Riyadh – Mubasher: Saudi Chemical Company Holding will hold its third Extraordinary General Assembly Meeting (EGM) on 21 July 2026 to address critical amendments to the Articles of Association, according to a bourse disclosure.
Key agenda items include the restructuring of board governance, the removal of redundant financial year clauses, and the granting of expanded financial and operational authorities to the Board of Directors and its Chairman.
The upcoming assembly represents the third call for this meeting, and in accordance with Article 35 of the company’s Articles of Association, it will be considered valid regardless of the number of shares represented.
Electronic voting for the assembly will open at 1:00 AM on 17 July 2026 and will remain available until the conclusion of the meeting. The company has emphasized that because the meeting is being held virtually, physical proxy forms are not available, and all participation must occur through the Tadawulaty system.
Earlier, Saudi Chemical had to cancel its scheduled Extraordinary General Assembly meetings that were originally set for 22 June, as both of the first and second sessions failed to convene as planned due to the lack of a legal quorum required under Saudi Arabian corporate regulations.
This procedural flexibility ensures that the company can proceed with necessary governance updates despite potential quorum challenges. Shareholders registered in the company’s records at the Securities Depository Center (Edaa) by the end of the trading session preceding the meeting are eligible to participate and vote.
The agenda is centered on three primary proposed amendments to the corporate bylaws. First, the assembly will vote on amending Article 17, which governs the management of the company. The proposed changes aim to streamline board operations by removing repetitive text and clarifying the procedures for board vacancies and meeting protocols.
Notably, the amendment explicitly allows board meetings to be held at the company’s headquarters or any other location, including via modern technology. It also maintains the board’s composition at nine members, while reconciling discrepancies regarding the maximum term of office.
The second item involves the deletion of Article 43, which pertains to the company’s fiscal year. The board has justified this removal on the grounds of redundancy, as the same information stipulating a 12-month fiscal year from 1 January to 31 December is already contained within Article 42. This move is part of a broader effort to simplify the company’s governing documents and eliminate administrative duplication.
The most significant proposal, meanwhile, is the addition of a new article, Article 28, which outlines expanded powers for the Chairman and the Board of Directors.
Under the new provision, the Chairman, acting individually, or the Board, acting collectively, would be authorized to sign guarantees and indemnities on behalf of the company for third parties.
Furthermore, the amendment provides the authority to sign facility agreements and documents for the company and its subsidiaries, as well as the power to provide loans, financing, and guarantees to subsidiaries. The article also includes the right to delegate these authorities to other parties, potentially increasing the company’s agility in financial and strategic maneuvers.
The proposed changes to Saudi Chemical’s bylaws reflect a strategic shift toward modernized governance and enhanced operational flexibility.
By clarifying board procedures and centralizing financial authorities, the company seeks to strengthen its corporate framework and support the management of its various subsidiaries in an evolving regulatory environment.
