ACADEMY OF LEARNING

26 June, 2024 08:06

Academy of Learning Co. Announces the Results of the Extra Ordinary General Assembly’s Meeting Approving Increase ( First Meeting )

Element ListExplanation
Introduction The Board of Directors of the Academy of Learning Company is pleased to announce to the honorable shareholders the results of the extraordinary general assembly meeting, which included the approval of increasing the company’s capital (First Meeting)
City and Location of the Extraordinary General Assembly's Meeting Dammam City - the main headquarters - via modern technology.
Date of the Extraordinary General Assembly's Meeting 2024-06-25 Corresponding to 1445-12-19
Time of the General Assembly’s Meeting 18:30
Percentage of Attending Shareholders 72,09%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees The following members of the Board of Directors attended the meeting: HE. Mr. Khalid Mohammed Al-Ammar HE. Mr. Nasir Abdulrahman Al Zamil HE. Dr. Mohammed Abdullah Al-Ajlan HE. Mr. Saadoun Khalid Al-Khaldi HE. Mr. Hasan Mohammed Al-Shibli
Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Names of Those Attending on their Behalf The meeting was attended by His Excellency the heads of the following committees: Head of the Audit Committee, HE. Mr. Saadoun Khalid Al-Khaldi Head of the Remuneration and Nominations Committee, HE. Mr. Nasir Abdulrahman Al Zamil Head of the Executive Committee, HE. Mr. Khalid Mohammed Al-Ammar
Voting Results on the Items of the General Assembly's Meeting Agenda's 1. Reviewed and discussed the Board of Director's report for the financial year ending on 31/12/2023 2. Approved the auditor’s report for the financial year ending on 31/12/2023 after discussing it. 3. Reviewed and discussed the financial statements for the fiscal year ending on 31/12/2023 4. Approved the appointment of the office of Dr. Muhamad Al-Amri and Partners as the company’s external auditor from among the candidates based on the recommendation of the Audit Committee; This is to examine and audit the semi-annual and annual financial statements for the fiscal year 2024 and the first half of the fiscal year 2025, and set his fees for 225000 SAR (Two hundred and twenty-five thousand Saudi riyals) 5. Approved authorizing the Board of Directors to distribute interim dividends on a semi-/quarterly basis for the fiscal year 2024. 6. Approved to absolve the members of the Board of Directors from their liability, for the year ending 31/12/2023. 7. Approved delegating the authority of the Ordinary General Assembly to the Board of Directors, with the authorization contained in Paragraph (1) of Article (27) of the Companies Law, for one year from the date of the General Assembly’s approval or until the end of the session of the delegated Board of Directors, whichever comes first, per the conditions stated in the executive regulations of the corporate system for listed joint stock companies. 8. Approved disbursing an amount of (198,000) riyals as a reward to members of the Board of Directors for the year ending 2023 9. Approved the Board of Directors’ recommendation to increase the company’s capital through the distribution of bonus shares to shareholders by capitalizing (30,000,000) thirty million Saudi riyals from retained earnings, according to the following: A. The company's capital will be increased by capitalizing an amount of (30,000,000) thirty million Saudi riyals from retained earnings, and shareholders will be granted one share for every two shares owned by shareholders. B. The company's capital before the increase is (60,000,000) sixty million Saudi riyals, and if the increase is approved, it will become (90,000,000) ninety million Saudi riyals, with an increase rate of 50%. C. The number of company shares before the increase is (60,000,000) sixty million shares, and after the increase it will be (90,000,000) ninety million shares. D. The company aims to raise capital to focus on growth and expansion according to the company's strategic objectives, so it was recommended to capitalize a portion of the profits and distribute bonus shares in return. E. If there are fractional shares, the fractions will be collected in one portfolio for all shareholders and sold at the market price, then their value will be distributed to the shareholders entitled to the grant, each according to his share, within a period not exceeding 30 days from the date of determining the shares owed to each shareholder. F. Eligibility will be for shareholders who own shares at the end of trading on the day of the extraordinary general assembly and who are registered in the company’s shareholder registry with the Securities Depository Center Company at the end of the second trading day following the entitlement date. G. Approved Amending Article (7) of the company’s bylaws related to capital (attached). H. Approved Amending Article (8) of the company’s bylaws related to subscription to shares (attached) 10. Approved Amending Article (41) of the Bylaws regarding (Fiscal Year) 11. Approved Amending Article (43) of the Bylaws related to (dividend distribution) (attached). 12. Approved Transferring the entire balance of the company’s statutory reserve, amounting to (6,630,971) riyals as in the financial statements for the year ending on 31/12/2023, to the retained earnings account. 13. Approved Adding a new article to the bylaws related to (the company’s purchase, sale, and mortgage of its shares) (attached). 14. Approved Renumbering the articles of the company’s bylaws according to the proposed amendment. 15. Approved the work regulations of the Remuneration and Nominations Committee
Additional Information For more information or inquiries, please contact the Shareholder Relations Department by phone at the following number: 0138350522 or via email investor.relations@aol.edu.sa during the company’s official working hours from Sunday to Thursday from nine in the morning to five in the evening.

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