Al-Andalus Property announces the results of the 15th Ordinary General Assembly (First Meeting)

02/06/2021 Tadawul
ELEMENT LIST EXPLANATION
Introduction The Board of Directors of Al-Andalus Property is pleased to announce the results of the 15th Ordinary General Assembly (first meeting).
City and Location of the General Assembly's Meeting The Ordinary General Assembly has been held remotely via modern technology.
Date of the General Assembly's Meeting 2021-06-01 Corresponding to 1442-10-20
Time of the General Assembly's Meeting 19:00
Percentage of Attending Shareholders 57.90
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees The meeting was attended by the following members of the Board of Directors:

 

1.Mr. AbdulSalam bin Abdul Rahman Al-Aqil (Chairman of the Board).

2.Eng. Saleh bin Muhammad Al Habib (Vice Chairman)

3.Mr. Ahmed bin Abdul Rahman Al-Mousa (Board Member)

4.Mr. Mohammed bin Abdul Mohsen Al-Zakri (Board Member).

5.Dr. Abdul Rahman bin Muhammad Al-Barrak (Board Member)

6.Dr. Sulaiman bin Ali Al-Hudhaif (Board Member).

7.Mr. Emad bin Hamoud Al-Otaibi (Board Member).

8. Mr. Abdullah Abdulaziz Al Mishaal (Board Member).

9. Mr. Hathal bin Saad Al-Otaibi (Board Member and CEO)

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf The meeting was attended by the following committees chairmen:

 

1.Dr. Abdul Rahman bin Muhammad Al-Barrak (Chairman of Audit Committee)

2.Dr. Sulaiman bin Ali Al-Hudhaif (Chairman of Nomination and Remuneration Committee)

Voting Results on the Items of the General Assembly's Meeting Agenda's 1. Approved on the Board of Directors’ report for the fiscal year ending on 31/12/2020.

 

2. Approved on the report of the Company’s auditor for the fiscal year ending on 31/12/2020.

 

3. Approved on the consolidated financial statements for the fiscal year ending on 31/12/2020.

 

4. Approved on discharging the board members from liability for the fiscal year ending on 31/12/2020.

 

5. Approved the appointment of AlFozan & Partners KPMG (Certified Public Accountants) to be the auditor of the Company’s accounts from among the names recommended by the Audit Committee to examine, review and audit the financial statements for quarter 2, quarter 3, and the annual statements of the fiscal year 2021, and those of quarter 1, 2022, and determine its fees.

 

6. Approved the Board’s recommendation to distribute dividends to shareholders for the fiscal year 2020 in the amount of SAR 35,000,000, i.e. Fifty halalas per share, representing 5% of the share nominal value. However, entitlement to dividends shall be to shareholders who are registered in the Company’s shareholders register at the Securities Depository Center Company upon the close of trading on the date of the Company's general assembly meeting Dividends will be transferred to the accounts linked with the respective portfolios of eligible shareholders by 13 June 2021 through the Securities Depository Center Company - Edaa - If dividends are not received on that date, the shareholder may contact with Investor Relations Department, Tel: 011 4700735, ext. 888, or through email: IR@alandalus.com.sa.

 

 

7. Approved on authorizing the Board to pay semi-annual or quarterly dividends for the fiscal year 2021,

 

8. Approved on the transactions and contracts (management contract) that have been concluded between the Company and Hayat Real Estate Co. (sister company), in which the Vice Chairman of the Board, Engineer/ Saleh Bin Muhammad Al-Habib, has an indirect interest as a member of the board of Hayat Real Estate Company. Also, the board member, Mr. Hathal bin Saad Al-Otaibi, has an indirect interest as a member of the board of Hayat Real Estate Co. According to the contract, the Company will manage Hayat Mall Center and charge Hayat Real Estate Co its prorated share of direct general and administrative expenses related to the management of the Center, without any extra charges or fees. The term of the contract is five calendar years commencing from 2/8/2020G, which is automatically renewable. The total amounts charged to Hayat Real Estate Co. being its share of direct general and administrative expenses related to the management of this center during 2020 stood at SAR 16,916,839. No preferential terms in this contract.

 

9. Approved on the transactions and contracts that have been concluded between the Company and Hayat Real Estate Co. (sister company), in which the Vice Chairman of the Board Eng. Saleh bin Muhammad Al-Habib, as a member of the Board of Directors of Hayat Real Estate Company, has an indirect interest as a member of the board of Hayat Real Estate Co. Also, Mr. Hathal bin Saad Al-Otaibi, has an indirect interest as a member of the board of Hayat Real Estate Co. According to the contract, Alandalus Property will manage, operate and lease out the commercial center of the Company in Riyadh, “Hayat Mall”, in return for specific fees set out in the contract (certain percentages of the Mall’s total income and the amounts collected from the tenants). The term of the contract is from 01/01/2021 to 31/12/2022, which is renewable automatically. The total amounts due to Alandalus Property Co. in 2020G for management, operation and leasing services stood at SR 4,501,418. No preferential terms in this contract..

 

 

10. Approved on delegating the board of directors the power of the Ordinary General Assembly under Paragraph (1) of Article 71 of the Companies Law to the Board of Directors for one year from the date of the Ordinary General Assembly’s approval until the end of the term of the concerned Board of Directors, whichever is earlier, subject to the terms set out in the implementing rules and regulations of the Companies Law applicable to listed joint stock companies.

 

11. Approved on engagement by the Chairman, Mr. Abdulsalam bin Abdulrahman Al-Aqeel, in a business that is competitive to that of the Company.

 

 

12. Approved on engagement by vice chairman, Eng. Saleh bin Mohammad Al Habib in a business that is competitive to that of the Company .

 

13. Approved on engagement by board member, Mr. Ahmad bin Abdulrahman Al-Mousa, in a business that is competitive to that of the Company .

 

14. Approved on engagement by board member, Mr. Mohammad Abdulmohsen Al-Zakari, in a business that is competitive to that of the Company .

 

15. Approved on engagement by board director, Mr. Hathal bin Saad Al-Otaibi, in a business that is competitive to that of the Company.

Additional Information For any inquiries, please contact the Investor Relations Department, 011 47700 735, Ext. 888 Mobile: 0551135356 Email : IR@alandalus.com.sa

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