IssuerAnnouncementDetailsV2Portlet
SHL Finance Co. Announces the Results of the Ordinary General Assembly Meeting (First Meeting)
Element List | Explanation |
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Introduction | The Board of Directors of SHL Finance Company is delighted to announce to its respectable Shareholders the results of the General Shareholders meeting (First meeting) upon the required quorum to convene the assembly was met. |
City and Location of the General Assembly's Meeting | The Company Head Office at King Abdulaziz Road, the meeting was held by technical means only. |
Date of the General Assembly's Meeting | 2025-06-30 Corresponding to 1447-01-05 |
Time of the General Assembly’s Meeting | 18:45 |
Percentage of Attending Shareholders | 90.066 |
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | 1- Mr. Yousef Abdulla Alshelash - Board Chairman, head the assembly meeting. 2- Mr. Obaid Al-Rasheed - Board Vice Chairman. 3- Mr. Mohammed Abdurrahman Al- Ghannam – Board Member. 4- Mr. Kamal Bin Amin Khodr – Board Member. 5- Mr. Ayham Bin Mohammed Al Yousef -Board Member. 6- Mr. Ziad Naeem El Cha’ar - Board Member. 7- Mr. Faris Al-Rashid Al-Humaid – Board Member. 8- Mr. Abdulelah Saleh Al Sheikh – Board Member. 9- Dr. Ahmed S. Al-Dehailan – Board Member. 10- Mr. Ibrahim Abdulla Aljasir – 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 | 1- Dr. Mohammed Bin Suleiman Al Aqeel – Chairman of the Audit Committee. 2- Mr. Kamal Bin Amin Khodr – Chairman of the Executive Committee & Chairman of the Credit & Risk Management Committee. 3- Mr. Ayham Bin Mohammed Al Yousef - Chairman of the Nomination & Remuneration Committee. |
Voting Results on the Items of the General Assembly's Meeting Agenda's | 1- The Board of Directors Report for the fiscal year ended 31st December 2024 was reviewed & discussed. 2- The Financial Statements for the fiscal year ended 31st December 2024 was reviewed & discussed. 3- Approval of the External Auditors Report for the fiscal year ended 31st December 2024 after discussion 4- Approval of absolving the members of the Board of Directors from liabilities for the fiscal year ended 31st December 2024. 5- Approval of the appointment of the company’s auditor MS/ Deloitte & Touché & Co, from among the candidates based on the Audit Committee recommendation to examine, review, and audit the financial statements for the second, third and annual financial statements for the year 2025, and the first quarter of the year 2026, with a total fee of SR1,045,000 (excluding VAT). 6- Approval of the distribution of remuneration for the Board members for total amount of (2,806,000) two million eight hundred six thousand for the year ended 31st December 2024. 7- Approval of the distribution of remuneration for the Board Committees members for total amount of (2,046,000) two million forty-six thousand for the year ended 31st December 2024. 8- Approval of delegating the Board of Directors to distribute Interim Profits on Quarterly or Simi Annual basis for the year ended December 2025. 9- Approval of the contracts & transactions for the year ended 31st December 2024, made between the company and the Arab National Bank as a related party, which the Board member Mr. Obaid Abdullah Alrasheed ( none executive member) had indirect interest, related to the banking facilities (Islamic Tawarruq financing) obtained from the Arab National Bank, with a total balance of 1.74 billion Saudi riyals as of December 31st , 2024, along with the consequences of these facilities such as burdens and costs in the amount of 134.3 million Saudi riyals during the same year and on the basis of the SIBOR plus profit margin, the contract is considered as continuous dealings which is subject to annual renewal and made in the ordinary course of the company business without any privilege conditions or terms. 10- Approval of the contracts & transactions for the year ended 31st December 2024 made between the company and the Arab National Bank as a related party, which the Board member Mr. Obaid Abdullah Alrasheed (none executive member) had indirect interest, related to fair value of derivative financial instruments and hedging profit, which was canceled in January 2024. The total hedging losses during 2024 amounted to SAR 0.95 million. These are ongoing transactions, conducted in the ordinary course of business under prevailing market terms without any preferential conditions. 11- Approval of the contracts & transactions for the year ended 31st December 2024 made between the company and the Arab National Bank as a related party, which the Board member Mr. Obaid Abdullah Alrasheed (none executive member) had indirect interest, relating to fees for establishing deferred contracts through Arab National Bank. The Company will amortize these fees on monthly basis until the end of these contracts. During 2024, the balance of the unamortized portion of the fees paid to Arab National Bank amounted to 9.8 million Saudi Riyals as of December 31, 2024. That is considered as continuous dealings which is subject to annual renewal and made in the ordinary course of the company business without any preferential conditions or terms. 12- Approval of the contracts & transactions for the year ended 31st December 2024, made between the company and the Arab National Bank as a related party, which the Board member Mr. Obaid Abdullah Alrasheed (none executive member) had indirect interest, related to administrative service fees, provided by SHL Finance Company related to real estate financing contracts sold to the Arab Bank during 2014, according to the asset sale agreement signed with the Arab National Bank. The inclusive service revenues during the year 2024 were amounted to 3.4 million Saudi riyals, net after deducting the costs of services, and the balance of service fees due from the Arab National Bank was amounted to 0.3 million Saudi riyals as of December 31st, 2024. The contract is considered as continuous dealings which is subject to annual renewal and made in the ordinary course of the company business without any preferential conditions or terms. 13- Approval of the contract & transactions for the year ended 31st December 2024 made between the company and the Arab National Bank as a related party, which the Board member Mr. Obaid Abdullah Alrasheed (none executive member) had indirect interest, related to the service level agreement for Sharia supervision, on January 1, 2022, the company signed a service level agreement (SLA) with the Arab National Bank regarding assigning the tasks of Sharia compliance and Sharia Audit, for two years, at an amount of 10 thousand Saudi riyals monthly, and there was no any due balance as of 31st December 2024, the contract is considered as continuous dealings which is subject to annual renewal and made in the ordinary course of the company business without any preferential conditions or terms. 14- Approval of the contracts & transactions for the year ended 31st December 2024 made between the company and Dar Al Arkan Real Estate Development Company as a related party, which Board member Mr. Yousef Abdullah Al Shelash (none executive member) had indirect interest, relating to finance DAR clients to purchase ready housing units within the housing projects developed by Dar Al Arkan Real Estate Development Company. The total value of the units purchased from Dar Al Arkan Real Estate Development Company and financed to customers during the year 2024 was amounted to 2.2 million Saudi riyals, the contract is considered as continuous dealings which is subject to annual renewal and made in the ordinary course of the company business without any preferential conditions or terms. 15- Approval of the contracts & transactions for the year ended 31st December 2024 made between the company and the shareholder, Tharawat Real Estate Assets Company, which the Board member Mr. Yousef bin Abdullah Al-Shelash, (none executive member) has an indirect interest, and these amounts are represented the rental value for offices space Nos. (004/103/104/303/304) rented by the company’s Head Offices in Madarat Towers located in Riyadh, Al-Wazarat district, with a total area of 1961 m2, according to the agreement signed between the company and Tharawat Real Estate Assets Company on 01/01/2020. The rents paid for the year 2024 were amounted to 2.2 million Saudi riyals, the contract is considered as continuous dealings which is subject to annual renewal and made in the ordinary course of the company business without any preferential conditions or terms. 16- Approval of the contracts & transactions for the year ended 31st December 2024 made between the company and Quara Digital Company for technical support services, in which the Board member Mr. Youssef bin Abdullah Al-Shelash, (none executive member) has an indirect interest. Whereas, on 22/08/2022, the company signed an annual technical support services agreement with Quara Digital Company for technical support services, in order to provide the necessary technical support for the company. The fees paid to Quara Digital Company for technical support services during the year 2024 were amounted to 0.125 million Saudi riyals, the contract is considered as continuous dealings which is subject to annual renewal and made in the ordinary course of the company business without any preferential conditions or terms. 17- Approval of the contracts & transactions for the year ended 31st December 2024 made between the company and Al-Khair Capital, in which Chairman Mr. Yousef bin Abdullah Al Shelash (none executive member) has an indirect interest, relating to Murabaha deposits during 2024. The company signed Murabaha deposits Agreement with Al-Khair Capital as part of its strategy to utilize its cash liquidity. The balance of Murabaha deposits as of 31st December 2024, was SAR 7.4 million and the profit gained was 1.27 million Saudi Riyals. These are ongoing transactions renewed annually, conducted in the ordinary course of business under prevailing market terms without any preferential conditions. |
Additional Information | For any inquires please contact the Investor Relations during the official working hours through Phone number: 0118747982 or email: IR@shlfinanace.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.