| Element List | Explanation |
|---|---|
| Introduction | Fawaz Abdulaziz Alhokair Co. (Cenomi Retail) announces the results of the Ordinary General Assembly meeting (First Meeting), which was held at 20:00 pm on Wednesday 29/12/1446H corresponding to 25/06/2025 through modern technology. The legal quorum of shareholders representing at least 50% of the share capital was achieved. |
| City and Location of the General Assembly's Meeting | Company Headquarters in Riyadh – by means of modern technology through the use of Tadawulaty platform. |
| Date of the General Assembly's Meeting | 2025-06-25 Corresponding to 1446-12-29 |
| Time of the General Assembly’s Meeting | 20:00 |
| Percentage of Attending Shareholders | 62.14% |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | The Board Members mentioned below attended the meeting: Mr. Fawaz Abdulaziz Alhokair (Chairman) Dr. Abdulmajeed Abdulaziz Alhokair (Vice Chairman) Dr. Abdulrahman Mohammed Alanqari Mr. Mansour Saad Alajlan Mr. Ahmed Mohammed AlSheikh Mr. Abdulmajeed Abdullah Albasri Mr. Ahmed Saleh Alsultan Mr. Ahmed Badawi Shaheen Dr. Abdullah Mohammed Mattar |
| Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf | Dr. Abdulrahman Mohammed Alanqari (Chairman of Audit Committee) Mr. Mansour Saad Alajlan ( Chairman of Nomination and Remuneration Committee) Mr. Ahmed Saleh Alsultan (Chairman of Executive Committee) |
| Voting Results on the Items of the General Assembly's Meeting Agenda's | 1. Viewing the Board of Directors Report for the fiscal year ended December 31, 2024 and discuss it. 2. Viewing the Annual audited financial statements for the financial year ended on 31/12/2024 and discuss them. 3. Approve the External Auditor report for the fiscal year ended December 31, 2024 after discussed it. 4. Approve the releasing members of the Board of Directors from liability for their performance during the fiscal year ended December 31, 2024. 5. Approve the Paying an amount of SAR 1,800,000 as remuneration to the members of the Board of Directors the fiscal year ended December 31, 2024. 6. Approve the appointment of Dr. Mohammed Al-Amri & Partners Co (BDO) as external auditor from among the candidates based on the recommendation of the Audit Committee, to examine, review and audit the financial statements for the second and third quarters as well as the annual financial statements for the fiscal year 2025G, And the first quarter for the fiscal year 2026G, with fees of 3.3 Million SAR. 7. Approve the participation of Board Member Abdul Majeed Bin Abdulaziz Al-Hokair in a competing activity. 8. Approve the Board of Directors resolution to appoint Mr. Abdullah Mohammed Mattar as an independent Member of Board of Directors, effective 17-04-2025 to complete the current term of the Board of Directors ending on 11-08-2026, replacing the former member Mr. Bander Suliman AlGhafees (independent member) 9. Approve the Audit Committee Charter amendment 10. Approve the amendment to the remuneration policy for members of the Board of Directors, committees emanating from the Board, and executive management. 11. Approve the amendment to the policies, standards and procedures for membership in the Board of Directors. 12. Approve the amendment to the standards and criteria governing the licensing of Board members who engage in activities that compete with the company’s business. 13. Approve the Business dealings and contracts that took place between the Company and Arabian Centres Company in which the following Board members have an indirect interest in: Fawaz Bin Abdulaziz Al-Hokair, Abdul Majeed Bin Abdulaziz Al-Hokair, Abdulmajid Bin Abdullah Albasri. These dealings and contracts relate to real estate rental payments, in the amount of 310,281,422 Saudi Riyals for the fiscal year ended on December 31, 2024. It should also be noted that these transactions are carried out on a commercial basis (there are no preferential terms) 14. Approve the Business dealings and contracts that took place between the Company and the Egyptian Centers for Real Estate Development Company in which the following Board members have an indirect interest in: Fawaz Bin Abdulaziz Al-Hokair, Abdul Majeed Bin Abdulaziz Al-Hokair. These dealings and contracts relate to real estate rental payments, in the amount of 1,115,972 Saudi Riyals for the fiscal year ended on December 31, 2024. It should also be noted that these transactions are carried out on a commercial basis (there are no preferential terms) 15. Approve the Business dealings and contracts that took place between the Company and Hagen Ltd in which the following Board members have an indirect interest in: Fawaz Bin Abdulaziz Al-Hokair, Abdul Majeed Bin Abdulaziz Al-Hokair. These dealings and contracts relate to printing and advertising services, in the amount of 656,025 Saudi Riyals for the fiscal year ended on December 31, 2024. It should also be noted that these transactions are carried out on a commercial basis (there are no preferential terms) 16. Approve the Business dealings and contracts that took place between the Company and Al Farida Commercial Agencies Company in which the following Board member have an indirect interest in: Abdul Majeed Bin Abdulaziz Al-Hokair. These dealings and contracts relate to services and payments, in the amount of 35,430,396 Saudi Riyals for the fiscal year ended on December 31, 2024. It should also be noted that these transactions are carried out on a commercial basis (there are no preferential terms) 17. Approve the Business dealings and contracts that took place between the Company and Support Human Resources Company in which the following Board members have an indirect interest in: Fawaz Bin Abdulaziz Al-Hokair, Abdul Majeed Bin Abdulaziz Al-Hokair. These dealings and contracts relate to Providing manpower services, in the amount of 22,890,728 Saudi Riyals for the fiscal year ended on December 31, 2024. It should also be noted that these transactions are carried out on a commercial basis (there are no preferential terms) 18. Approve the Business dealings and contracts that took place between the Company and Cenomi Academy in which the following Board member have an indirect interest in: Ahmed Bin Saleh AlSultan. These dealings and contracts relate to training services, in the amount of 3,341,399 Saudi Riyals for the fiscal year ended on December 31, 2024. It should also be noted that these transactions are carried out on a commercial basis (there are no preferential terms) 19. Approve to authorize the Board of Directors to study the best ways to leverage the company’s 8.9% investment in Egyptian Centers for Real Estate Development (ECRED) , and to take the necessary actions. The Chairman of the Board of Directors, Mr. Fawaz Abdulaziz Alhokair, and the Vice Chairman of the Board of Directors, Dr. Abdulmajeed bin Abdulaziz Alhokair, are related parties. |
| Additional Information | For any inquiries, please contact Investor Relations at: Phone: 0114146707 Email: ir.retail@cenomi.com |
