| Element List | Explanation |
|---|---|
| Introduction | The board of directors of the Tabuk Agricultural Development Co., (the “Company”) invites the company’s shareholders to attend the Extraordinary General Meeting which includes Company Capital reduction -First Meeting- (“EGM”) scheduled to be held at 6:30 p.m. on Wednesday, 21 Jumada Al-Awwal 1447H (corresponding to November 12, 2025), in person and via modern technology through the Tadawulaty platform. |
| City and Location of the Extraordinary General Assembly's Meeting | In presence at the guest house at the company's project in Tabuk City - Halat Ammar Road,
According to the location below: https://2u.pw/GBJX4 Also, via modern technology. |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 1447-05-21 الموافق 12-11-2025 |
| Time of the General Assembly’s Meeting | 18:30 |
| Methodology of Convening the General Assembly’s Meeting | Attendance in-person and 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 | According to Article (32) of the company’s bylaws, The Extraordinary General Meeting will be in Quorum if attended by at least 50% of the company shares that have voting rights, if Quorum of the first meeting is not reached, the second meeting will be held one hour after the specified time of the first meeting, Second Meeting will be in quorum if at least 25% of the company shares that have voting rights attend. |
| Meeting Agenda | 1) Voting on the Board of Directors’ recommendation to reduce the company’s share capital as follows:
• Share capital before reduction: SAR 391,767,000 • Share capital after reduction: SAR 184,356,390 • Capital reduction percentage: 52.94% • Number of shares before reduction: 39,176,700 shares • Number of shares after reduction: 18,435,639 shares • Reason for the capital reduction: To restructure the company’s capital in order to offset accumulated losses. • Method of capital reduction: By cancelling 20,741,061 shares of the company’s shares; one (1) share will be cancelled for every 1.89 shares owned. • Effective date of the reduction: If this item is approved, the capital reduction decision shall be effective for the company’s shareholders who own shares on the date of the Extraordinary General Assembly meeting and who are registered in the company’s shareholders register with the Securities Depository Center Company (Edaa) at the end of the second trading day following the date of the Extraordinary General Assembly meeting at which the capital reduction was approved. • Impact of the capital reduction on the company’s obligations: The capital reduction will have no impact on the company’s financial obligations, operations, financial performance, or regulatory status. • Amendment of Article (7) of the company’s Articles of Association related to share capital. (Attached) • Amendment of Article (8) of the company’s Articles of Association related to capital subscription. (Attached) 2) Voting on the amendment of the company’s Articles of Association to align with the new Companies Law and to rearrange and renumber the articles of the company’s Articles of Association in accordance with the proposed amendments. 3) Voting on the cancellation of the Ordinary General Assembly’s resolution held on 25/09/2024 regarding the approval of the Board of Directors’ recommendation to divest from Masader Agricultural Fodder Company Ltd. by selling all of Tabuk Agricultural Development Company’s owned shares in Masader Agricultural Fodder Company Ltd., representing 60% of the company’s total shares, to partner Mr. Ahmed Hussein Al-Omari for an amount of SAR 7 million, including the factory owned by Ahmed Hussein Al-Omari Establishment, in which the company also owns 60%.The divestment was aimed at stopping the continuous annual losses, which averaged SAR 4 million per year, and at providing the company with SAR 7 million in cash liquidity from the sale, as well as achieving net profits of SAR 9.6 million from the divestment, which will be recorded directly in the profit or loss statement. The current Board of Directors shall be authorized to take all necessary actions deemed appropriate in the best interest of the company. |
| Proxy Form |  |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | The shareholders have the right to discuss the assembly agenda topics and ask related questions, shareholders can remotely vote on the Extraordinary assembly agenda through the electronic voting service using the following link: www.tadawulaty.com.sa
Also, in presence |
| Details of the electronic voting on the Assembly’s agenda | The shareholders who are registered on the website of (Tadawulaty) electronic trading services can remotely vote on the items of the EGM through (electronic voting) service. The remote voting will start from Saturday morning (01:00 AM) dated 08/11/2025 corresponding 17/05/1447H and the voting will end once the EGM concludes. Registration and voting via Tadawulaty services will be available and free of charge for all shareholders using the following link:
www.tadawulaty.com.sa |
| Method of Communication in Case of Any Enquiries | In the event of an inquiry about the association’s terms, we hope to contact the Shareholder Relations Department, phone number 0144500000, ext. 103, or email: magdy.abdellatef@tadco-agri.com |
| Attached Documents | |
Shareholders Circular – Arabic
Shareholders Circular – English
