IssuerAnnouncementDetailsV2Portlet
The Board of Directors of Saudi Arabian Mining Company (Maaden) Invites its Shareholders to Attend the 13th Extraordinary General Assembly Meeting which includes the Increase of the company’s capital (First meeting) via modern technology means.
Element List | Explanation |
---|---|
Introduction | The board of directors of the Saudi Arabian Mining Company (Maaden) is pleased to invite its shareholders to participate and vote in the 13th Extraordinary General Assembly Meeting which includes the Increase of the company’s capital (the first meeting), which will be held on Tuesday dated 28/12/1446H corresponding to 24/06/2025) at 7PM remotely through contemporary technology using the Tadawulaty platform. |
City and Location of the Extraordinary General Assembly's Meeting | Through contemporary technology using the Tadawulaty platform (www.tadawulaty.com.sa), from Maaden's headquarter in Riyadh. |
Hyperlink of the Meeting Location | Click Here |
Date of the General Assembly's Meeting | 2025-06-24 Corresponding to 1446-12-28 |
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 (31) of Maaden's bylaws, the EGM will be quorate if attended by shareholders representing at least half (50%) of the share capital. |
Meeting Agenda | 1.1. Review and discuss the Board of Directors’ report for the fiscal year ended on 31st December 2024. 2. Vote on the External Auditors report for the fiscal year ended on 31st December 2024. 3. Review and discuss the Consolidated Financial Statements for the fiscal year ended on 31st December 2024. 4. Vote on the works and contracts conducted between Maaden and the Saudi Arabian Oil Company (“Saudi Aramco”) in which the following board members have an indirect interest H.E. Yasir AlRumayyan and Mohammed AlQahtani. A purchase agreement of raw materials and supplies during the fiscal year of 2024 with the amount of (2,193,939,354) two billion one hundred ninety-three million nine hundred thirty-nine thousand three hundred fifty-four Saudi riyals without preferential terms. (Attached) 5. Vote on the works and contracts conducted between Maaden and the Saudi Basic Industries Corporation (‘’SABIC’’), in which the following members of the Board of Directors have an indirect interest, which is: H.E. Yasir AlRumayyan and Mohammed AlQahtani. A marketing agreement during the fiscal year of 2024 with the amount of (3,353,067,602) three billion three hundred fifty-three million sixty-seven thousand six hundred two Saudi riyals without preferential terms. (Attached) 6. Vote on the works and contracts conducted between Maaden and Public Investment Fund (PIF), in which the following member of the Board of Directors has an indirect interest, which is: H.E. Yasir Al-Rumayyan. A finance cost incurred on long term borrowings from PIF during the fiscal year of 2024 with the amount of (406,872,121) four hundred six million eight hundred seventy-two thousand one hundred twenty-one Saudi Riyals without preferential terms. (Attached) 7. Vote on the works and contracts conducted between Maaden and Future Investment Initiative Institute (FII), in which the following members of the Board of Directors have an indirect interest, which is: H.E. Yasir Al-Rumayyan. A sponsorship contract for the eighth edition of the FII during the fiscal year of 2024 with the amount of (5,625,000) five million six hundred and twenty-five thousand Saudi riyals without preferential terms. (Attached) 8. Vote on the works and contracts conducted between Maaden and the Saudi Mining Services Company in which the following members of the Board of Directors have an indirect interest, which is: H.E. Khalid Al-Mudaifer, A sponsorship contract for the Future Mining Conference in its fourth edition during the fiscal year of 2024 with the amount of (6,000,000) six million Saudi riyals without preferential terms. (Attached) 9. Vote on the works and contracts will be conducted between Maaden and LIV Golf, in which the following member of the Board of Directors has an indirect interest, which is: H.E. Yasir Al-Rumayyan. A sponsorship contract for five years with an amount of (56,250,000) Fifty-six million, Two hundred fifty thousand Saudi riyals per year or (281,250,000) two hundred eighty-one million two hundred fifty thousand Saudi riyals for the five-year period during the fiscal year of 2025 without preferential terms. (Attached) 10. Vote on the discharge of the Board of Directors from liabilities for their management of the company during the financial year ended on 31st December 2024. 11. Vote to pay the amount of (13,155,410) Thirteen Million One Hundred Fifty-Five Thousand and Four hundred and Ten Saudi Riyals as remuneration of the Board of Directors & Committees members for the fiscal year ended on 31st December 2024. 12. Delegate the Board of Directors with the authority of the Ordinary General Assembly to grant the license mentioned in paragraphs 1 and 2 of Article 27 of the Companies Law for a period of one year from the date of the assembly's approval to approve the works and contracts for Maaden, provided that the total amount of the work or contract during the fiscal year is less than 1% of the company's revenues according to the latest audited financial statements and less than 10 million Saudi Riyals. 13. Vote on increasing Maaden's share capital from thirty-eight billion twenty seven million eight hundred fifty eight thousand and seven hundred and ten Saudi Riyals (38,027,858,710) to thirty eight billion eight hundred eighty seven million six hundred thirty four thousand one hundred and eighty Saudi Riyals (38,887,634,180), representing an increase percentage amounting to (2.26%) of Maaden's current share capital, and increasing its shares from three billion eight hundred two million seven hundred eighty five thousand and eight hundred and seventy one (3,802,785,871) ordinary shares to three billion eight hundred eighty eight million seven hundred sixty three thousand and four hundred and eighteen (3,888,763,418) ordinary shares through issuing eighty five million nine hundred seventy seven thousand five hundred forty seven (85,977,547) new ordinary shares with a par value of ten Saudi Riyals (10) per share for the Sellers for the purpose of acquiring all the shares held by AWA Saudi in MBAC, being one hundred twenty eight million and ten thousand (128,010,000) ordinary shares, representing twenty five point one per cent. (25.1%) of the entire issued share capital of MBAC, and all the shares held by Alcoa Saudi in MAC, being one hundred sixty-five million one thousand and one hundred and twenty-five (165,001,125) ordinary shares, representing twenty-five point one per cent. (25.1%) of the entire issued share capital of MAC. in accordance with the terms and conditions of the Share Purchase and Subscription Agreement entered into between Maaden, Alcoa Corporation (in its capacity as the guarantor) and the Sellers, for the purpose of executing the Transaction, on 12/03/1446H (corresponding to 15/09/2024G) (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 Maaden, Alcoa Corporation (in its capacity as the guarantor) and the Sellers on 12/03/1446H (corresponding to 15/09/2024G). b) Increasing Maaden’s share capital from thirty eight billion twenty seven million eight hundred fifty eight thousand and seven hundred and ten Saudi Riyals (38,027,858,710) to thirty eight billion eight hundred eighty seven million six hundred thirty four thousand one hundred and eighty Saudi Riyals (38,887,634,180) 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 article eight (8) of the company's bylaws related to Subscription in Company Shares. d) Authorization of the board of directors of Maaden, or any person authorized by the board of directors, to adopt any resolution or take any action as may be necessary to implement this resolution. (Attached is the shareholders’ circular regarding the increase in the company’s capital for the purpose of acquisition, published on the company’s website) |
Proxy Form | ![]() |
The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | Shareholders are entitled to discuss matters listed in the agenda of the Extraordinary General Assembly and raise relevant questions, noting that the voting is available free of charge for all Shareholders via: http://tadawulaty.com.sa |
Details of the electronic voting on the Assembly’s agenda | The shareholders who are registered in Tadawulaty Services will be able to remotely vote on the items of the Extraordinary General Assembly electronically starting from 01:00AM on Friday 24/12/1446H (corresponding to 20/06/2025G) until the end of the Assembly Meeting’s time. Registration and voting via Tadawulaty Services will be available and free of charge for all shareholders through the following link: www.tadawulaty.com.sa |
Method of Communication in Case of Any Enquiries | If there are any enquiries regarding the General Assembly agenda, please contact the Governance and Market Compliance Department at: Tel: 0112432085, 0112832093 E-mail: MarketCompliance@maaden.com.sa |
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.