| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Hamad Mohammed Bin Saedan Real Estate Company is pleased to announce the results of the Ordinary General Assembly Meeting (First Meeting), which was held on Monday, 22/12/1447H corresponding to 08/06/2026G, at 8:30 PM through modern technology means. |
| City and Location of the General Assembly's Meeting | Through modern technological means. |
| Date of the General Assembly's Meeting | 2026-06-08 Corresponding to 1447-12-22 |
| Time of the General Assembly’s Meeting | 20:30 |
| Percentage of Attending Shareholders | %38.46489 |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | All members of the Board of Directors attended the Ordinary General Assembly Meeting (First Meeting), namely: 1. Hamad Mohammed Bin Saedan – Chairman of the Board of Directors. 2. Hamad Mohammed Al Mousa – Vice Chairman of the Board of Directors. 3. Abdulaziz Hamad Bin Saedan – Board Member and Chief Executive Officer. 4. Abdulaziz Nasser Al Saleh – Board Member. 5. Hisham Hussein Abu Jameh – 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 chairpersons also attended the meeting: 1. Mohammed Abdulmohsen Al-Assaf – Chairman of the Audit Committee. 2. Abdulaziz Nasser Al-Saleh – Chairman of the Nomination and Remuneration 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 31/12/2025 was reviewed and discussed. 2- The Company’s financial statements for the fiscal year ended 31/12/2025 were reviewed and discussed. 3- Approval of the Company’s external auditor’s report for the fiscal year ended 31/12/2025, after discussing it. 4- Approval of the appointment of Al-Zoman, Al-Fahad & Al-Hajaj Professional Consulting Company as the Company’s external auditor from among the candidates nominated based on the recommendation of the Audit Committee and the Board of Directors, to examine, review and audit the financial statements for the second quarter, third quarter and annual financial statements for the fiscal year ending on 31/12/2026, as well as the first quarter of 2027. 5- Approval of the discharge of liability of the members of the Board of Directors for the fiscal year ended 31/12/2025. 1- The participation of the Vice Chairman of the Board, Mr. Hamad bin Mohammed Al Mousa, in a competing business was approved. 2- The participation of the Chairman of the Board, Mr. Hamad bin Mohammed bin Saedan, in a competing business was not approved. 8- The participation of Board Member, Mr. Abdulaziz bin Hamad bin Saedan, in a competing business was not approved. 9- Approval of the participation of Mr. Hisham Hussein Abu Jameh, Board Member, in a competing business 10- Approval of authorizing the Board of Directors to distribute interim dividends (quarterly/semi-annual) during the fiscal year ending on 31/12/2026. 11- Approval of delegating the powers of the Ordinary General Assembly to the Board of Directors with respect to the authorization set out in Paragraph (1) of Article Twenty-Seven of the Companies Law, for a period of one year from the date of the General Assembly’s approval or until the end of the delegated Board’s term, whichever is earlier, in accordance with the conditions set out in the Implementing Regulations of the Companies Law for Listed Joint Stock Companies. 12- The payment of Board of Directors’ remuneration totaling SAR 500,000, at SAR 100,000 for each Board member, for the financial year ended 31 December 2025, was not approved. 13- Approval of the transactions and contracts entered into during the fiscal year ended 31/12/2025 between the Company and Tarh Investment Company, in which Mr. Hamad bin Mohammed bin Saedan (Chairman of the Board of Directors) and Mr. Abdulaziz bin Hamad bin Saedan (Board Member) have an indirect interest. The contract relates to a partnership agreement with Tarh Investment Company concerning Umm Hablain 1 Land for an amount of SAR 6,759,189. The value of transactions conducted during the fiscal year ended 31/12/2025 amounted to SAR 657,148. The contract remains valid until the completion of the project works. No preferential terms or benefits were granted. 14- Approval of the transactions and contracts entered into during the fiscal year ended 31/12/2025 between the Company and Tarh Investment Company, in which Mr. Hamad bin Mohammed bin Saedan (Chairman of the Board of Directors) and Mr. Abdulaziz bin Hamad bin Saedan (Board Member) have an indirect interest. The contract relates to a partnership agreement with Tarh Investment Company concerning Umm Hablain 2 Land for an amount of SAR 4,866,746. No transactions were recorded during the fiscal year ended 31/12/2025. The contract remains valid until the completion of the project works. No preferential terms or benefits were granted. 15- Approval of the transactions and contracts entered into during the fiscal year ended 31/12/2025 between the Company and Tarh Investment Company, in which Mr. Hamad bin Mohammed bin Saedan (Chairman of the Board of Directors) and Mr. Abdulaziz bin Hamad bin Saedan (Board Member) have an indirect interest. The contract relates to a partnership agreement with Tarh Investment Company concerning Fantasy Land / Al Munsiyah Land for an amount of SAR 1,256,384. No transactions were recorded during the fiscal year ended 31/12/2025. The contract remains valid until the completion of the project works. No preferential terms or benefits were granted. 16- Approval of the transactions and contracts entered into during the fiscal year ended 31/12/2025 between the Company and Tarh Investment Company, in which Mr. Hamad Mohammed bin Saedan (Chairman of the Board of Directors) and Mr. Abdulaziz Hamad bin Saedan (Board Member) have an indirect interest. The transaction relates to expenses and payments made on behalf of Tarh Investment Real Estate Company by Hamad Mohammed bin Saedan Real Estate Company in the amount of SAR 887,166. No preferential terms or benefits were granted. 17- Approval of the transactions and contracts entered into during the fiscal year ended 31/12/2025 between the Company and Mr. Abdulaziz Hamad bin Saedan, Board Member, in which Mr. Abdulaziz Hamad bin Saedan has a direct interest and Mr. Hamad Mohammed bin Saedan (Chairman of the Board of Directors) has an indirect interest. The contract relates to the development management of Al Durrah Resort Project owned by Mr. Abdulaziz Hamad bin Saedan for a contractual period of (12) months, for a fee equivalent to (10%) of the total project development cost, with an estimated project cost of SAR 5,551,069, subject to increase or decrease based on the actual project cost. The value of transactions conducted during the fiscal year ended 31/12/2025 amounted to SAR 320,910. No preferential terms or benefits were granted. 18- Approval of the transactions and contracts entered into during the fiscal year ended 31/12/2025 between the Company and Hamad Mohammed Abdullah bin Saedan Endowment, in which Mr. Hamad Mohammed bin Saedan (Chairman of the Board of Directors) and Mr. Abdulaziz bin Hamad bin Saedan (Board Member) have an indirect interest. The contract relates to the licensing of the trademark used by the Company and owned by the Endowment for a period of (10) years commencing on 01/01/2023, with a total value of SAR 2,000,000 excluding VAT. The total transaction value up to 30/06/2026 amounted to SAR 345,000. No preferential terms or benefits were granted. 19- Approval of the transactions and contracts to be entered into during the fiscal year ending on 31/12/2026 between the Company and Mr. Hamad Mohammed Al Mousa, Vice Chairman of the Board of Directors, in which he has a direct interest. The contract relates to the development management of a logistics warehouses project owned by Mr. Hamad Mohammed Al Mousa for a contractual period of (18) months, for a fee equivalent to (10%) of construction costs and (6%) of total soft costs, with an estimated project cost of SAR 98,699,094, subject to increase or decrease based on the actual project cost. No preferential terms or benefits were granted. 20- Approval of the transactions and contracts to be entered into during the fiscal year ending on 31/12/2026 between the Company and Tarh Investment Company, in which Mr. Hamad Mohammed bin Saedan (Chairman of the Board of Directors) and Mr. Abdulaziz Hamad bin Saedan (Board Member) have an indirect interest. The contract relates to the development management of a residential project owned by Tarh Investment Company for a contractual period of (18) months, for a fee equivalent to (10%) of the total project development cost, with an estimated project cost of SAR 25,881,862, subject to increase or decrease based on the actual project cost. No preferential terms or benefits were granted. 21- Approval of the transactions and contracts to be entered into during the fiscal year ending on 31/12/2026 between the Company and Tarh Investment Company, in which Mr. Hamad Mohammed bin Saedan (Chairman of the Board of Directors) and Mr. Abdulaziz Hamad bin Saedan (Board Member) have an indirect interest. The contract relates to the development management of a residential project owned by Tarh Investment Company for a contractual period of (36) months, for a fee equivalent to (10%) of the total project development cost, with an estimated project cost of SAR 55,314,180, subject to increase or decrease based on the actual project cost. No preferential terms or benefits were granted. 22- Approval of the transactions and contracts entered into during the fiscal year ending on 31/12/2026 between the Company and Tarh Investment Company, in which Mr. Hamad bin Mohammed bin Saedan (Chairman of the Board of Directors) and Mr. Abdulaziz bin Hamad bin Saedan (Board Member) have an indirect interest. The contract relates to the development management of a residential project owned by Tarh Investment Company for a fee equivalent to (10%) of the total project development cost, with an estimated project value of SAR 33,359,140, subject to increase or decrease based on the actual project cost, for a contractual period of (18) months. No transactions were recorded during the fiscal year ended 31/12/2025. No preferential terms or benefits were granted. 23- Approval of the transactions and contracts entered into during the fiscal year ending on 31/12/2026 between the Company and Mr. Hamad bin Mohammed bin Saedan, Chairman of the Board of Directors, in which Mr. Hamad Mohammed bin Saedan has a direct interest and Mr. Abdulaziz bin Hamad bin Saedan has an indirect interest. The contract relates to the development management of a commercial project owned by Mr. Hamad bin Mohammed bin Saedan for a fee equivalent to (10%) of the total project development cost, with an estimated project value of SAR 72,012,345, subject to increase or decrease based on the actual project cost, for a contractual period of (18) months. No preferential terms or benefits were granted. |
| Additional Information | With reference to Article 67 of the Implementing Regulations of the Companies Law for Listed Joint Stock Companies, and with reference to Item No. (7) and Item No. (8) relating to competing businesses, which were not approved by the General Assembly, the Assembly granted the above-mentioned board members a period of one hundred and twenty (120) working days to take the necessary actions to rectify and resolve the existing situation in accordance with the applicable laws and regulations. |