| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of National Signage Industrial Co is pleased to invite the esteemed shareholders to attend the Extraordinary General Assembly Meeting and participate in voting on Tuesday, 15/01/1448H, corresponding to 30/06/2026, at 8:05 PM, via modern remote communication technology. |
| City and Location of the General Assembly's Meeting | Through modern communication technology – at the company’s headquarters in Riyadh. |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 2026-06-30 Corresponding to 1448-01-15 |
| Time of the General Assembly’s Meeting | 20:05 |
| Methodology of Convening the General Assembly’s Meeting | Via modern technology means |
| Attendance Eligibility, Registration Eligibility, and Voting End | Shareholders who are registered in the issuers shareholders record at the Depositary Center by the end of the trade session prior to the general assembly meeting and in accordance with the laws and regulations. The shareholder has the right to delegate whomever other than the board of directors. The right to register a name to attend the general assembly meeting ends at the time of convening the general assembly meeting. The attendees right to vote on the items of the assembly’s agenda ends upon the end of screening the votes by the Screening Committee. |
| Quorum for Convening the General Assembly's Meeting | The statutory quorum required for the validity of the Extraordinary General Assembly meeting is at least 50% of the Company’s voting shares. If the required quorum is not met, the second meeting will be held one hour after the scheduled time of the first meeting, in accordance with Paragraph (2) of Article Ninety Three of the Companies Law. |
| General Assembly Meeting Agenda | 1. Reviewing and discussing the Board of Directors’ report for the fiscal year ended 31 December 2025 (attached). 2. Reviewing and discussing the financial statements for the fiscal year ended 31 December 2025 (attached). 3. Voting on the external auditor’s report for the fiscal year ended 31 December 2025 after discussion (attached). 4. Voting on the Board of Directors’ recommendation not to distribute dividends for the fiscal year ended 31 December 2025 5. Voting on discharging the members of the Board of Directors from liability for the fiscal year ended 31 December 2025. 6. Voting on authorizing the Board of Directors with the powers of the Ordinary General Assembly as stated in paragraph (1) of Article (27) of the Companies Law for a period of one year from the date of approval by the General Assembly or until the end of the Board’s term, whichever is earlier. 7. Voting on the payment of SAR 30,000 as remuneration to the Board members for the fiscal year ended 31 December 2025. 8. Voting on the nomination of Mr. Mohammed bin Abdulaziz bin Saqr as a replacement for Mr. Abdulilah bin Abdulrahman Al‑Khariji to complete the current Board term (attached). 9. Voting on the appointment of Baker Tilly Professional Consulting as the Company’s external auditor, based on the recommendation of the Audit Committee, to examine, review, and audit the financial statements for the first half of 2026 and the annual financial statements for the fiscal year ending on 31 December 2026, and to determine its fees in the estimated amount of SAR 337,000 (excluding VAT). (Attached) 10. Voting on the businesses and contracts concluded between the Company and the former Chairman of the Board, Mr. Abdulilah bin Abdulrahman Al‑Khariji, in which he has a direct interest, represented by leases amounting to SAR 220,000, conducted without any preferential arrangements. 11. Voting on the businesses and contracts concluded between the Company and ENGINEER Holding Group, in which Mr. Abdulilah bin Abdulrahman Al‑Khariji and Mr. Mohammed bin Abdulilah Al‑Khariji have a direct interest, being partners in ENGINEER Holding Group. These transactions are represented by asset transfers amounting to SAR 121,789, conducted in accordance with prevailing commercial terms and without any preferential arrangements. 12. Voting on the businesses and contracts concluded between the Company and Arabian Contracting Services Company, in which Mr. Abdulilah bin Abdulrahman Al‑Khariji, Mr. Mohammed bin Abdulilah Al‑Khariji, and Mr. Mohammed Al‑Ghaith have an indirect interest, as Mr. Abdulilah bin Abdulrahman Al‑Khariji is the former Chairman of the Board of Arabian Contracting Services Company, Mr. Mohammed bin Abdulilah Al‑Khariji is the current Chairman, and Mr. Mohammed Al‑Ghaith is a Board member of Arabian Contracting Services Company. These transactions are represented by sales amounting to SAR 29,782,066 and purchases amounting to SAR 805,000, conducted in accordance with prevailing commercial terms and without any preferential arrangements. 13. Voting on the businesses and contracts concluded between the Company and Bayt Al‑Khibrah Trading and Contracting Company, in which Mr. Abdulmohsen bin Abdulrahman Al‑Khariji and Mr. Mohammed bin Abdulilah Al‑Khariji have an indirect interest, where Mr. Mohammed bin Abdulilah Al‑Khariji is a partner and a member of the Board of Managers, and Mr. Abdulmohsen bin Abdulrahman Al‑Khariji is a member of the Board of Managers. These transactions are represented by leases amounting to SAR 751,000, conducted in accordance with prevailing commercial terms and without any preferential arrangements. 14. Voting on the businesses and contracts concluded between the Company and Al‑Wasail Saudi Company, in which Mr. Mohammed bin Abdulilah Al‑Khariji and Mr. Mohammed Al‑Ghaith have an indirect interest, as they are members of the Board of Managers of Al‑Wasail Company. These transactions are represented by sales amounting to SAR 5,222,501, conducted in accordance with prevailing commercial terms and without any preferential arrangements. 15. Voting on the businesses and contracts concluded between the Company and Faden Advertising Agency (owned by Arabian Contracting Services Company), in which Mr. Abdulilah bin Abdulrahman Al‑Khariji (former Chairman of Arabian Contracting Services Company), Mr. Mohammed bin Abdulilah Al‑Khariji (current Chairman), and Mr. Mohammed Al‑Ghaith (Board member of Arabian Contracting Services Company) have an indirect interest, as they are members of the Board of Arabian Contracting Services Company. These transactions are represented by sales amounting to SAR 5,154,859, conducted in accordance with prevailing commercial terms and without any preferential arrangements. 16. Voting on the businesses and contracts concluded between the Company and Tahalluf Arabian Company (owned by Arabian Contracting Services Company), in which Mr. Abdulilah bin Abdulrahman Al‑Khariji (former Chairman of Arabian Contracting Services Company), Mr. Mohammed bin Abdulilah Al‑Khariji (current Chairman), and Mr. Mohammed Al‑Ghaith (Board member) have an indirect interest, as they are members of the Board of Arabian Contracting Services Company. These transactions are represented by sales amounting to SAR 13,787,149, conducted in accordance with prevailing commercial terms and without any preferential arrangements.. 17. Voting on the businesses and contracts concluded between the Company and Arabian United Company (owned by Arabian Contracting Services Company), in which Mr. Abdulilah bin Abdulrahman Al‑Khariji (former Chairman of Arabian Contracting Services Company), Mr. Mohammed bin Abdulilah Al‑Khariji (current Chairman), and Mr. Mohammed Al‑Ghaith (Board member) have an indirect interest, as they are members of the Board of Arabian Contracting Services Company. These transactions are represented by sales amounting to SAR 5,576,108, conducted in accordance with prevailing commercial terms and without any preferential arrangements. 18. Voting on approving the amendment of Article (2) related to the company name. 19. Voting on approving the amendment of Article (8) related to capital increase. 20. Voting on approving the amendment of Article (15) related to additional Board powers. 21. Voting on approving the amendment of Article (19) related to the expiry of the Board term, resignation of its members, or vacancy of membership. 22. Voting on approving the amendment of Article (24) related to the powers of the auditor. 23. Voting on approving the amendment of Article (28) related to formation of reserves. 24. Voting on approving the amendment of Article (29) related to the dissolution of the company. 25. Voting on approving the addition of an article concerning participation and ownership in companies in the company’s bylaws. 26. Voting on approving the addition of an article concerning the sale of unpaid shares in the company’s bylaws. 27. Voting on approving the addition of an article concerning the issuance of shares in the company’s bylaws. 28. Voting on approving the addition of an article concerning preferred shares in the company’s bylaws. 29. Voting on approving the addition of an article concerning share trading and the shareholders register in the company’s bylaws. 30. Voting on approving the addition of an article concerning the company’s purchase, sale, and pledge of its shares in the company’s bylaws. 31. Voting on approving the addition of an article concerning the transfer of shares in the company’s bylaws. 32. Voting on approving the addition of an article concerning debt instruments and sukuk in the company’s bylaws. 33. Voting on approving the addition of an article concerning disclosure of interests in business and contracts in the company’s bylaws. 34. Voting on approving the addition of an article concerning disclosure of competing activities in the company’s bylaws. 35. Voting on approving the addition of an article concerning duties of care and loyalty in the company’s bylaws. 36. Voting on approving the addition of an article concerning the business judgment rule (decision evaluation rule) in the company’s bylaws. 37. Voting on approving the addition of an article concerning the formation of the Audit Committee in the company’s bylaws. 38. Voting on approving the addition of an article concerning the quorum of Audit Committee meetings in the company’s bylaws. 39. Voting on approving the addition of an article concerning the competencies of the Audit Committee in the company’s bylaws. 40. Voting on approving the addition of an article concerning Audit Committee reports in the company’s bylaws. 41. Voting on approving the addition of an article concerning the General Assembly meeting of shareholders in the company’s bylaws. 42. Voting on approving the addition of an article concerning the quorum of the Ordinary General Assembly meeting in the company’s bylaws. 43. Voting on approving the addition of an article concerning the quorum of the Extraordinary General Assembly meeting in the company’s bylaws. 44. Voting on approving the addition of an article concerning resolutions of General Assemblies in the company’s bylaws. 45. Voting on approving the addition of an article concerning correspondence, notices, and notifications in the company’s bylaws. 46. Voting on approving the addition of an article concerning the annual Ordinary General Assembly in the company’s bylaws. 47. Voting on approving the addition of an article concerning the competencies of the Ordinary General Assembly in the company’s bylaws. 48. Voting on approving the addition of an article concerning the competencies of the Extraordinary General Assembly in the company’s bylaws. 49. Voting on approving the addition of an article concerning the attendance register of General Assemblies in the company’s bylaws. 50. Voting on approving the addition of an article concerning discussions in General Assemblies in the company’s bylaws. 51. Voting on approving the addition of an article concerning additional provisions for the auditor in the company’s bylaws. 52. Voting on approving the addition of an article concerning profit distribution in the company’s bylaws. 53. Voting on approving the addition of an article concerning interim dividend distribution in the company’s bylaws. 54. Voting on approving the addition of an article concerning company losses in the company’s bylaws. 55. Voting on approving the addition of an article concerning company claims and shareholder claims in the company’s bylaws |
| Proxy Form | Proxy Form |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | Shareholders have the right to discuss the items listed on the Assembly’s agenda and to raise questions during the meeting.Please note that registration and voting through Tadawulaty services will be available and free of charge for all shareholders via the following link: www.tadawulaty.com.sa |
| Details of the electronic voting on the Assembly’s agenda | Esteemed shareholders registered on the Tadawulaty electronic services platform may vote remotely on the Assembly’s agenda items through the (E Voting) service, which will begin at 1:00 a.m. on Friday, 11/01/1448H, corresponding to 26/06/2026, and will continue until the end of the Assembly meeting. |
| Method of Communication in Case of Any Enquiries | We are pleased to receive your inquiries by contacting the Shareholders Relations Department through the following email: ir@signworldme.com |
| Attached Documents | Attached Documents Attached Documents Attached Documents Attached Documents Attached Documents |
National Signage Industrial Co. Board invites its shareholders to attend the Extraordinary General Assembly Meeting the (First Meeting)
AI Summary
- National Signage Industrial Co. will hold an Extraordinary General Assembly Meeting on June 30, 2026, to vote on the Board's recommendation not to distribute dividends for the 2025 fiscal year.
- Shareholders will vote on the appointment of Baker Tilly as the external auditor for 2026 with an estimated fee of SAR 337,000 and the election of Mr. Mohammed bin Abdulaziz bin Saqr to the Board.
- The meeting includes voting on numerous related party transactions, most notably sales to Arabian Contracting Services Company (SAR 29.78 million) and Tahalluf Arabian Company (SAR 13.78 million).
- The agenda features extensive revisions to the company’s bylaws, including amendments to the company name, capital increase procedures, and the addition of 35 new articles covering governance and operations.
