of an amount of (1,649,550 SR) as remuneration to the Board members for the fiscal year ending on 31 December 2024. 6.Approval on authorizing the Board of Directors with the authority of the Ordinary General Assembly and the license stated in paragraph (1) of Article (27) of the Companies Law, for a period of one year from the date of the General Assembly’s approval or until the end of the authorized board term, whichever is earlier, in accordance with the provisions of the Implementing Regulations of the Companies Law for Joint Stock Companies. 7.Approval on authorizing the Board of Directors with the authority of the Ordinary General Assembly and the license stated in paragraph (2) of Article (27) of the Companies Law, for a period of one year from the date of the General Assembly’s approval or until the end of the authorized board term, whichever is earlier, in accordance with the provisions of the Implementing Regulations of the Companies Law for Joint Stock Companies. 8. Approval on amending the remuneration policy of the Board of Directors and its committees and Executives. 9. Approval on amending the policy for standards and procedures of Board membership. 10. Approval on amending the Audit Committee Charter. 11. Approval on amending the Nomination and Remuneration Committee Charter. 12.Approval on the Policy of Controls and Standards for Competing Business Activities. 13. Approval on the transactions and contracts conducted between the company and Abdulmohsen Al Hokair Holding Group, in which the former Chairman Mr. Majid Al Hokair, Chairman Mr. Sami Al Hokair, and Vice Chairman Mr. Faisal Al Malek have an indirect interest. These contracts are lease agreements without preferential terms or benefits, with a total transaction value for the year 2024 amounting to SAR 44,770,301. 14. Approval on the transactions and contracts conducted between the company and Abdulmohsen Al Hokair Holding Group, in which the former Chairman Mr. Majid Al Hokair, Chairman Mr. Sami Al Hokair, and Vice Chairman Mr. Faisal Al Malek have an indirect interest. These contracts are service agreements without preferential terms or benefits, with a total transaction value for the year 2024 amounting to SAR 7,214,047. 15. Approval on the participation of Board Member Mr. Sami Al Hokair in competing businesses. 16. Approval on the participation of Board Member Mr. Faisal Al Malek in competing businesses. 17. Approval on the participation of Board Member Mr. Salem Al-Shahrani in competing businesses. |
| Additional Information | We are pleased to receive your inquiries by contacting the Investor Relations Department through the following channels: Phone: 0114134444 Email: IR@baanholding.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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