Invitation to Attend the Extraordinary General Assembly Meeting (First Meeting)
| Item | Description |
| Announcement Date | 04-06-2025 |
| Introduction | The Board of Directors of Future Vision for Health Training Company is pleased to invite the shareholders to participate and vote in the Extraordinary General Assembly Meeting (First Meeting), which is scheduled to be held, God willing, at 7:30 PM on Sunday, 04/01/1447 AH, corresponding to 29/06/2025 AD, through modern technology means. |
| City and Venue of the General Assembly | The Company’s Head Office in Al-Madinah Al-Munawwarah – Al-Qiblatain District – Abu Bakr Al-Siddiq Road, via modern technology means. |
| Date of the General Assembly | 04/01/1447 AH corresponding to 29/06/2025 AD |
| Time of the General Assembly | 19:30 |
| Method of Convening the General Assembly | Via modern technology means |
| Attendance Eligibility, Registration, and Voting Deadline | The right to attend the meeting is limited to shareholders registered in the issuer’s shareholders register at the Depository Center at the end of the trading session preceding the General Assembly meeting, in accordance with applicable laws and regulations. A shareholder may appoint a proxy other than a member of the Board of Directors. Registration for attendance ends at the time the meeting convenes, and the right to vote for attending shareholders ends once the vote-counting committee completes the counting of votes. |
| Quorum Required for Convening the Meeting | In accordance with Article (43) of the Company’s Articles of Association, the Extraordinary General Assembly meeting shall be valid if attended by shareholders representing at least 50% of the capital. If the quorum is not met for the first meeting, a second meeting shall be held one hour after the scheduled time of the first meeting, and shall be valid if attended by shareholders representing at least 25% of the capital. |
Agenda of the General Assembly
| No. | Agenda Item |
| 1 | Voting on amending the Company’s Articles of Association in line with the latest updates following its listing on the financial market, including: • Changing the Company’s name to: Future Vision for Health Training Company – Listed Joint Stock Company. • Increasing the Company’s capital from SAR 8,000,000 (Eight Million Saudi Riyals) to SAR 10,000,000 (Ten Million Saudi Riyals). |
| 2 | Voting on amending the Company’s objects by adding management consulting services and higher institute activities. |
| 3 | Voting on the report of the Company’s external auditor for the financial year ended 31 December 2024 (attached). |
| 4 | Voting on the Board of Directors’ report for the financial year ended 31 December 2024 (attached). |
| 5 | Voting on and discussing the Company’s financial statements for the financial year ended 31 December 2024 (attached). |
| 6 | Voting on the discharge of the members of the Board of Directors from liability for the financial year ended 31 December 2024. |
| 7 | Voting on the Company’s purchase of up to (350,000) of its ordinary shares to be held as treasury shares for multiple purposes, in accordance with applicable laws and regulations and Article (9) of the Company’s Articles of Association, based on the solvency report issued by the external auditor, provided that the purchase is funded from the Company’s internal resources. The Board of Directors shall be authorized to complete the purchase within a period not exceeding twelve (12) months from the date of the Extraordinary General Assembly resolution. Details of the purposes of share purchase are as follows: • (200,000) shares to be held as treasury shares, as the Board believes the market price is lower than the fair value. • (150,000) shares to be allocated under the Employee Benefits Program to enhance institutional loyalty, attract talent, and retain employees. These shares shall be held for a period not exceeding five years from the date of the Extraordinary General Assembly’s approval. If the shares are not sold or allocated during this period, the Company shall take the necessary legal actions to cancel them within a period not exceeding six months from the end of such period, unless the Extraordinary General Assembly decides to extend the holding period. |
| 8 | Voting on the establishment of an Employee Share Program and authorizing the Board of Directors to determine all terms and conditions necessary for its implementation, including (but not limited to) determining eligible employee categories, the number of allocated shares, vesting conditions, allocation price (if any), and any other terms deemed appropriate, in accordance with applicable laws and regulations. |
| 9 | Voting on the appointment of the Company’s external auditor from among the nominated candidates based on the recommendation of the Audit Committee, to examine and audit the financial statements for the semi-annual period ended 30 June 2025 and the financial year ended 31 December 2025, for total fees of SAR 131,100 (attached). |
Shareholders’ Rights and Electronic Voting
| Item | Description |
| Shareholders’ Right to Discuss Agenda Items and Ask Questions, and Voting Method | Shareholders attending the meeting have the right to discuss the agenda items and raise questions. Shareholders registered with Tadawulaty services may vote electronically on the agenda items remotely via the following link: https://www.tadawulaty.com.sa |
| Details of Electronic Voting | Electronic voting will be available to shareholders registered with Tadawulaty services through the e-voting service starting from 01:00 AM on Wednesday, 29 Dhul-Hijjah 1446 AH, corresponding to 25-06-2025 AD, until the end of the General Assembly meeting. Registration and voting through Tadawulaty services are available free of charge to all shareholders via the following link: https://www.tadawulaty.com.sa |
| Contact Information for Inquiries | For any inquiries, please contact the Shareholder Relations Department at: [email protected] |
