United International Transportation Company (Budget Saudi) Announces the Call of its Shareholders to attend the Ordinary General Assembly Meeting (1st Meeting) remotely by using modern technology means

ELEMENT LIST

EXPLANATION

Introduction

The United International Transportation Company (Budget Saudi) Board of Directors is pleased to call the shareholders to attend the ninth ordinary general assembly meeting (1st meeting) by means of modern technology using TADAWULATY system, in order to ensure the safety of the shareholders in the Capital Market and within the support of preventive and precautionary efforts and measures by the competent and relevant health care provider to address Coronavirus (Covid-19), as well as the continuous efforts made by all government agencies in the Kingdom of Saudi Arabia to take the necessary preventive measures to prevent its spread, it has been decided to hold the Ninth Ordinary General Assembly at Thursday 09:30 pm on 29/04/2021, by means of modern technology provided by TADAWULATY.

City and Location of the General Assembly's Meeting

Through modern technology means and from the Company’s head office in Jeddah (using Tadawulaty system only)

URL for the Meeting Location

www.tadawulaty.com.sa

Date of the General Assembly's Meeting

2021-04-29 Corresponding to 1442-09-17

Time of the General Assembly's Meeting

21:30

Attendance Eligibility

Shareholders Registered in the Issuer’s Shareholders Registry in the Depository Centre at the End of the Trading Session Preceding the General Assembly’s Meeting as per Laws and Regulations

Quorum for Convening the General Assembly's Meeting

In order for the holding of the Ordinary General Assembly to be valid, the attendance of shareholders representing at least a quarter of the capital is required, and in the event that the quorum required for holding the first meeting is not complete, the second meeting will be held an hour after the end of the period specified for the first meeting, and the second meeting will be valid regardless of the number of shares represented in it

General Assembly Meeting Agenda

1. Voting on the company's auditor's report for the fiscal year ending on 31/12/2020

2. Voting on the company's financial statements for the fiscal year ending on 31/12/2020

3. Voting on the Board of Directors' report for the fiscal year ending on 31/12/2020

4. Voting on the appointment of the company's external auditor from among the candidates, based on the recommendation of the audit committee, to examine, review and audit the financial statements for the first, second, third, fourth and annual quarters of the fiscal year 2022, the fiscal year 2023 and the fiscal year 2024, and determine their remuneration.

5. Voting on paying an amount of (SAR 3,160,000) as remuneration to the Board members for the fiscal year ending on 31/12/2020.

6. Voting on the Board’s resolution to appoint Eng. Khaled bin Abdullah Al-Dabal (Independent) as an Audit Committee member, starting from 12/7/2020. until the end of the current committee’s term on 20/6/2021, to succeed the former committee member Mr. Mufaddal bin Abbas Ali (from outside the Board), effective from the date of the resolution issued on 12/7/2020. This appointment is in accordance with the Audit Committee Regulations. (CV attached)

7. Voting for election of the Board members from among the candidates for the next term, commencing from 21/6/2021 for a term of three years, ending on 20/6/2024 (CVs attached)

8. Voting on the formation of the Audit Committee, and the definition of its duties, work regulations and remuneration of its members for the new term, starting from 20/6/2021 until the end of the term on 20/6/2024 The following are the names of the candidates, (whose CVs are attached):

1) Mr. Khaled bin Abdullah Al-Dabal

2) Mr. Khaled bin Ahmed Refaat

3) Mr. Samer bin Saud Samman

9. Voting on delegating the Board of Directors to distribute interim dividends on a biannual / quarterly basis for the fiscal year 2021.

10. Voting on on the Board of Directors' recommendation to distribute dividends for the second half of 2020 at the rate of 1.25 riyals per share, representing 12.5% of the capital with a total amount of (SAR 88,958,335), Provided that the entitlement to dividends is for shareholders holding the shares by the end of the trading day of the assembly date, and who are registered in the Company's shareholders registry held with the Securities Depository Center Company (Edaa) at the end of the second trading day following the entitlement date. the distribution date to be announced later. (Attached)

11. Voting on the business and contracts that will be concluded between the company and Zahid Tractors Company Ltd., one of Zahid Holding Group companies, which the Board of Directors, Eng. Wafaa Hashem Zawawi - Non-Executive Member - Mr. Alaa El Din Riad Sami - non-executive member – have indirect interest in it and licensing for the upcoming year. Note that the transactions for the year 2020 amounted to (SAR 64,000), and there are no preferential terms in this contract. (Attached)

12. Voting on the business and contracts that will be concluded between the company and the office of Dr. Bassim bin Abdullah Alim & Co for legal advice and advocacy, in which the Chairman of the Board of Directors Dr. Bassim bin Abdullah Alim - a non-executive member - has a direct interest in it, and it is a contract to provide advisory and legal services to the company for the upcoming year. The value of the contract is (SAR 1,200,000) for 2021 and there are no preferential conditions in this contract. (Attached)

13. Voting on the business that have been concluded between the company and the office of Dr. Bassim bin Abdullah Alim & Co for legal advice and advocacy in which the Chairman of the Board of Directors Dr. Bassim bin Abdullah Alim - a non-executive member - has a direct interest in it, and it consists of other legal business and services not included in the scope of the consulting services contract for the company, noting that the transactions for the year 2020 amounted to (SAR 507,000), and there are no preferential conditions for these works. (Attached)

14. Voting on the participation of a member of the Board of Directors Mr. Alaa Al-Din Riyad Sami, in a work competes the company's business (attached)

15. Voting on discharging the members of the Board of Directors from liability for the fiscal year ending 12/31/2020

Proxy Form

E-Vote

Shareholders registered on the Tadawulati Services website will be able to vote remotely on the General Assembly’s Meeting Agenda through the (Electronic Voting) service, which will start from Sunday morning (10:00 AM) dated 25-04-2021 and ending when the voting committee finishes counting the votes. The registration and voting on the Tadawulaty platform are freely available for all shareholders by using the following link: https://login.tadawulaty.com.sa

Eligibility for Attendance Registration and Voting

Eligibility for Registering the Attendance of the General Assembly’s Meeting Ends upon the Convenience of the General Assembly’s Meeting. Eligibility for Voting on the Business of the Meeting Agenda Ends upon the Counting Committee Concludes Counting the Votes

Method of Communication

In the event of an inquiry about the Assembly's items, please contact the Shareholders Affairs Department on (0126927070), Ext 1610, 1777 or 1115; or via e-mail e.baziz@budgetsaudi.com - mazen@budgetsaudi.com - rmandhour@budgetsaudi.com

Attached Documents