| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Ghida AlSultan Fast Food Company is pleased to announce to its esteemed shareholders the results of the Extraordinary General Assembly Meeting, which was held on Thursday, 18/12/1447H corresponding to 04/06/2026, at 6:30 PM, in person at the Company's headquarters in Jeddah and via modern technology using the Tadawulati platform. This was held following the completion of the legal quorum required for the validity of the Extraordinary General Assembly Meeting (First Meeting). |
| City and Location of the General Assembly's Meeting | In person at the Company's headquarters in Jeddah and via modern technology using the Tadawulaty platform. |
| Date of the General Assembly's Meeting | 2026-06-04 Corresponding to 1447-12-18 |
| Time of the General Assembly’s Meeting | 18:30 |
| Percentage of Attending Shareholders | 66.55% |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | The following Board Members were present: Mr. Aref Qaed Al-Misbahi — Chairman of the Board Prince Mansour bin Saad Al Saud — Vice Chairman of the Board Mr. Badr Hassan Mohammed Al-Othman — Board Member Apologies received from: Mr. Ibrahim Abdullah Rashed Al-Hadeethi — Board Member Mr. Naif Hader Al-Arifi — Board Member |
| Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf | The following Committee Chairs and Members attended the meeting: Mr. Ibrahim Al-Habdan — Chairman, Audit Committee Mr. Ahmed Al-Hashimi — Chairman, Nominations & Remuneration Committee; Member, Audit Committee Mr. Manaf Shayif — Member, Audit Committee Mr. Yasser Sami Al-Nujaimi — Member, Nominations & Remuneration Committee |
| Voting Results on the Items of the General Assembly's Meeting Agenda's | 1. Review and discussion of the Board of Directors' report for the fiscal year ended 31 December 2025. 2. Review and discussion of the financial statements for the fiscal year ended 31 December 2025. 3. Approval of the Company's external auditor report for the fiscal year ended 31/12/2025 after discussion. 4. Approval of the appointment of alfahad,alzoman &alhajjaj professional services as the Company's auditor from among the candidates, based on the recommendation of the Audit Committee, to examine, review, and audit the semi-annual and annual financial statements for the fiscal year ending 31/12/2026, at a fee of (384,000). 5. Approval of the discharge of the Board of Directors' liability for the fiscal year ended 31/12/2025. 6. Approval of the amendment of Article (Four) of the Company's Articles of Association, relating to the Company's objectives. 7. Approval of the amendment of the Board of Directors and its sub-committees' remuneration and allowances policy. 8. Approval of the disbursement of remuneration to Board Members in the amount of (694,220) Saudi Riyals for the fiscal year ended 31/12/2025. 9. Approval of the disbursement of remuneration to Audit Committee members in the amount of (96,055) Saudi Riyals for the fiscal year ended 31/12/2025. 10. Approval of the disbursement of remuneration to Nominations and Remuneration Committee members in the amount of (78,165) Saudi Riyals for the fiscal year ended 31/12/2025. 11. Approval of the transfer of the statutory reserve balance and other reserves, amounting to (5,090,016) — five million, ninety thousand, and sixteen Saudi Riyals — as reflected in the financial statements for the fiscal year ended 31 December 2025, to the retained earnings balance. 12. Approval of the Employee Share Allocation Program, and authorization of the Board of Directors to determine the terms of this program, including the allocation price per share offered to employees if offered for consideration. 13. Approval for the Company to purchase up to (1%) of its shares, amounting to a maximum of (32,000) ordinary shares, to be held as treasury shares for the purpose of allocating them under the Employee Share Program. The purchase will be financed from the Company's own resources. The Board of Directors is authorized to complete the purchase within a maximum of twelve (12) months from the date of this resolution. The Company shall retain the purchased shares for a maximum of ten (10) years from the date of this approval, pending allocation to eligible employees. Upon expiry of this period, the Company shall follow applicable regulatory procedures. 14. Approval of transactions and contracts conducted during the fiscal year ended 2024 between the Company and Byout Al-Arjan Company, in which Board Member Mr. Badr Al-Othman (Chief Operating Officer of Byout Al-Arjan) has an indirect interest — specifically a branch lease contract for the Company's premises in Riyadh, subject to prevailing market terms. The contract was concluded before his appointment; the relationship does not differ from dealings with other ordinary lessors, with no special advantages or terms. Contract duration: five (5) years; total contract value: (992,450) nine hundred and ninety-two thousand, four hundred and fifty Saudi Riyals. 15. Approval of transactions and contracts conducted during the fiscal year ended 2024 between the Company and Byout Al-Arjan Company, in which Board Member Mr. Badr Al-Othman has an indirect interest — specifically a branch lease contract for the Company's premises in Yanbu, subject to prevailing market terms. The contract was concluded before his appointment; the relationship does not differ from dealings with other ordinary lessors, with no special advantages or terms. Contract duration: five (5) years; total contract value: (736,000) seven hundred and thirty-six thousand Saudi Riyals. 16. Approval of transactions and contracts conducted during the fiscal year ended 2025 between the Company and Byout Al-Arjan Company, in which Board Member Mr. Badr Al-Othman has an indirect interest — specifically a branch lease contract for the Company's premises in Riyadh, subject to prevailing market terms. The relationship does not differ from dealings with other ordinary lessors, with no special advantages or terms. Contract duration: three (3) years; total contract value: (867,907.08) eight hundred and sixty-seven thousand, nine hundred and seven Saudi Riyals and eight halalas. 17. Approval of transactions and contracts conducted during the fiscal year ended 2025 between the Company and Byout Al-Arjan Company, in which Board Member Mr. Badr Al-Othman has an indirect interest — specifically a branch lease contract for the Company's premises in Yanbu, subject to prevailing market terms. The relationship does not differ from dealings with other ordinary lessors, with no special advantages or terms. Contract duration: three (3) years; total contract value: (552,450) five hundred and fifty-two thousand, four hundred and fifty Saudi Riyals. 18. Approval of transactions and contracts conducted during the fiscal year ended 2025 between the Company and Mustasharoun Bila Hudood Law Firm, in which Vice Chairman Prince Mansour bin Saad Al Saud (a non-professional, non-managing partner of the firm) has an indirect interest — specifically the provision of legal services to the Company, subject to prevailing market terms. The relationship does not differ from dealings with other ordinary contractors, with no special advantages or terms. Contract duration: one (1) year, renewable annually by the General Assembly; contract value: (96,000) ninety-six thousand Saudi Riyals. |
| Additional Information | For any enquiries regarding the assembly agenda items, please contact the Shareholder Relations Department: Phone: 0126226158 — Extension 1020 Postal Address: Ghida AlSultan Fast Food Company — Shareholder Relations — P.O. Box 23717, Jeddah 5103 Email: IR@ghidas.com |