All figures are in thousands of Saudi Riyals
The Board of Directors extends its sincere appreciation and thanks to Abdulla Al Zamil for his efforts during his tenure as CEO, wishing him continued success.
With reference to the company's annual Extraordinary General Assembly meeting held on Thursday, 21 April 2022, which included the election of a Board for a new term commencing from 01 May 2022 for three years ending on 30 April 2025, the Zamil Industrial Board resolved on 08 May 2022 the following: First: Appoint Mr. Abdulla Mohammed A. Al Zamil as Chairman (Non-Executive). Second: Appoint Mr. Bander Abdulrahman Abdullah Al Zamil as Vice Chairman (Non-Executive). Third: Formation of the Nomination & Remuneration Committee from the following members: 1) Mr. Adel Saleh Mohsen Al Ghassab – Chairman (Independent), 2) Mr. Saud Ghassan Ahmed Al Sulaiman – Member (Independent), 3) Mr. Bander Abdulrahman Abdullah Al Zamil – Member (Non-Executive). Fourth: Appoint the company's representatives with respect to the Capital Market Authority (CMA) and the Saudi Tadawul Group (and its subsidiaries). Fifth: Appoint Mr. Said Fahad Said Al Daajani as Corporate Secretary for the Board and Committees. It is worth noting that the above-mentioned General Assembly approved the formation of the Audit Committee commencing from 01 May 2022 for three years ending on 30 April 2025 from the following members: 1) Mr. Mohammad Sulaiman Mohammad Al Harbi – Chairman (Non-Executive), 2) Mr. Khalid Mohammad Saleh Al Fuhaid – Member (Independent), 3) Mr. Sattam Abdulaziz Abdullah Al Zamil – Member (Non-Executive).
1) Vote on the Board of Directors report for the fiscal year ending 31/12/2021.
2) Vote on the external auditors’ report for the fiscal year ending 31/12/2021.
3) Approve the consolidated financial statements for the fiscal year ending 31/12/2021.
4) Approve discharging the Board of Directors from any liabilities for the fiscal year ending 31/12/2021.
5) Vote on the amendment of Article No. (16) of the company’s bylaws related to the formation of the Board of Directors.
6) Vote on the electing Board members from among the candidates for the next term, commencing from 1 May 2022 for a three-year term, ending on 30 April 2025.
7) Vote on the set-up, the duties and the internal regulations of the Audit Committee as well as on the remuneration of its members upon the proposal of the Board of Directors for a three-year term convening from 01/05/2019 until 30/04/2022: 1 - Mr. Mohammad Sulaiman Mohammad Al Harbi, Chairman (Non-Executive) 2 - Mr. Khalid Mohammad Saleh Al Fuhaid, Member (Independent) 3 - Mr. Sattam Abdulaziz Abdullah Al Zamil, Member (Non-Executive)
8) Vote on the distribution of SAR 1,600,000 as Board Remuneration for the year ending 31/12/2021 at SAR 200,000 per Board Director.
9) Vote on the related party transactions between the company and Zamil Group Holding Company, in which Mr. Adib Al Zamil (representative of Zamil Group Holding Company) has an indirect interest. Total purchase value in 2021 was SAR 23,485,597 and was agreed upon with the prevailing commercial terms.
10) Vote on the related party transactions between the company and Zamil Group Holding Company, in which Mr. Adib Al Zamil (representative of Zamil Group Holding Company) has an indirect interest. Total Sales value in 2021 was SAR 48,907,153 and was agreed upon with the prevailing commercial terms.
11) Vote on the related party transactions between the company and Arabian Gulf Construction Company, in which Mr. Adib Al Zamil (representative of Zamil Group Holding Company) has an indirect interest. Total Sales value in 2021 was SAR 562,755 and was agreed upon with the prevailing commercial terms.
12) Vote on delegating the Board of Directors, which will start on 1 May 2022, with the authority of the Ordinary General Assembly stipulated in paragraph (1) of Article (71) of the Companies Law, for a period of one year starting from the date of the approval by the General Assembly or until the end of the delegated Board of Directors’ term, whichever is earlier, in accordance with the conditions set forth in the Regulatory Rules and Procedures issued pursuant to the Companies Law related to Listed Joint Stock Companies.