| Element List | Explanation |
|---|---|
| Introduction | Najran Cement Company announces the results of the Ordinary General Assembly meeting (the second meeting), which was held at 07:30 pm on Monday, 18-05-2026G corresponding to 01-12-1447H through modern technology means from Company’s Headquarters - Najran city. Due to lack of a quorum in the first meeting, the second meeting was held one hour after the scheduled time for the first meeting where the attendance rate was 16.79% of the shares representing the capital. |
| City and Location of the General Assembly's Meeting | The Headquarters of the Company, Najran by means of modern technology |
| Date of the General Assembly's Meeting | 2026-05-18 Corresponding to 1447-12-01 |
| Time of the General Assembly’s Meeting | 19:30 |
| Percentage of Attending Shareholders | 16.79% |
| 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 attended the meeting: 1. Mr. Mr. Fahd Abdullah Al Rajhi - Chairman of the Board of Directors 2. Mr. Majed Ali Hussain Musallam - Vice Chairman of the Board of Directors 3. Mr. Ali Hussain Borman Al Yami - Member of the Board of Directors 4. Mr. Ziyad Ibrahim Abdullah Aljared - Member of the Board of Directors 5. Mr. Abdullah Jaber Alfaifi - Member of the Board of Directors 6. Majid Ahmed Alswaigh - Member of the Board of Directors 7. Mr. Abdullah Mansour Al Shagair - Member of the Board of Directors 8. Mr. Hussien Ahmad Qahat - Member of the Board of Directors |
| Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf | 1. Mr. Waleed Ahmed Bamarouf - Chairman of the Audit Committee. 2. Mr. Ziyad Ibrahim Abdullah Aljared - Chairman of the Nomination and Remuneration Committee. 3. Mr. Majed Ali Hussain Musallam - Chairman of the Executive Committee& Chairman of Steering Committee. |
| Voting Results on the Items of the General Assembly's Meeting Agenda's | 1) Reviewed the Board of Directors' report for the financial year ended 31/12/2025. 2) Non-approval of the auditor's report for the financial year ended 31/12/2025. 3) Reviewed the financial statements for the financial year ended 31/12/2025. 4) Non-approval of the appointment and determine fees of auditor for the Company from among the nominees based on the recommendation of the Audit Committee, to examine, review and audit the Company's financial statements for the second and third quarters and annual financial statements of the fiscal year 2026 and the first quarter of the fiscal year 2027. 5) Non-approval of business that will be carried out during the fiscal year 2026 between the Company and Yale Arabia Company for Industry, Commerce and Contracting Ltd., in which Board Member Mr. Ali Hussein bin Barman Al-Yami has a direct interest for sale of cement worth 12.5 million riyals as per customer needs with same conditions and prices that the company follows with its other customers. 6) Non-approval of business that will be carried out during the fiscal year 2026 between the Company and AMAK Mining Company, in which Mr. Majid bin Ali Hussein bin Musallam has a direct interest for sale of cement worth 6 million riyals as per customer needs with same conditions and prices that the Company follows with its other customers. 7) Non-approval of business that will be carried out during the fiscal year 2026 between Wasl Al-Janoub Land Transport Company, a subsidiary of Najran Cement Company and AMAK Mining Company, in which Mr. Majid bin Ali Hussein bin Musallam has a direct interest for providing land transportation services according to the customer's needs worth 8 million riyals as per customer needs with same conditions and prices that the Company follows with its other customers. 8) Non-approval of delegation of powers to the Board of Directors as stipulated in paragraph (1) of Article 27 of the Companies Law, for a period of one year from the date of approval of the Ordinary General Assembly or until the end of the session of the delegated Board of Directors, whichever is earlier, in accordance with the implementing regulations of the Companies Law for listed joint stock Companies. 9) Non-approval on authorization of the Board of Directors to distribute interim dividends to shareholders on a semi -annual or quarterly basis for the financial year 2026. |
| Additional Information | Due to the non-approval of agenda items (5), (6) and (7) above, Mr. Ali Hussain bin Barman Al-Yami and Mr. Majid bin Ali bin Hussain bin Musallam have withdrawn their requests for the proposed transactions to be carried out, in accordance with paragraph (b) of Article (67) of the Executive Regulations of the Companies Law for Listed Joint Stock Companies. The date of the next Ordinary General Assembly meeting will be announced after obtaining the necessary regulatory approvals to resubmit the remaining agenda items that were not approved. |