MAHARAH

19 May, 2024 08:00

Maharah Human Resources Co. Announces the Results of the Extraordinary General Assembly Meeting (Second meeting)

Element ListExplanation
Introduction The Board of Directors of Maharah Human Resources is pleased to announce the results of the Extraordinary General Assembly meeting (second meeting) which was held at 8:30 pm on Thursday on 08-11-1445 AH corresponding to 16-05-2024 AD after the completion of the legal quorum for the convening of the Extraordinary General Assembly meeting ordinary according to the company's articles of association.
City and Location of the General Assembly's Meeting Riyadh, Maharah HR CO Headquarter - via modern technology means (Online)
Date of the General Assembly's Meeting 2024-05-16 Corresponding to 1445-11-08
Time of the General Assembly’s Meeting 20:30
Percentage of Attending Shareholders 49.45%
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: 1. Mr. Sulaiman Abdulaziz Al Majed (Chairman of the Board) 2. Dr. Abdullah Sulaiman Al Amro (Deputy Chairman) 3. Mr. Sulaiman Nasser Al Hatlan 4. Mr. Abdullah Abdulaziz Al Majed 5. Mr. Abdulaziz Ibrahim Al Nowaiser 6. Mr. Ali Damati 7. Mr. Ahmed Saleh Al Humaidan 8. Mr. Khalid Abdulrahman Al Khudairi 9. Dr. Saud Nasser Al Shathri 10. Mr. Saleh Abdullah Al Hanaki The following member was absent from attending the Extraordinary Assembly meeting: - Mr. Abdullah Abdulrahman Arebdi
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 following Chairmen of Committees: 1. Dr. Abdullah Sulaiman Al Amro (Chairman of the Executive Committee) 2. Mr. Saleh Abdullah Al Hanaki (Investment Committee) 3. Mr. Khalid Abdulrahman Al Khudairi (Chairman of the Nominations and Remuneration Committee) 4. Mr. Abdulaziz Ibrahim Al Nowaiser (Chairman of the Audit Committee)
Voting Results on the Items of the General Assembly's Meeting Agenda's 1. The Board oF Directors annual report for the fisical year ended on 31/12/2023G was reviewed and discussed. 2. Approval the External Auditor’s report for the financial year ended on 31/12/2023G. 3. The Company’s financial statements for the fisical year ended on 31/12/2023G was reviewed and discussed. 4. Approval of the appointment of (KPMG) as the Company’s external auditor from among the candidates based on the recommendation of the Audit Committee for examining, and review of the interim financial statements of the second and third quarters of fisical year 2024 and audit the annual financial statement for the fiscal year 2024G, in addition to the review of the first quarter of the fiscal year 2025G, and determine their fees in the amount of SAR 1,030,000 excluding the VAT. 5. Approval of discharching the liabilities of the Board members for the fisical year ended on 31/12/2023G. 6. Approval to give authorization to the Board of Directors to distribute interim dividend to the company's shareholders on a semi-annual or quarterly basis for the fiscal year 2024G. 7. Approval to authorize the Board of Directors with the Ordinary General Assembly powers under the the authorization contained in Paragraph (1) of Article Twenty-Seven (27) of the Companies Law, for a period of one year from the date of approval of the Ordinary General Assembly or until the end of the term of the authorized Board of Directors, whichever comes earlier, pursuant to the conditions stipulated in the Implementing Regulations of Companies Law for Listed Joint Stock Companies. 8. Approval of the transactions and contracts concluded between the Company and Care Shieled Company, (Kingdom Hospital) in which the Board of Directors members, Dr. Abdullah Sulaiman Al Amro and Mr. Sulaiman Nasser Al Hatlan , have an indirect interest in them, which are manpower services for a period of one year without any preferential conditions, and the transaction value was SAR 8,176,874. 9. Approval of the transactions and contracts concluded between the Company and Saudi Medical System Company, in which the the Board of Directors members, Dr. Abdullah Sulaiman Al Amro and Mr. Sulaiman Nasser Al Hatlan, have an indirect interest in them, which are manpower services for a period of one year without any preferential conditions, and the transaction value was SAR 4,227,026.(attached). 10. Approval of the transactions and contracts concluded between the Company and Sajaya Healthcare Company, in which the Board of Directors member, Mr. Sulaiman bin Abdulaziz Al-Majed, has an indirect interest in them, which are manpower services for a period of one year without any preferential conditions, and the transaction value was SAR 439,189 Saudi riyals. 11. Approval of the transactions and contracts concluded between the Company and Shifa Medical Company, in which the Board of Directors members, Dr. Abdullah bin Suleiman Al-Amro and Mr. Sulaiman Alhatlan, have an indirect interest in them, which are manpower services for a period of one year without any preferential conditions, and the transaction value was SAR 332,043. 12. Approval of the transactions and contracts concluded between the Company and the Yellow Mixture Foundation, in which the Board of Directors member, Dr. Saud bin Nasser Al-Shithri, has an indirect interest in them, which is manpower services for a period of one year without any preferential conditions, and the value of the transaction was 1SAR 27,478. 13. Approval of the transactions and contracts concluded between the Company and Jazal Arabia Company, in which Board of Directors member, Mr. Saleh bin Abdullah Al-Henaki has an indirect interest in them, which is manpower services for a period of one year without any preferential conditions, and the value of the transaction was SAR 64,437. 14. Approval of the transactions and contracts concluded between the Company and Muzn Systems for Communications and Information Technology Company, in which the Board of Directors member, Dr. Abdullah bin Suleiman Al-Amro, has an indirect interest in them, which is an office lease contract for a period of one year without any preferential conditions, and the value of the transaction was SAR 14,536. 15. Approval of the transactions and contracts concluded between the Company and Gulf Elite company, in which the Board of Directors member, Mr. Khalid Abdulrahman Al Khudairi, has an indirect interest in them, which is manpower services for a period of one year without any preferential conditions, and the value of the transaction was SAR 267,158. 16. Approval of paying an amount of SAR 2,759 ,968 as a remuneration to members of the Board of Directors for the Fiscal year ended on 31/12/2023G. 17. Approveal of amending Article No. (15) of the company’s bylaws related to company management. 18. Approveal of amending Article No. (22) of the company’s bylaws related to the quorum for the board of directors' meetings (attached). 19. Approval of amending the Board of Directors Charter> 20. Approval of electing the following Board of Directors members from among candidates for the next term, which shall commence on d 16/05/2024 for a period of four years, ending on 15/05/2028: • Dr. Abdullah Suleiman Al-Amro • Mr. Abdulaziz Ibrahim Al-Nowaiser • Dr. Saud Nasser Al-Shathrey • His Excellency Mr. Ahmad Saleh Al-Humidan • Eng. Ahmed Mohammed Al-Faleh •  Mr. Khalid Abdulrahman Al-Khudairi • Mr. Suliman Abdelaziz Azzabin • Mr. Aziz Mohammed Algahtani • Mr. Fawaz Abdullah Al-Omran 21. Approval of amending the Charter of remuneration for members of the Board of Directors, its committees, and the executive management.
Additional Information For more information or inquiries, kindly contact the Shareholders Relations Department by phone at the following number: 920009633 Ext (1012), or via email: investors@maharah.com during the company's official business hours from Sunday to Thursday from 09:00 AM until 05:00 PM.

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