Saudi Research and Media Group Announces the Results of the Ordinary General Assembly Meeting (First Meeting)

1- Eng. Abdulrahman Ibrahim Al-Ruwaita (Chairman)

2- Mr. Majed Abdulrahman Al-Issa (Vice Chairman)

3 - Ms. Jumana Rashid Al-Rashed (Member of the board of directors)

4- Eng. Mosa Omran Al-Omran (Member of the board of directors)

5- Mr. Adel Marzouq Al-Nasser (Member of the board of directors)

6- Dr. Turki Omar Bugshan (Member of the board of directors)

7- Dr. Adel Zaid Altoraifi (Member of the board of directors)

8- Mr. Hamad Saud Al-Omar (Member of the board of directors)

9- Mr. Mohiddin Saleh Kamel (Member of the board of directors)

10- Eng. Abduallah Jameel Taibah (Member of the board of directors)

11- Eng. Abdullah Sulaiman Al-Rubaian (Member of the board of directors)

1- Eng. Abdulrahman Ibrahim Al-Ruwaita (The Chairman of the Executive Committee)

2- Dr. Turki Omar Bugshan (The Chairman of the Audit Committee)

3- - Eng. Abdullah Sulaiman Al-Rubaian (Chairman of the Remuneration and nomination Committee)

2- The Board of Directors’ report for the fiscal year ending on 31/12/2025 was reviewed and discussed.

3- Approval of External Auditor Report for the fiscal year ending on 31/12/2025 after discussing it.

4- Approval of the appointment of Ernst & Young Professional Services as the Company’s external auditor, among the nominees based on the recommendation of the Audit Committee, to review and audit the Company’s financial statements for the second, third, and annual quarters of the fiscal year 2026, and the first quarter of 2027, with total fees amounting to SAR 3,515,200 excluding VAT.

5- Approval of the discharge of the Board of Directors members for the fiscal year ending 31/12/2025.

6- Approval of disbursing an amount of (3,300,000) SAR to members of the Board of Directors for the year ending on 31/12/2025.

7- Approval of disbursing an amount of (735,000) SAR to sub-committees of the Board for the year ending on 31/12/2025.

8- Approval of the transaction and contracts executed between the Group and Hala Printing Company, which is one of the subsidiaries of Saudi Printing and Packaging Company, in which the Board Members, Mr. Adel Marzouk Al-Nasser, Dr. Turki Omar Buqshan, and Mr. Saleh Hussain Al Dowais, General Manager of Saudi Research and Publishing Company, one of the Group's subsidiary companies, own an indirect interest. These transactions represent printing contracts, noting that the total value of these transactions amounted to SAR 23,219,069 during the year 2025, there were no due amounts as of 31 December 2025 (without any preferential conditions).

9- Approval of the transaction made with Saudi Printing and Packaging Company and its subsidiaries; in which the Board Members, Mr. Adel Marzouk Al-Nasser, Dr. Turki Omar Buqshan, and Mr. Saleh Hussain Al Dowais General Manager of Saudi Research and Publishing Company, own an indirect interest. The Group paid in advance an amount of SAR 13,000,000, while the amounts due from Saudi Printing and Packaging Company were SAR 29,892,880 to be used to cover 2025 transactions.

10- Approval of the transaction made with Saudi Printing and Packaging Company and its subsidiaries; in which the Board Members, Mr. Adel Marzouk Al-Nasser, Dr. Turki Omar Buqshan, and Mr. Saleh Hussain Al Dowais General Manager of Saudi Research and Publishing Company, own an indirect interest. The Group grant a shareholder interest bearing loan an amount of SAR 75,000,000 and short-term non-interest-bearing loan an amount of SAR 10,000,000, while the amounts due from Saudi Printing and Packaging Company were SAR 85,000,000 in addition to accrued financing charge an amount of SAR 1,446,301.

11- Approval of the transaction and contracts executed between the Group and Argaam Commercial Investment Co. Ltd, in which the Board Member Ms. Jomana Rashed AlRashid, and Mr. Mohammed Nazer, former Chief Financial Officer of the Group, own an indirect interest. These transactions represent advertorial, advertising services and subscription fees, noting that the total value of these transactions amounted to SAR 195,000 during the fiscal year 2025, while the amounts due from Argaam Commercial Investment Co. Ltd were SAR 450,114 as of 31 December 2025 (without any preferential conditions).

12- Approval of the transaction made with Thmanyah Co. for Publishing and Distribution, in which the Board Member Ms. Jomana Rashed AlRashid, Chief Executive Officer of the Group, and Mr. Mohammed Nazer, former Chief Financial Officer of the Group, own an indirect interest. The Group financed Thmanyah an amount of SAR 34,000,000 while the amounts owed from Thmanyah Co. for Publishing and Distribution were SAR 59,280,027 as of 31 December 2025, in addition to accrued financing charge an amount of SAR 2,055,325 (without any preferential conditions).

13- Approval of the transaction made with Thmanyah Co. for Publishing and Distribution, in which the Board Member Ms. Jomana Rashed AlRashid, Chief Executive Officer of the Group, and Mr. Mohammed Nazer, former Chief Financial Officer of the Group, own an indirect interest. The Group signed media representative agreement with Thmanyah, noting that the total value of these transactions amounted to SAR 52,775,240 during the fiscal year 2025 while the amounts owed from Thmanyah Co. for Publishing and Distribution were SAR 23,447,982 as of 31 December 2025 (without any preferential conditions).

14- Approval of the transaction and contracts executed between the Group and Red Sea Films Foundation, in which the Board Member Ms. Jomana Rashed AlRashid, owns an indirect interest. These transactions represent sponsorship and media services provided in a form of barter deal between the two parties, noting that the total value of these transactions amounted to SAR 3,006,900 during the fiscal year 2025, and there were no due amounts as of 31 December 2025 (without any preferential conditions).

15- Approval of the transaction and contracts executed between the Group and MBC FZ LLC, which is one of the subsidiaries of MBC Group, in which the Chairman of Board of Directors, Eng. Abdulrahman Ibrahim Alrowaita and Member of the Board of Directors, Eng. Moussa Omran Al-Omran, owns an indirect interest. These transactions represent Program production and media services provided between the two parties, noting that the total value of these transactions amounted to SAR Nil during the fiscal year 2025, while the amounts due from MBC FZ LLC were SAR 4,312,500 as of 31 December 2025. (without any preferential conditions).

16- Approval of the transaction and contracts executed between the Group and MBC Media Solutions Limited is one of the subsidiaries of MBC Group, in which the Chairman of Board of Directors, Eng. Abdulrahman Ibrahim Alrowaita and Member of the Board of Directors, Eng. Moussa Omran Al-Omran, owns an indirect interest. These transactions represent media services provided between the two parties, noting that the total value of these transactions amounted to SAR 435,000 during the fiscal year 2025, there were no due amounts as of 31 December 2025 (without any preferential conditions).

17- Approval of the transaction and contracts executed between the Group and Qvest Arabia Company for Communications and Information Technology, a joint venture, in which Mr. Bassil Almouallimi, Board Member of Qvest Arabia Company for Communications and Information Technology and Thmanyah Co. for Publishing and Distribution, owns an indirect interest. These transactions represent Broadcasting services and other services provided, noting that the total value of these transactions amounted to SAR 59,901,713 during the fiscal year 2025, while the amounts due to Qvest Arabia Company for Communications and Information Technology were SAR 46,969,300 as of 31 December 2025 (without any preferential conditions), in addition to unpaid capital contribution amounted to SAR 1,254,000 due to Qvest Arabia Company for Communications and Information Technology.

18- Approval of the participation of Eng. Abdulrahman Ibrahim Alrowaita (Non-executive) in a competing similar business with the group.

19- Approval of the participation of Eng. Moussa Omran Al-Omran (Non-executive) in a competing similar business with the group.