| Element List | Explanation |
|---|---|
| Introduction | Dallah Healthcare Company announces the results of the Ordinary General Assembly Meeting (First Meeting), which was held at 7:15 PM on Wednesday, 09/01/1448H, corresponding to 24/06/2026G, through modern technology means. |
| City and Location of the General Assembly's Meeting | Riyadh - Head Office - By Means of Modern Technology |
| Date of the General Assembly's Meeting | 2026-06-24 Corresponding to 1448-01-09 |
| Time of the General Assembly’s Meeting | 19:15 |
| Percentage of Attending Shareholders | 72.37% |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | The following members of the Board of Directors of Dallah Healthcare Company attended the meeting: 1. Eng. Tariq bin Othman Al-kasabi (Chairman of the Board) 2. Mr. Muhi Al-Din bin Saleh Kamel (Vice Chairman of the Board) 3. Eng. Talal bin Ibrahim Al-Maiman 4. Mr. Ahmed bin Abdullah Al Al-Sheikh 5. Mr. Amr bin Mohammed Kamel 6. Eng. Mohammed Nabil Hefni 7. Dr. Ahmed bin Abduljabbar Al-Yamani 8. Mr. Khalid bin Abdulaziz Al-Rayes The following Dallah Healthcare Board members apologized for being unable to attend the meeting: Mr. Saleh bin Abdullah Al-Qurayshah |
| Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf | Eng. Tariq bin Othman Al-kasabi – Chairman of the Investment and Finance Committee. Mr. Fahad bin Abdullah Al-kassem – Chairman of the Audit Committee. Eng. Talal bin Ibrahim Al-Maiman – Chairman of the Nomination and Remuneration Committee and Chairman of the Digital Transformation and Information Technology Committee. |
| Voting Results on the Items of the General Assembly's Meeting Agenda's | 1-The Board of Directors’ Report for the fiscal year ended 31 December 2025 was reviewed and discussed. 2- The financial statements for the fiscal year ended 31 December 2025 were reviewed and discussed. 3- Approval of the Company’s external auditor’s report for the fiscal year ended 31 December 2025 after discussing it. 4- Approval of discharging the members of the Board of Directors from liability for the fiscal year 2025. 5- Approval of the appointment of KPMG Al Fozan & Partners as the Company’s external auditor from among the candidates nominated based on the recommendation of the Audit Committee, to examine, review, and audit the financial statements for the second and third quarters and the annual financial statements of the fiscal year 2026, as well as the first quarter of the fiscal year 2027, and to determine their fees in the amount of SAR 4,015,880, excluding Value Added Tax (VAT). 6- Approval of the authorization of Board Member Mr. Khalid bin Abdulaziz Al-Raes’ interest in the Share Purchase Agreement relating to the sale of shares in Dr. Mohammed bin Rashid Al Faqih & Partners Company, with a total value attributable to Dallah Healthcare Company amounting to SAR 497,983,407, in which he has an indirect interest in his capacity as one of the sellers, as he owns 0.12% of the shares in such company. Dallah Healthcare Company also owns 31.21% of the shares in the same company. It is noted that no preferential terms exist under this agreement. 7- Approval of the authorization of the Chairman of the Board, Eng. Tariq bin Othman Al-kasabi’s interest in the Management Consultancy Agreement, in which he has a direct interest. The value of the transactions for the year 2025 amounted to SAR 1,319,735, noting that no preferential terms exist under this contract. 8- Approval of the authorization of the Chairman of the Board, Eng. Tariq bin Othman Al-kasabi’s interest in the Technical Support Agreement between the Company and the ATS, in which the Chairman has an indirect interest as he is a partner therein, in addition to his son, Mr. Abdullah bin Tariq Al-Kasabi, who serves as Chairman of the Board of ATS. The value of the transactions for the year 2025 amounted to SAR 7,416,819, noting that no preferential terms exist under this contract. 9- Approval of the authorization of the Chairman of the Board, Eng. Tariq bin Othman Al-kasabi’s interest in the Financial Consultancy Agreement between the Company and Aljazira Capital Company, in which the Chairman has an indirect interest in his capacity as Chairman of the Board of Aljazira Capital Company. The value of the transactions for the year 2025 amounted to SAR 7,599,787, noting that no preferential terms exist under this contract. 10- Approval of the authorization of Vice Chairman Mr. Mohiuddin bin Saleh Kamel’s interest in the site lease agreement between the Company and Jood Al-Hala Company, in which he has a direct interest as a partner and Board member of Jood Al-Hala Company. The value of the transactions for the year 2025 amounted to SAR 330,728, noting that no preferential terms exist under this contract. 11- Approval of the authorization of Vice Chairman Mr. Mohiuddin bin Saleh Kamel’s interest and Board Member Mr. Amr bin Mohammed Kamel’s interest in the employee travel ticket services agreement between the Company and Dareen Travel & Tourism Agency, in which they have an indirect interest, as Mr. Mohiuddin bin Saleh Kamel serves as Vice Chairman of Dallah Al Baraka Holding Company, while Mr. Amr bin Mohammed Kamel is considered one of the senior executives of Dallah Al Baraka Holding Company (Dallah Al Baraka Holding Company is a major shareholder in Dallah Healthcare Company and the owner of Dareen Travel & Tourism Agency). The value of transactions for the year 2025 amounted to SAR 8,404,215, noting that no preferential terms exist under this contract. 12- Approval of the authorization of Board Member Dr. Mohammed bin Rashid Al Faqih’s interest (whose membership in Dallah Healthcare Company ended upon the expiry of the Board term on 20/10/2025) in the engineering consultancy agreement between the Company and Khalid Al Faqih Engineering Consultancy Office, in which the Board Member has an indirect interest as he is the brother of Eng. Khalid Al Faqih. The value of transactions for the year 2025 amounted to SAR 4,956,712, noting that no preferential terms exist under this contract. 13- Approval of the authorization of Board Members Dr. Mohammed bin Rashid Al Faqih’s interest and Mr. Fahad bin Abdullah Al-Kassem’s interest (whose memberships in Dallah Healthcare Company ended upon the expiry of the Board term on 20/10/2025) in the technical support and pharmaceutical sales agreement between the Company and Dr. Mohammed bin Rashid Al Faqih & Partners Company (an affiliate), in which the Board Members have an indirect interest, as Dr. Mohammed bin Rashid Al Faqih serves as Chairman of the Board of Dr. Mohammed bin Rashid Al Faqih & Partners Company and owns 18.20% thereof, while Mr. Fahad bin Abdullah Al-Kassem serves as a Board Member in the same company. The value of the transactions for the year 2025 amounted to SAR 2,767,955, noting that no preferential terms exist under this contract. 14- Approval of the authorization of Vice Chairman Mr. Mohiuddin bin Saleh Kamel’s interest and Board Member Mr. Amr bin Mohammed Kamel’s interest in the medical services provided to Dallah Al Baraka Holding Company, in which they have an indirect interest, as Mr. Mohiuddin bin Saleh Kamel serves as Vice Chairman of Dallah Al Baraka Holding Company, while Mr. Amr bin Mohammed Kamel is considered one of the senior executives of Dallah Al Baraka Holding Company (Dallah Al Baraka Holding Company is a major shareholder in Dallah Healthcare Company). The value of the transactions for the year 2025 amounted to SAR 175,011, noting that no preferential terms exist under this contract. 15- Approval of the authorization of the Chairman of the Board, Eng. Tariq bin Othman Al-kasabi’s interest and Vice Chairman Mr. Mohiuddin bin Saleh Kamel’s interest in the pharmaceutical sales agreement between the Company and International Medical Center Company (an affiliate), in which they have an indirect interest, as Eng. Tariq bin Othman Al-Kasabi serves as Board Member of International Medical Center Company, while Mr. Mohiuddin bin Saleh Kamel serves as Vice Chairman of the same company. The value of the transactions for the year 2025 amounted to SAR 490,245, noting that no preferential terms exist under this contract. 16- Approval of the authorization of Vice Chairman Mr. Mohiuddin bin Saleh Kamel’s interest in the spare parts procurement agreement between the Company and Dallah Trading Company, in which the Vice Chairman has an indirect interest as he is a member of the Board of Managers of Dallah Trading Company. The value of the transactions for the year 2025 amounted to SAR 9,737, noting that no preferential terms exist under this contract. 17 Approval of the authorization of the Chairman of the Board, Eng. Tariq bin Othman Al-kasabi’s interest in the agreement for the provision of medical technical services between the Company and Sukari Medical Company, in which the Chairman has an indirect interest as his brother, Mr. Khalid bin Othman Al-Kasabi, is a member of the Board of Managers of Sukari Medical Company. The value of the transactions for the year 2025 amounted to SAR 1,308,125, noting that no preferential terms exist under this contract. 18- Approval of the Chairman of the Board, Eng. Tariq bin Othman Al-Kasabi, participating in a business that competes with the Company’s activities through his membership on the Board of Directors of International Medical Center Company (a closed joint stock company), which provides healthcare and medical treatment services. 19- Approval of the Vice Chairman, Mr. Mohiuddin bin Saleh Kamel, participating in a business that competes with the Company’s activities through his position as Vice Chairman of the Board of Directors of International Medical Center Company (a closed joint stock company), which provides healthcare and medical treatment services. 20- Approval of the Board Member Mr. Fahad bin Abdullah Al-Kassem (whose membership in Dallah Healthcare Company ended upon the expiry of the Board term on 20/10/2025) participating in a business that competes with the Company’s activities through his membership on the Board of Directors of Dr. Mohammed Rashid Al Faqih & Partners Company (a closed joint stock company), which provides healthcare and medical treatment services. 21- Approval of the Board Member Dr. Mohammed bin Rashid Al Faqih (whose membership in Dallah Healthcare Company ended upon the expiry of the Board term on 20/10/2025) participating in a business that competes with the Company’s activities through his direct ownership of 18.20% of the shares in Dr. Mohammed Rashid Al Faqih & Partners Company (a closed joint stock company), which provides healthcare and medical treatment services. 22- Approval of the Board Member Dr. Mohammed bin Rashid Al Faqih (whose membership in Dallah Healthcare Company ended upon the expiry of the Board term on 20/10/2025) participating in a business that competes with the Company’s activities through his position as Chairman of the Board of Directors of Dr. Mohammed Rashid Al Faqih & Partners Company (a closed joint stock company), which provides healthcare and medical treatment services. 23- Approval of authorization of the Board of Directors to distribute interim dividends on a semi-annual or quarterly basis for the fiscal year 2027. 24- Approval of delegating to the Board of Directors the powers of the General Assembly as set out in paragraph (1) of Article Twenty-Seven 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 term of the delegated Board of Directors, whichever is earlier, in accordance with the conditions set out in the Implementing Regulations of the Companies Law for Listed Joint Stock Companies. |
Dallah Healthcare Company Announces the Results of the Ordinary General Assembly Meeting, (First Meeting).
AI Summary
- Shareholders approved the 2025 financial statements and Board report, and authorized the Board of Directors to distribute interim dividends on a semi-annual or quarterly basis for the 2027 fiscal year.
- KPMG Al Fozan & Partners was appointed as the external auditor for the 2026 fiscal year and Q1 2027, with total fees set at SAR 4,015,880.
- Approval was granted for a Share Purchase Agreement to sell shares in Dr. Mohammed bin Rashid Al Faqih & Partners Company, with Dallah Healthcare’s attributable portion valued at SAR 497,983,407.
- The assembly ratified various related-party transactions and competing business interests for Board members, including consultancy, technical support, and medical service agreements.
