Mobile Telecommunication Company Saudi Arabia (Zain KSA) Invites its Shareholders to Attend the Extraordinary General Assembly Meeting for Capital Increase ( First Meeting )
Monday 21 September 2020| ELEMENT LIST | EXPLANATION |
| Introduction | The Board of Directors of Mobile Telecommunication Saudi Company (“Zain KSA” or “Company”) invites its valuable shareholders to attend its Extraordinary General Assembly Meeting for Capital Increase ( First Meeting ) which will convene on Wednesday 27/02/1442H (based on Umm Ul Qura calendar) corresponding to 14 October 2020G at 06:30 p.m. and shall be held via modern technology means through the Tadawulaty system, in line with the precautionary measures initiated by the relevant authorities to limit the spread of the emerging Coronavirus (COVID-19), and pursuant to the circular issued by the Board of the Capital Market Authority (CMA) dated 21/7/1441 H (corresponding to 16 March 2020G) regarding the suspension of conducting general assembly meetings by physical attendance until further notice, and to conduct such meetings remotely through modern technology means |
| City and Location of the Extraordinary General Assembly's Meeting | At the Company’s Headquarter in Riyadh |
| URL for the Meeting Location | |
| Date of the Extraordinary General Assembly's Meeting | 2020-10-14 Corresponding to 1442-02-27 |
| Time of the Extraordinary General Assembly's Meeting | 18:30 |
| Attendance Eligibility | Shareholders Registered at the Depositary Center Registry at the End of the Trading Session Proceeding the General Assembly Meeting and as per the Laws and Regulations |
| Quorum for Convening the General Assembly's Meeting | As per Zain KSA Bylaws, the Extraordinary general assembly meeting shall be valid only if one or more shareholders representing at least one half of the ordinary shares are in attendance. If the required quorum is not achieved, a second meeting shall be held one hour after the expiration of the designated period for convening the first meeting. The second meeting shall be valid only if one or more shareholders representing at least one quarter of the ordinary shares are in attendance represented therein in line with Article (34) of the Company’s Bylaws. |
| Meeting Agenda | 1- Voting on the company's board of directors to increase the company's capital by offering priority rights according to the following: - Capital before the increase: Four billion four hundred eighty-seven million two hundred ninety-one thousand seven hundred and fifty (4,487,291,750) Saudi riyals. - The capital after the increase: eight billion nine hundred and eighty-seven million two hundred and ninety-one thousand seven hundred and fifty (8,987,291,750) Saudi riyals. - The total amount of the increase: Four billion five hundred million (4,500,000,000) Saudi riyals. - The number of shares before the increase: four hundred forty-eight thousand seven hundred and twenty nine one hundred and seventy-five shares (448,729,175). - The number of shares after the reduction: eight hundred and ninety eight million seven hundred and twenty nine thousands and one hundred seventy five shares (898,729,175). - The reason for the capital increase: capitalizing part of the amounts due and payable to Zain Kuwait, and paying part of the murabaha facility. - Capital Increase Method: Offering and listing priority rights shares with four hundred and fifty million (450,000,000) ordinary shares. - Eligibility Date: In the event that the shareholders of the company agree in the extraordinary general assembly meeting to increase the capital, all the shareholders of the company registered in the company’s records at the Securities Depository Center (Depository Center) will be eligible at the end of the second trading day following the holding of the extraordinary general assembly in which it was decided. Capital increase. - Amendment of Article Seven (7) of the Company’s bylaw related to the capital, (attached). - Amendment of Article (8) of the company’s bylaw related to subscribing to shares (attached). |
| Proxy Form | Click Here |
| E-Vote | Shareholders registered in the Tadawulaty system may vote electronically on the general assembly meeting’s agenda through Tadawulaty’s website www.tadawulaty.com.sa. Voting and registration in the Tadawulaty system are provided free of charge to all shareholders. Electronic voting will start on Monday 24/02/1442H (based on Umm Ul Qura calendar) corresponding to 11 October 2020G, at 10:00 AM, and will continue until the end of the Assembly. |
| Eligibility for Attendance Registration and Voting | Eligibility for Attendance Registration and Voting Ends upon the Convenience of the General Assembly’s Meeting. Eligibility for Voting on the Meeting Agenda Ends upon the Counting Committee Concludes Counting the Votes |
| Method of Communication | Shareholders questions on this meeting’s agenda items can be received through the Investors Relations Department via direct call: +966-592448888 or be E-mailed to investor.relations@sa.zain.com starting from the time of this announcement; questions will then be addressed during the meeting. |
| Additional Information | • The holding of this meeting is dependent on the shareholders ’approval of the items on the agenda of the extraordinary general assembly meeting that includes reducing the company's capital, which is scheduled to be held on Thursday 21 Safar 1442, corresponding to October 8, 2020 |
| Attached Documents | Click Here |