The board of Directors of Scientific & Medical Equipment House Company is pleased to invite shareholders to participate and vote in the Extraordinary General Assembly meeting including the company's capital increase (the first meeting) scheduled to be held, God willing, at quarter past seven (19:30) on Sunday evening 18/02/1445 AH corresponding to 03/09/2023 AD (according to the Umm Al-Qura calendar), by means of modern technical means (remotely).
City and Location of the Extraordinary General Assembly's Meeting
Company HeadQuarters in Riyadh - Conference district-King Fahd Street (by modern technical means)
URL for the Meeting Location
https://www.tadawulaty.com.sa
Date of the Extraordinary General Assembly's Meeting
2023-09-03 Corresponding to 1445-02-18
Time of the Extraordinary General Assembly's Meeting
19:30
Attendance Eligibility
Each of the shareholders registered in the company's register of shareholders at the Depository Center by the end of the trading session preceding the General Assembly meeting has the right to attend the Assembly meeting in accordance with the rules and regulations.
Quorum for Convening the General Assembly's Meeting
According to Article (36) of the company's articles of Association, an Extraordinary General Assembly meeting is valid only if attended by shareholders representing at least half of the capital. if this quorum is not available at the first meeting, the second meeting is held one hour after the expiration of the period specified for holding the first meeting. In all cases, the second meeting is valid if attended by a number of shareholders representing at least a quarter of the capital.
Meeting Agenda
1- Voting on the recommendation of the board of directors on increasing the company's capital by granting free shares to the company's shareholders in accordance with the following:
• The total amount of the increase: (100,000,000) one hundred million Saudi riyals.
• Capital before the increase: (200,000,000) two hundred million Saudi riyals.
• Capital after the increase: (300,000,000) three hundred million Saudi riyals.
• Increase ratio: 50%
• Number of shares granted: one (1) share for every two (2) Shares owned.
• Number of shares before the increase: (20,000,000) twenty million ordinary shares with a fully paid par value of (10) Saudi riyals per share.
• Number of shares after the increase: (30,000,000) thirty million ordinary shares with a fully paid par value of (10) Saudi riyals per share.
• The company's capital will be increased by capitalizing a total amount of (100,000,000) one hundred million Saudi riyals from the retained earnings item.
• The company aims to increase the capital to enhance the strategic growth of the company and to emphasize the company's financial solvency and the strength of its financial position.
• If the item is approved, the date of eligibility for shareholders owning shares will be by the end of the trading day of the Extraordinary General Assembly of the company and registered in the register of shareholders of the company with the Securities Depository Center Company (edaa) at the end of the second trading day following the date of the Extraordinary General Assembly.
• If there are shares fractures granted, the fractures will be collected in one portfolio for all shareholders and sold at market price, then their value will be distributed to the shareholders entitled to the granted according to their stock within a period not exceeding (30) days from the date of determining the new shares due to each shareholder.
• Amending the seventh Article (7) of the company's articles of association, related to the company's capital and shares, to reflect the increase in capital. (Attached)
• Amending the eighth Article (8) of the company's articles of association, related to the subscription of shares, to reflect the increase in capital. (Attached)
2- Voting on the amendment of the company's articles of association to harmonize it with the new company's articles of association and rearranging the articles of the system and numbering them to comply with the proposed amendments (download Attached)
The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right. (Mentioning the E-Voting details, if any)
Shareholders have the right to discuss the topics on the agenda of the Assembly and ask questions, and registered shareholders in tadawulati services will be able to vote remotely on the items on the agenda of the Assembly starting from one o'clock (01:00) AM on Wednesday morning on 14-02-1445 AH corresponding to 29-08-2023 AD until the end of the time of the Assembly, registration and voting in tadawulati services will be available and free of charge to all shareholders using the following link: (https://www.tadawulaty.com.sa)
Eligibility for Attendance Registration and Voting
The right to register attendance for the Assembly meeting ends at the time of the Assembly meeting, and the right to vote on the items of the Assembly for those present ends when the counting committee finishes counting votes
Method of Communication
Shareholders will be able to ask questions and inquiries related to the items of the Assembly meeting during the Assembly through the live broadcast link of the Assembly, which will be sent to shareholders via tadawulati service.
Shareholders can also contact the shareholders relations department at the phone number (0114646699) ext. (580) or mobile number (0580065899) during the official working hours of the company from Sunday to Thursday from eight in the morning until six in the evening, and questions related to the agenda of the Assembly can be sent to the following address:
Investor.Relations@smeh.com.sa
