Jazan Energy and Development Co. Announces the Results of the Extraordinary General Assembly Meeting (Second Meeting)

27/12/2023 Tadawul
Element List Explanation
Introduction Jazan Energy and Development Company announces the results of the Extraordinary General Assembly Meeting (Second Meeting), which was held at 19:30 Tuesday 13-06-1445 AH corresponding to 26-12-2023 AD, where the quorum for the first meeting was not completed and the second meeting was held an hour after the time specified for the first meeting with an attendance rate of 25.22%, as the quorum for the second meeting is the presence of a number of shareholders representing at least 25% of the capital.
City and Location of the General Assembly's Meeting By using modern technology from the company's headquarter in Jazan
Date of the General Assembly's Meeting 2023-12-26 Corresponding to 1445-06-13
Time of the General Assembly's Meeting 19:30
Percentage of Attending Shareholders 25.22
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 with their names:

 

1) Dr. Sultan Abdulaziz AlMubarak (Chairman)

2) Mr. Feras Khalid Albawardi (Vice Chairman)

3) Mr. Abdulelah Mulhem Al-Mofeez (Board Member)

4) Mr. Majed Abdullah Alissa (Board Member)

5) Mr. Turki Ahmed Alobilan (Board Member)

6) Mr. Mohammed Abdullah Alkhttaf (Board Member)

7) Miss. Bedor Nasser Al-Rashoudi (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 The meeting was attended by the following heads of the sub-committees emanating from the Board of Directors:

 

1) Mr. Feras Khalid Albawardi (Chairman of the Executive and Investment Committee)

2) Mr. Turki Ahmed Alobilan (Chairman of the Audit Committee - Chairman of the Nomination and Remuneration Committee)

Voting Results on the Items of the General Assembly's Meeting Agenda's 1) Approved on the amendment of the Audit Committee’s Regulations.

 

2) Approved on the amendment of the Nominations and Remuneration Committee’s Regulation.

3) Approved on amending the list of policies, standards, and procedures for membership in the Board of Directors.

4) Approved on amending the remuneration and compensation policy regulation.

5) Approved on amending Article No. (2) of the company’s bylaws relating to the company’s name.

6) Approved on the amendment to article (3) of the company’s bylaws on the business and purpose of the company.

7) Approved on the amendment to article (6) of the company’s bylaws concerning the term of the company.

8) Non-Approved on dividing the company’s shares according to the following:

• Nominal value per share before amending: (10 SAR)

• Nominal value of the share after amendment: (1 SAR).

• Number of shares before amendment: (50,000,000 shares).

• Number of shares after amendment: (500,000,000 shares).

• There is no change in the company’s capital before and after the division of the shares.

• In the event of approval of the item, the division resolution will be effective on all the shareholders of the company who own the shares on the day of the extraordinary general assembly and who are registered in the company's shareholders register at the Securities Depository Center Company (Edaa) at the end of the second trading day following the date of the extraordinary general assembly in which the division of shares was decided. The effect of the resolution on the share price will be applied starting from the working day following the General Assembly, provided that the number of shares will be applied in the shareholders portfolios at the end of the second trading day following the date of the Extraordinary General Assembly in which the division of the shares was decided.

• Amending Article (7) of the company’s bylaws relating to the company’s capital.

9) Approved on the amendment to article (17) of the company’s bylaws related to company management.

10) Approved on the amendment to article (20) of the company’s bylaws related to the power of the council.

11) Approved on the amendment to article (22) of the company’s bylaws concerning the powers of the Chairman, the deputy, the managing director, and the secretary.

12) Approved on the amendment to article (47) of the company’s bylaws relating to the distribution of the profits.

13) Approved on amending the company’s system in line with the new company system rearranging the articles of the system and numbering them to comply with the proposed amendments.

14) Approved on the recommendation of the Board of Directors to use part of the statutory reserve of (85,409,994 SAR) to amortize the company's accumulated losses of (29,724,136 SAR), representing 5.94% of the capital as in the financial statements for the year ended 31-12-2022, and transfer the remaining amounts of (55,686,858 SAR) to the retained earnings account.

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