Yamama Cement Company invites its shareholders to attend the Extraordinary General Assembly Meeting (first meeting) by means of modern technology
Element List | Explanation |
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Introduction | The Board of Directors of Yamama Cement Company is pleased to invite esteemed shareholders to participate and vote on the items of the 20th Extraordinary General Assembly Meeting (First Meeting) of the company through modern technology means (using the Tadawulaty system). |
City and Location of the General Assembly's Meeting | Riyadh - The company's headquarters manages operations through modern technological means (using the Tadawulaty system). |
Hyperlink of the Meeting Location | Click Here |
Date of the General Assembly's Meeting | 2025-04-14 Corresponding to 1446-10-16 |
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 | Every shareholder registered in the company's shareholder register at the Securities Depository Center by the end of the trading session preceding the General Assembly meeting has the right to attend the assembly meeting in accordance with the applicable regulations and laws. Shareholders have the right to discuss the agenda items and raise their inquiries.
The eligibility for registering attendance at the assembly meeting ends at the time of the meeting's commencement, while the right to vote on the assembly's agenda items for attendees ends once the ballot counting committee completes the vote count. |
Quorum for Convening the General Assembly's Meeting | The legal quorum for holding an extraordinary general assembly is the attendance of shareholders representing at least half of the company’s capital. If the quorum required for holding the first meeting is not met, a second meeting will be held one hour after the end of the period specified for holding the first meeting. The second meeting will be valid if attended by shareholders representing at least a quarter of the capital. |
General Assembly Meeting Agenda | 1. Review and discuss the Board of Directors' report for the financial year ending on 31-12-2024.
2. Review and discuss the financial statements for the financial year ending on 31-12-2024. 3. Vote on the auditor's report for the financial year ending on 31-12-2024 and discuss it. 4. Vote to discharge the members of the Board of Directors from liability for the financial year ending on 31-12-2024. 5. Vote on the appointment of the company’s auditor from the list of nominees based on the recommendation of the Audit Committee to audit, review, and verify the financial statements for the second, third, and annual quarters of the 2025 financial year, as well as the first quarter of the 2026 financial year, and to determine the auditor's fees. 6. Vote on the Board of Directors' recommendation to distribute cash dividends amounting to SAR 202,500,000 to the shareholders for the financial year ending on 31 December 2024, at a rate of SAR 1.00 per share, which represents 10% of the nominal value of the share, with entitlement to shareholders holding shares at the end of the trading day on the date of the General Assembly meeting and registered in the company's shareholder registry at the Securities Depository Center (Edaa) by the end of the second trading day following the entitlement date. Dividends will be distributed on Sunday, May 04, 2025. 7. Vote on the transactions and contracts between the company and the Yemeni-Saudi Cement Company, in which the Chairman of the Board, Prince Naif bin Sultan bin Mohammed bin Saud Al-Kabir, has an indirect interest, related to security expenses for the factory in Yemen during the year 2024, with no preferential terms, amounting to SAR 57,000. (Attached) 8. Vote on the transactions and contracts between the company and Arabian Shield Insurance Company, in which the Chairman of the Board, Prince Naif bin Sultan bin Mohammed bin Saud Al-Kabir, and Vice Chairman of the Board, Engineer Abdullah bin Abdulrahman Al-Obaikan, have an indirect interest, related to cooperative insurance during the year 2024, with no preferential terms, amounting to SAR 17,381,000. (Attached) 9. Vote on the transactions and contracts between the company and Saudi Mobile Telecommunications Company "Zain," in which the Chairman of the Board, Prince Naif bin Sultan bin Mohammed bin Saud Al-Kabir, has an indirect interest, related to providing telecommunications services during the year 2024, with no preferential terms, amounting to SAR 1,833,000. (Attached) 10. Vote on the transactions and contracts between the company and Al-Obaikan Digital Solutions (Shamil), in which the Vice Chairman of the Board, Engineer Abdullah bin Abdulrahman Al-Obaikan, has a direct interest, related to the development of purchasing services during the year 2024, with no preferential terms, amounting to SAR 748,000. (Attached) 11. Vote on the transactions and contracts between the company and Sahil Al-Madar Trading Company, in which the Vice Chairman of the Board, Engineer Abdullah bin Abdulrahman Al-Obaikan, has a direct interest, related to the development of logistical services during the year 2024, with no preferential terms, amounting to SAR 5,129,000. (Attached) 12. Vote on the payment of SAR 2,100,000 as remuneration to the members of the Board of Directors for the financial year ending on 31-12-2024. 13. Vote on amending the compensation policy of the Board of Directors, its committees, and the Executive Board. (Attached) 14. Vote on the amendment of the Board of Directors' membership policy. (Attached) 15. Vote on the amendment of Article (4) of the company’s bylaws related to the company’s purposes. (Attached) 16. Vote on the amendment of Article (5) of the company’s bylaws related to participation and ownership. (Attached) 17. Vote on the amendment of Article (6) of the company’s bylaws related to the company’s duration. (Attached) 18. Vote on the amendment of Article (7) of the company’s bylaws related to capital. (Attached) 19. Vote on the amendment of Article (8) of the company’s bylaws related to subscribing to shares. (Attached) 20. Vote on the cancellation of Article (10) of the company’s bylaws related to the sale of unfulfilled value shares. (Attached) 21. Vote on the amendment of Article (12) of the company’s bylaws related to the sale of treasury shares. (Attached) 22. Vote on the amendment of Article (18) of the company’s bylaws related to the company’s management. (Attached) 23. Vote on the amendment of Article (22) of the company’s bylaws related to the remuneration of board members. (Attached) 24. Vote on adding items to Article (23) of the company’s bylaws related to the powers of the president, vice president, and secretary. (Attached) 25. Vote on the amendment of Article (41) of the company’s bylaws related to the entitlement to profits. (Attached) 26. Vote on the addition of a new article in the company's articles of association related to profit distribution. (Attached) 27. Vote on the rearrangement of the articles of the articles of association to align with the proposed amendments. (Attached) 28. Vote on the election of an "Independent" Board Member for the additional seat from among the candidates for the current term of the Board, which began on 29 March 2024 and ends on 28 March 2028. (Attached biographies of the candidates), subject to the approval of item 22 above. |
Proxy Form | ![]() |
The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | Shareholders have the right to discuss the topics listed on the General Assembly’s agenda and ask questions.
Esteemed shareholders can vote remotely on the assembly’s agenda through the electronic voting service by visiting the Tadawulaty website: www.tadawulaty.com.sa. |
Details of the electronic voting on the Assembly’s agenda | Registered shareholders in Tadawulaty services can vote electronically and remotely on the assembly’s agenda items starting from 1:00 AM on Thursday, April 10, 2025, until the ballot counting committee completes the vote count.
Registration and voting through Tadawulaty services will be available free of charge for all shareholders using the following link: http://www.tadawulaty.com.sa. |
Method of Communication in Case of Any Enquiries | If there are any inquiries regarding the General Assembly agenda or any other inquiries, please contact Investor Relations at: Tel: 0114085720 E-mail: IR@Yamamacement.com |
Attached Documents | ![]() |
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