News & Announcements

NETWORKERS

25 June, 2024 08:07

Saudi Networkers Services Co. Announces the Results of the Extraordinary General Assembly Meeting, ( First Meeting )

Element List	Explanation
Introduction	Saudi Networkers Services Co announces to ‎its Shareholders’ the results of its Extraordinary General Assembly meeting (First Meeting) held on Monday 18/12/1445H corresponding to 24/06/2024 at 18:45p.m. using the Tadawulaty system.
City and Location of the General Assembly's Meeting	Company’s headquarters located in Riyadh by Means of Modern Technology
Date of the General Assembly's Meeting	2024-06-24 Corresponding to 1445-12-18
Time of the General Assembly’s Meeting	18:45
Percentage of Attending Shareholders	82.76%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees	The extraordinary general assembly meeting was attended by the following board director members: - Mr. Abdulmohsen Ibrahim Abdulaziz Al -Touq (Chairman of the Board of Directors) - ¬Eng. Osama Mohammed Abdulaziz Alsabeg - ¬Eng. Al-Walid Abdul Razzaq Saleh Al-Deraian - ¬Mr. Adel Mohammed Ali Mallawi - ¬Dr. Abdullah Saghaier Alshehri Al-Husseini
Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf	- Mr. Adel Mohammed Ali Mallawi (Chairman of the Audit Committee) - Eng. Alwaleed Abdul Razzaq Saleh Aldryaan (Chairman of the Nomination and Remuneration Committee)
Voting Results on the Items of the General Assembly's Meeting Agenda's	1. Approval of the Board of Directors report for the fiscal year ended on 31/12/2023. 2. Approval on and discuss the Company’s consolidated financial statements for the year ended on 31/12/2023G were reviewed and discussed. 3. Approval on the external auditor’s report for the fiscal year ended on 31/12/2023G. 4. Approval on releasing the members of the Board of Directors from their liability for the fiscal year ended on 31/12/2023. 5. Approval of the appointing Price Water House Coopers Public Accountants as an auditor for the Company from among the candidates based on the Audit Committee's recommendation for the financial audit and review of the first half of the fiscal year 2024 ending on 30/06/2024 and the annual financial statements of the fiscal year ending on 31/12/2024, and the fees is SAR (525,000) VAT excluded. 6. Approval on the payment of SAR 909,000 as a remuneration to members of the Board of Directors & its committees for the fiscal year ended on 31/12/2023. 7. Approval on authorizing the Board of Directors to distribute interim dividends to shareholders on a semi-annual or quarterly basis for the fiscal year 2024, 8. Approval on the Board of Directors’ recommendation to distribute cash dividends for the second half of 2023 amounting to SAR 14,100,000 at SAR 2.35 per share. Provided that the entitlement to dividends is for shareholders holding the shares by the end of the trading day of the Extraordinary General Assembly date, and who are registered in the Company’s shareholders registry held with the Securities Depository Centre Company (Eda’a Center) at the end of the second trading day following the entitlement date, where the distribution shall be on 07/07/2024. 9. Approval on the business and contracts conducted between the company and Al-Touq Limited Company, in which the Chairman of the Board, Mr. Abdulmohsen Ibrahim Abdulaziz Al-Touq, has an indirect interest in them. Mr. Abdulmohsen Ibrahim Abdulaziz Al-Touq serves as the Chairman of the Board in Al-Touq Limited Company. The agreement entails the provision of Consultancy services, without specific terms and benefits, for a period of one-year, automatically renewable. The value of transactions for the year 2023 amounted to 192,621 Saudi Riyals. 10. Approval on the business and contracts conducted between the company and Allianz Saudi Fransi Cooperative Insurance Company, in which the Vice Chairman of the Board, Mr. Osama Mohammed Abdulaziz Alsabeg, Board Member Mr. Alwaleed Abdulrazaq Aldryaan, Board Member Mr. Adel Mohammad Mallawi, and Board Member Dr. Abdullah Al-Husseini, have an indirect interest in them. Each of them serves as a board member in Allianz Saudi Fransi Cooperative Insurance Company. The agreement is for insurance coverage of the company's equipment's, without specific terms and benefits, for a period of one-year. The value of transactions for the year 2023 amounted to 13,584 Saudi Riyals. 11. Approval on the amendment of the Company’s Bylaws to be compatible with the new Companies Law & rearranging the Company’s Bylaws articles and numbering them to comply with the proposed amendments. 12. Approval on adding Article No. (14) to the company’s bylaws entitled “Share Buy-back”. 13. Approval on adding Article No. (15) to the company’s bylaws entitled “Company’s Sale of Shares”. 14. Approval on adding Article No. (16) to the company’s bylaws entitled “Forward Split or Reverse Split of Shares”. 15. Approval on amending Article No. (3) of the company’s bylaws related to (Company’s purposes). 16. Approval on amending Article No. (4) of the company’s bylaws related to (Participation and Ownership in Companies). 17. Approval on amending Article No. (5) of the company’s bylaws related to (Company’s term). 18. Approval on amending Article No. (20) of the company’s bylaws related to (Powers of the Board). 19. Approval on amending Article No. (21) of the company’s bylaws related to (Powers of the Chairman, Vice-Chairman, Managing Director, and Secretary). 20. Approval on amending Article No. (48) of the company’s bylaws related to (Distribution of Dividends).

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