| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Itmam Consultancy Co. is pleased to invite the shareholders to participate and vote in the Extraordinary General Assembly Meeting (first meeting), which is scheduled to be held via modern technology, God willing, at exactly (20:00) on Monday, 22-12-1447 AH corresponding to 08-06-2026 AD. |
| City and Location of the General Assembly's Meeting | Company headquarters in Riyadh City via modern technology means via the Tadawulaty Platform |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 2026-06-08 Corresponding to 1447-12-22 |
| Time of the General Assembly’s Meeting | 20:00 |
| 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 | According to Article 39 of the Company’s Bylaws the meeting of the Extraordinary General Assembly shall not be valid unless attended by shareholders representing at least half of the capital. |
| General Assembly Meeting Agenda | 1. Reviewing and discussing the Board of Directors’ report for the financial year ending December 31, 2025. 2. Reviewing and discussing the annual financial statements for the fiscal year ending on December 31, 2025. 3. Voting on the auditor's report for the fiscal year ended December 31, 2025 after discussing it. 4. Voting on appointing the company’s auditor from among the candidates, based on the recommendation of the Audit Committee, in order to examine, review, and audit the financial statements for Half year and annual of the fiscal year 2026 AD. 5. Voting on Board Membership Policies and Criteria. 6. Voting on Nomination and Remuneration Committee Charter. 7. Voting on Board Members, Committee Members, and Executive Management Remuneration Policy. 8. Voting on Corporate Social Responsibility Policy. 9. Voting on the amendment of Audit Committee Charter. 10. Voting on the amendment of Competition Controls and Standards Policy. 11. Voting on the amendment of Article (8) of the Company’s Bylaws relating to the management of the Company. 12. Voting on the Employee Stock Ownership Program approved by the Company’s Board of Directors on 27/11/1447 AH, corresponding to 14/05/2026, and authorizing the Board of Directors to determine the terms and conditions of this program, including the allocation price for each share offered to employees, if provided for consideration, pursuant to Article Twenty-Nine (Employee-Allocated Shares) of the Implementing Regulations of the Companies Law for Listed Joint Stock Companies issued by the Capital Market Authority. 13.Voting on the Company’s purchase of up to (420,000) of its own shares to be held as treasury shares for allocation under the Company’s Employee Share Program. The purchase will be financed through the Company’s internal resources, with the Board of Directors authorized to complete the share repurchase within a maximum period of 18 months from the date of the Extraordinary General Assembly resolution. The Company may retain the repurchased shares for a maximum period of five (5) years from the date of the Extraordinary General Assembly approval until they are allocated to eligible employees. Upon expiry of such period, the Company shall comply with the procedures and regulatory requirements set out in the applicable laws and regulations in the event of approval of the twelfth item. 14. Voting on utilizing the remaining proceeds from the offering as working capital for the Company. |
| Proxy Form | Proxy Form |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | All shareholders have the right to discuss and ask the board members about all the issues in the General Meeting Agenda. While shareholders registered in Tadawulaty services can vote on GM Agenda by using the link: www.tadawulaty.com.sa |
| Details of the electronic voting on the Assembly’s agenda | The registered shareholders in the Tadawulaty services will be able to vote remotely on the items of the assembly, starting from 01:00 AM on (Wednesday) 17-12-1447 AH corresponding to 03-06-2026 AD, and registration and voting in the Tadawulaty services will be available and free for all Shareholders using the following link: www.tadawulaty.com.sa |
| Method of Communication in Case of Any Enquiries | We are pleased to receive your inquiries by communicating with Shareholder Relations through the following means of communication: Telephone: 0556503428 Email: IR@itmam.sa |
| Additional Information | N/A |
| Attached Documents | Attached Documents Attached Documents Attached Documents Attached Documents Attached Documents |