Riyadh – Mubasher: Tanmiah Food Company has issued a clarifying addendum regarding the outcomes of its Extraordinary General Assembly meeting which was originally convened in June 2026, according to a bourse filing.
The disclosure provides a comprehensive overview of shareholder resolutions, including the ratification of the 2025 financial performance, the appointment of external auditors, and significant amendments to the company’s articles of association.
A primary focus of the assembly was the formal review and approval of the company’s financial standing. Shareholders discussed and subsequently approved the board of directors’ report and the auditor’s report for the fiscal of 2025.
Following a review of the annual financial statements, the assembly granted a formal discharge to the members of the board for their management during that fiscal period.
In a move to ensure continued regulatory compliance and financial oversight, the assembly approved the appointment of PricewaterhouseCoopers (PwC) as the company’s external auditor. Based on the recommendation of the Audit Committee, PwC will be tasked with the review and audit of the financial statements for the second and third quarters of 2026, the full 2026 fiscal year, and the first quarter of 2027. The total remuneration for these auditing services is fixed at SAR 1.63 million.
The assembly also addressed board compensation and related-party transactions. Shareholders approved a total remuneration of SAR 4.36 million for the board of directors for the 2025 fiscal year.
Furthermore, the assembly authorized ongoing business contracts between Tanmiah and Al Dukkan Limited.
These transactions, which involve the sale of goods through open-ended contracts without preferential terms, involve indirect interests held by Chairman Amr Al Dabbagh and Vice Chairman Jamal Al Dabbagh, who each own a 10% stake in the counterparty. The total value of these transactions during 2025 was reported at SAR 18.68 million.
Significant updates to the corporate governance framework were also ratified. Shareholders approved the addition of a new article to the company’s bylaws, Article 13, which specifically governs the company’s ability to purchase its own shares. Additionally, Article 14, concerning the management of the company, was amended to align with current requirements.
To facilitate efficient decision-making, the assembly delegated the powers of the Ordinary General Assembly to the board of directors under the provisions of the Companies Law.
This authorization remains valid for one year from the date of the assembly’s approval or until the conclusion of the current board term, whichever is earlier.
This delegation is intended to streamline operations in accordance with the implementing regulations for listed joint-stock companies.
