Saudi Pharmaceutical Industries and Medical Appliances Corp. Board invites its shareholders to attend the Ordinary General Assembly Meeting the (First Meeting) via modern technology means

http://www.tadawulaty.com.sa

If the quorum required to hold this meeting is not available, the second meeting will be held one hour after the end of the period specified for holding the first meeting, and The second meeting will be valid regardless of the number of shares represented in it.

2. Review and discuss the consolidated financial statements for the fiscal year ending December 31, 2024.

3. Voting on the company's external auditor's report for the fiscal year ending December 31, 2024, after discussion.

4. Voting on the additional fees (SAR 237,000) for the external auditor for the fiscal year ending December 31, 2024.

5. Voting on the discharge of the Board of Directors from liability for the fiscal year ending December 31, 2024.

6. Voting on the Board of Directors' recommendation not to distribute cash dividends to shareholders for the fiscal year ending December 31, 2024.

7. Voting on the appointment of an external auditor from among the candidates, based on the recommendation of the Audit Committee, for a period of two years, starting from the second quarter of 2025. The auditor will review, audit, and examine the financial statements for the second quarter, third quarter, and annual of fiscal year 2025, the first quarter, second quarter, third quarter, and annual of fiscal year 2026, and the first quarter of 2027, and determine their fees.

8. Voting on the disbursement of SAR 4,760,000 as remuneration to members of the Board of Directors and committees for the fiscal year ending December 31, 2024, in accordance with the recommendation of the Nominations and Remuneration Committee.

9. Voting on delegating the authority of the General Assembly to the Board of Directors as stated in paragraph (1) of Article 71 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 term of the delegated Board of Directors, whichever comes first, in accordance with the regulatory rules and procedures issued pursuant to the Companies Law for listed joint stock companies

10. Authorization of the renewed business and contracts between Spimaco Pharmaceuticals and Al Rajhi Bank during 2024, in which Board Member Mr. Khalid bin Abdulrahman Al-Qwaiz, a member of the Board of Directors of Al Rajhi Bank, has an indirect interest. These contracts include the provision of short-term financing facilities in the amount of SAR 250 million each for a period of one year without preferential terms. In addition, there were some regular transactions through the current account.

11. Authorization of the renewed business and contracts between Spimaco Pharmaceuticals and CAD Middle East during 2024, in which Board Member Dr. Mohammed Khalil Mohammed has an indirect interest. He is a former member of the Board of Directors of CAD Middle East. These contracts include the purchase of raw materials from CAD Middle East, with the transaction volume amounting to SAR 10,316,186.

12. Authorization of the business and contracts concluded between Spimaco Pharmaceuticals and CAD Middle East during 2024, in which Board Member Dr. Mohammed Khalil Mohammed, a former member of the Board of Directors of CAD Middle East, has an indirect interest. These contracts include expenses incurred by CAD Middle East amounting to SAR 16,759,231.

13. Authorization of the business and contracts concluded between Spimaco Pharmaceuticals and Al-Khorayef Group, in which Vice Chairman Mr. Ammar bin Abdul Wahid Al-Khudairy, a member of the Board of Directors of Al-Khorayef Group, has an indirect interest. The contract includes the purchase of electrical equipment, and the volume of transactions during 2024 amounted to SAR 885,040 without preferential terms.

14. Authorization of the business and contracts concluded between Spimaco Pharmaceuticals and Qassim National Hospital Company, in which Board Member Mr. Faisal bin Mohammed Shaker has an indirect interest, as he is Chairman of the Board of Directors of Qassim National Hospital. These contracts include purchases from Qassim National Company related to the medical services provided by the hospital, as well as the sale of medical products to Qassim National Hospital Company. The transaction volume during 2024 amounted to 880,900 riyals, without preferential terms.

15. Authorization of the business and contracts concluded between Spimaco Pharmaceuticals and the Arab Pharmaceutical Company Tassili (TAFCO) during 2024. Board Member Dr. Mohammed Khalil Mohammed has an indirect interest, as he is a former member of the Board of Directors of the Arab Pharmaceutical Company Tassili (TAFCO). These contracts include the provision of premix materials, with the transaction volume amounting to 2,392,680 riyals.

16. Authorization of the business and contracts concluded between Spimaco Pharmaceuticals and Spimaco Maroc during 2024 AD, in which Board Member Dr. Mohamed Khalil Mohamed has an indirect interest. He is a former member of the Board of Directors of Spimaco Maroc. These contracts include the sale of products to Spimaco Maroc. The transaction volume amounted to 4,699,878.87 SAR.

17. Authorization of the business and contracts concluded between Spimaco Pharmaceuticals and Spimaco Maroc during 2024 AD, in which Board Member Dr. Mohamed Khalil Mohamed has an indirect interest. He is a former member of the Board of Directors of Spimaco Maroc. These contracts include increasing Spimaco Maroc's capital by 61,707,632 SAR.

18. Authorization of the business and contracts concluded between Spimaco Pharmaceutical Company and the Center for Bioequivalence and Pharmaceutical Studies of the Arab Company for Pharmaceutical Industries (ACDIMA), where the Board Member, His Excellency Eng. Adel Karim Kak Ahmed, the former Chairman of the Board of Directors of ACDIMA, as well as the Board Member Dr. Muhammad Khalil Muhammad, the former Director of ACDIMA, have an indirect interest in them. The transactions and contracts during the year 2024 AD amounted to 725,371 riyals.

Tadawulaty registration and voting on the General Assembly agenda items is available for all shareholders and free of charge. Shareholders can register in Tadawulaty services and vote via the website: http://www.tadawulaty.com.sa

Tel: 0112523320

General.Assemblies@spimaco.sa