| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Shmoh Almadi Co. is pleased to invite the company’s esteemed shareholders to participate and vote in the Ordinary General Assembly Meeting (First Meeting), which is scheduled to be held via modern technology, God willing, at (19:00) on Thursday, 25/12/1447 AH, corresponding to 11/06/2026 AD. |
| City and Location of the General Assembly's Meeting | At the company's main headquarters located in the city of Riyadh - Al-Aziziyah District, Al-Shabab Street - through modern technological means |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 2026-06-11 Corresponding to 1447-12-25 |
| Time of the General Assembly’s Meeting | 19:00 |
| Methodology of Convening the General Assembly’s Meeting | Via modern technology means |
| Attendance Eligibility, Registration Eligibility, and Voting End | The right to attend is for shareholders registered in the company's shareholder register at the "Depository Center" at the end of the trading session preceding the General Assembly meeting, in accordance with the regulations and bylaws. The right to register attendance for the General Assembly meeting ends at the time of the meeting, and the right to vote on the items of the General Assembly for those present ends when the counting committee finishes counting the votes. |
| Quorum for Convening the General Assembly's Meeting | According to Article (33) of the company’s Articles of Association, the ordinary general assembly meeting shall not be valid unless it is attended by shareholders representing at least one-quarter of the company’s shares that have voting rights. If this quorum is not met at the first meeting, the second meeting shall be held one hour after the end of the time specified for the first meeting. In all cases, the second meeting shall be considered valid regardless of the number of shares that have voting rights represented at it. |
| General Assembly Meeting Agenda | 1. Vote on the company's auditor's report for the fiscal year ending December 31, 2025, after discussion. 2. Review and discuss the Board of Directors' report for the fiscal year ending December 31, 2025. 3. Review and discuss the company's financial statements for the fiscal year ending December 31, 2025. 4. Vote on the discharge of the Board of Directors from liability for the fiscal year ending December 31, 2025. 5. Vote on the appointment of an auditor for the company from among the nominees, based on the recommendation of the Audit Committee, to examine, review, and audit the company's annual financial statements ending December 31, 2026, and the company's interim financial statements for the first half ending June 30, 2027, and determine their fees. 6. Vote on authorizing the Board of Directors to distribute interim dividends to shareholders on a semi-annual or quarterly basis for the fiscal year ending December 31, 2026. 7- Voting on authorizing the Board of Directors with the powers of the Ordinary General Assembly to grant the license stipulated 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 authorized Board of Directors, whichever is earlier, in accordance with the conditions stipulated in the Implementing Regulations of the Companies Law pertaining to listed joint-stock companies. 8- Voting on the transactions and contracts concluded between the company and Al-Mathaq Al-Mutakamil Establishment, in which the Chairman of the Board of Directors (Mr. Thani Abdulaziz Al-Ahmad) has an indirect interest. These transactions consist of sales of the company's products and began in 2025. The value of the transactions during 2025 was SAR 14,894,054 (debit transactions), and the amount paid during 2025 was SAR 13,304,657, leaving a final balance of SAR 4,899,255. These transactions were conducted within the normal course of business and according to prevailing commercial terms and conditions, without any preferential terms (attached). 9- Voting on the transactions and contracts concluded between the company and Performance Solutions Company, in which the Chairman of the Board of Directors (Mr. Thani Abdulaziz Al-Ahmad) has an indirect interest. These transactions consist of purchases of machinery and spare parts and began in 2025. The value of the transactions during the year The total amount for 2025 is SAR 426,145 (debit transactions) and SAR 253,590 (credit transactions), with a final balance of SAR 1,500,622. These transactions are conducted in the ordinary course of business and in accordance with prevailing commercial terms and conditions, without any preferential terms (attached). 10- Voting on the transactions and contracts between the company and the Chairman of the Board (Mr. Thani Abdulaziz Al-Ahmad), in which he has a direct interest. These transactions consist of (withdrawals – purchase of a used car). These transactions commenced in 2025, with a total value of SAR 15,000 (debit transactions). The final balance for 2025 is SAR 15,000. These transactions are conducted in accordance with prevailing commercial terms and conditions, without any preferential terms (attached). 11- Voting on the transactions and contracts between the company and Masader Al-Ibtikar Company, in which the Chairman of the Board (Mr. Thani Abdulaziz Al-Ahmad) has a direct interest. Thani Abdulaziz Al-Ahmad) has an indirect interest in it, which consists of transactions (purchases of packaging materials). These transactions began in 2025 AD, noting that the value of the transactions during 2025 AD is an amount of (537,837) riyals (debit transactions) and an amount of (203,252) riyals (credit transactions). The final balance for 2025 AD is an amount of (158,539) riyals. These transactions are carried out in the context of normal business and in accordance with prevailing commercial terms and without any preferential terms (attached). |
| Proxy Form | Proxy Form |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | Shareholders are entitled to discuss the topics included in the agenda of the Ordinary General Assembly and to ask questions. Voting through the Tadawulaty services is available free of charge to all shareholders using the following link: http://www.tadawulaty.com.sa |
| Details of the electronic voting on the Assembly’s agenda | Shareholders registered with Tadawulaty services can vote electronically and remotely on the General Assembly's agenda items starting at 1:00 AM on Sunday, 21/12/1447 AH (corresponding to 07/06/2026 AD) until the end of the General Assembly meeting. Registration and voting through Tadawulaty services will be available free of charge to all shareholders using the following link: www.tadawulaty.com.sa |
| Method of Communication in Case of Any Enquiries | We welcome your inquiries through our Shareholder Relations department via the following channels: Phone: 8003011118 Email: m.tarek@pcandles.sa |
| Attached Documents | Attached Documents |