| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Al Hassan Ghazi Ibrahim Shaker Company is pleased to invite the shareholders to participate and vote in the Extraordinary General Assembly Meeting, which includes the company's capital increase (First Meeting), which is scheduled to be held through modern technology, God willing, at 6:30 pm on Thursday 19/07/1447 AH corresponding to 08/01/2026 AD. |
| City and Location of the Extraordinary General Assembly's Meeting | The company's head office located in Riyadh, Al-Sahafa District - by means of modern technology. |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 2026-01-08 Corresponding to 1447-07-19 |
| Time of the General Assembly’s Meeting | 18:30 |
| Methodology of Convening the General Assembly’s Meeting | Via modern technology means |
| Attendance Eligibility, Registration Eligibility, and Voting End | Shareholders who are registered in the issuers shareholders record at the Depositary Center by the end of the trade session prior to the general assembly meeting and in accordance with the laws and regulations. The shareholder has the right to delegate whomever other than the board of directors. The right to register a name to attend the general assembly meeting ends at the time of convening the general assembly meeting. The attendees right to vote on the items of the assembly’s agenda ends upon the end of screening the votes by the Screening Committee. |
| Quorum for Convening the General Assembly's Meeting | In reference to Article (34) of the Company's Bylaws, the Extraordinary General Assembly Meeting shall be valid if attended by shareholders representing at least half of the Company’s voting shares. If such quorum is not attained in the first meeting, a second meeting shall be held one hour after the lapse of time set for the first meeting. the second meeting shall be valid if attended by shareholders representing at least one-quarter of the company's shares with voting rights. |
| Meeting Agenda | 1- Voting on the Board of Directors’ recommendation to increase the Company’s share capital by granting bonus shares to the Company’s shareholders and allocating a portion of these shares for the Employee Share Program, as follows: - Share capital before the increase: SAR 555,000,000 Share capital after the increase: SAR 677,100,000 Increase percentage: 22% - Number of shares before the increase: 55,500,000 shares Number of shares after the increase: 67,710,000 shares. - The increase will be executed through the issuance of 12,210,000 new ordinary shares by capitalizing SAR 122,100,000 from the retained earnings account. A total of 11,100,000 shares will be granted as bonus shares to the Company’s shareholders (representing 16.393442626% of the Company’s share capital after the increase), at a rate of one share for every five shares held. The remaining 1,110,000 shares, which represent 1.63934426229% of the Company’s share capital after the increase, will be allocated to the Employee Share Program. - Eligibility shall be for the shareholders registered in the Company’s shareholders’ registry at the Securities Depository Center (Edaa) by the end of the second trading day following the record date. - In the event of fractional shares, all fractions will be aggregated into a single portfolio for all shareholders and sold at market price. The proceeds will then be distributed to the eligible shareholders based on their respective entitlements, within a period not exceeding 30 days from the date the new shares allocated to each shareholder are determined. - Voting on the amendment of Article (6) of the Company’s Bylaws related to share capital. (Attached) - Voting on the amendment of Article (7) of the Company’s Bylaws related to share subscription. (Attached) 2- Voting on the Employee Share Program (Long-Term Incentive Plan) (Attached) and approving the authorization of the Board of Directors to manage the program, with the Board having the right to delegate this authority, as well as the right to amend the program whenever needed. 3- Voting on the amendment of Article (17) of the Company’s Bylaws related to the management of the Company. (Attached) 4- Voting on the deletion of Article (9) of the Company’s Bylaws related to share capital. (Attached) 5- Voting on the deletion of Article (22) of the Company’s Bylaws related to the management of the Company. (Attached) 6- Voting on the deletion of Article (23) of the Company’s Bylaws related to the remuneration of the Board of Directors. (Attached) 7- Voting on deleting Article (32) of the Company’s Articles of Association, which relates to convening general assemblies. (attached) 8- Voting on deleting Article (35) of the Company’s Articles of Association, which relates to voting in general assemblies. (Attached) 9- Voting on the deletion of Article (42) of the Company’s Bylaws related to the fiscal year. (Attached) 10- Voting on the election of a Board member for the newly created seat on the Board of Directors from among the nominees, effective as of 25-05-2025, to complete the current Board term ending on 24-05-2029 (Candidates’ CVs attached), subject to the approval of item (3) above. 11- Voting on amending a Policy. Board of Directors Membership Policy and Criteria. (Attached), subject to the approval of item (3) above. |
| Proxy Form | Proxy Form |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | Shareholders have the right to discuss matters listed in the agenda of the General Assembly and raise relevant questions. Shareholders can remotely vote on the General Assembly Meeting’s agenda via (E-voting service), through Tadawulaty: www.tadawulaty.com.sa |
| Details of the electronic voting on the Assembly’s agenda | The Shareholders who are registered in (Tadawulaty) services will be able to remotely vote on the items of the Extraordinary General Assembly electronically. starting from 01:00 am on Sunday 15/07/1447 corresponding to 04/01/2026 until the end of the time of the General Assembly. Registration and voting via (Tadawulaty) services will be available and free of charge for all shareholders through the following link: https://tadawulaty.com.sa |
| Method of Communication in Case of Any Enquiries | In case of any questions and inquiries with the valued shareholders, please contact the company via: Email: investorrelations@shaker.com.sa And on the phone 011-2638900 Ext. 11534 |
| Additional Information | Remote voting will be sufficient. |
| Attached Documents | Attached Documents Attached Documents |