| Element List | Explanation |
|---|---|
| Introduction | BAAN Holding Group is pleased to announce the results of the Extraordinary General Assembly Meeting (First Meeting), which was held on 21/12/1447 AH corresponding to 07/06/2026 AD, after the quorum required for the validity of the meeting was achieved. |
| City and Location of the General Assembly's Meeting | At the Company’s headquarters in Al-Murooj District, through contemporary technology |
| Date of the General Assembly's Meeting | 2026-06-28 Corresponding to 1448-01-13 |
| Time of the General Assembly’s Meeting | 19:50 |
| Percentage of Attending Shareholders | 73.69% |
| Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees | Mr. Sami bin Abdulmohsen Al‑Hokair — Chairman of the Board Mr. Faisal bin Mohammed Al‑Malik — Vice Chairman of the Board Mr. Nabil bin Dawood Al‑Houshan — Board Member Mr. Yanal Mowaffaq Al‑Saudi — Board Member Mr. Mishal bin Ibrahim Al‑Shunaifi — Board Member Mr. Salem bin Ali Al‑Shahrani — Board Member Mr. Fahad bin Mohammed Al‑Obailan — 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 | Mr. Sami bin Abdulmohsen Al‑Hokair — Chairman of the Executive Committee Mr. Yanal Mowaffaq Al‑Saudi — Chairman of the Audit Committee Mr. Nabil bin Dawood Al‑Houshan — Chairman of the Nomination and Remuneration Committee |
| Voting Results on the Items of the General Assembly's Meeting Agenda's | Approval of item No. 1, which is: To review and discuss the Board of Directors’ Report for the financial year ended 31 December 2025. Approval of item No. 2, which is: To review and discuss the financial statements for the financial year ended 31 December 2025. Approval of item No. 3, which is: The External Auditor’s Report for the financial year ended 31 December 2025 and discuss the same. Approval of item No. 4, which is: The Discharging the members of the Board of Directors from liability for the financial year ended 31 December 2025. Approval of item No. 5, which is: The disbursement of an amount of SAR 1,505,000 as remuneration for the members of the Board of Directors for the financial year ended 31 December 2025. Approval of item No. 6, which is: The Authorizing the Board of Directors with the powers of the Ordinary General Assembly to grant the approval stipulated in Paragraph (1) of Article Twenty-Seven of the Companies Law, for a period of one year from the date of the Ordinary General Assembly’s approval or until the end of the term of the authorized Board of Directors, whichever occurs first, in accordance with the conditions set forth in the Implementing Regulations of the Companies Law applicable to listed joint-stock companies. Approval of item No. 7, which is: The Authorizing the Board of Directors with the powers of the Ordinary General Assembly to grant the approval stipulated in Paragraph (2) of Article Twenty-Seven of the Companies Law, for a period of one year from the date of the Ordinary General Assembly’s approval or until the end of the term of the authorized Board of Directors, whichever occurs first, in relation to hospitality and hotel operation activities. Approval of item No. 8, which is: The transfer of an amount from the share premium account arising from the capital increase to the accumulated losses account, for the purpose of offsetting accumulated losses amounting to SAR 263,644,000, and authorizing the Board of Directors to complete all related regulatory and accounting requirements. Approval of item No. 9, which is: The transactions and contracts entered between the Company and Abdulmohsen Al Hokair Holding Group, in which the Chairman of the Board, Mr. Sami Al Hokair, and the Vice Chairman of the Board, Mr. Faisal Al Malik, have an indirect interest. Such transactions consist of lease agreements concluded without preferential terms or benefits. The value of the transactions during 2025 amounted to SAR 43,663,036. Approval of item No. 10, which is: The transactions and contracts entered between the Company and Abdulmohsen Al Hokair Holding Group, in which the Chairman of the Board, Mr. Sami Al Hokair, and the Vice Chairman of the Board, Mr. Faisal Al Malik, have an indirect interest. Such transactions consist of service agreements concluded without preferential terms or benefits. The value of the transactions during 2025 amounted to SAR 3,672,270. |