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Natural Gas Distribution Co. announces to Invites its Shareholders to Attend the ( First Meeting ) Extraordinary General Assembly Meeting

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Introduction The Board of Directors of the Natural Gas Distribution Company is pleased to invite the honorable shareholders to participate and vote in the Extraordinary General Assembly meeting (the first meeting), which is scheduled to be held via modern technology means, on Wednesday 9 Dhu al-Qa’dah 1443 AH corresponding to June 8, 2022 AD at 19:30 pm
City and Location of the General Assembly's Meeting The company's headquarters - by means of modern technology (remotely)
URL for the Meeting Location www.tadawulaty.com.sa
Date of the General Assembly's Meeting 2022-06-08 Corresponding to 1443-11-09
Time of the General Assembly's Meeting 19:30
Attendance Eligibility Shareholders Registered in the Issuer’s Shareholders Registry in the Depository Centre At the End of the Trading Session Preceding the General Assembly’s Meeting as per Laws and Regulations
Quorum for Convening the General Assembly's Meeting The Extraordinary General Assembly meeting shall be valid if attended by shareholders representing at least half of the capital. If the necessary quorum is not available to hold this meeting, the second meeting will be held an hour after the end of the period specified for convening the first meeting, and the second meeting shall be valid if attended by shareholders representing a quarter of the capital. at least.
General Assembly Meeting Agenda 1. Vote on the Board of Directors’ report for the fiscal year ending on December 31, 2021 AD.

2. Vote on the company’s auditor’s report for the fiscal year ending on December 31, 2021 AD.

3. Vote on the financial statements for the fiscal year ending on December 31, 2021 AD.

4. Vote to absolve the members of the Board of Directors from liability for the fiscal year 2021 AD.

5. To vote on appointing the company’s auditor from among the candidates based on the recommendation of the Audit Committee, in order to examine, review and audit the financial statements for the first, second, third and annual quarters of the fiscal year 2022 AD, and the first quarter of the fiscal year 2023 AD, and determine his fees.

6. Vote on updating the remuneration policy for the members of the Board of Directors and the committees emanating from the Board and the Executive Management (attached).

7. Vote on authorizing the Board of Directors to distribute interim dividends on a semi-annual or quarterly basis for the fiscal year 2022 AD.

8. Vote on the Board of Directors’ recommendation to distribute cash dividends to shareholders for the year 2021, amounting to (2,500,000) Saudi riyals at (0.50) riyals per share, and at a rate of (5%) of the company’s capital of (50,000,000) Saudi riyals. Provided that the eligibility is for the shareholders who own shares at the end of trading on the day of the general assembly meeting and who are registered in the company’s shareholders register with the Securities Depository Center Company (Depository Center) at the end of the second trading day following the due date, provided that the dividend distribution date will be announced later.

9. Amending Article No. (2) of the Articles of Association relating to the name of the company (attached).

10. Amending Article No. (3) of the Articles of Association related to the objectives of the company (attached).

11. Amending Article No. (8) of the Articles of Association related to subscribing to shares (attached).

12. Amending Article No. (13) of the Articles of Association relating to the Shareholders' Register (attached).

13. Amending Article No. (14) of the Articles of Association relating to share certificates (attached).

14. Amending Article No. (19) of the statute relating to the vacant position in the Council (attached).

15. Amending Article No. (47) of the Articles of Association relating to the distribution of profits (attached).

Proxy Form
E-Vote Note that the registered shareholders in the Tadawulati services will be able to vote remotely on the items of the assembly, starting from ten in the morning on (Saturday) 04/11/1443 AH corresponding to 03/06/2022 AD until the end of the time of the assembly, and registration and voting in the Tadawulati services will be available and free for all Shareholders using the following link: www.tadawulaty.com.sa
Eligibility for Attendance Registration and Voting Eligibility for Registering the Attendance of the General Assembly’s Meeting Ends upon the Convenience of the General Assembly’s Meeting. Eligibility for Voting on the Business of the Meeting Agenda Ends upon the Counting Committee Concludes Counting the Votes
Method of Communication In the event of any inquiries or questions regarding the assembly’s agenda, we would like to communicate with the Investors Department:

Phone: 001-4982629

Email: info@ngdc.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.

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