The Transfer Document contains information provided in accordance with the requirements of the Listing Rules issued by the Saudi Exchange. The Issuer has appointed (Aldukheil Financial Group) as financial advisor ("Financial Advisor") in connection with the transfer of the Issuer's shares and their listing on the Main Market. These forward-looking statements reflect the issuer's current views regarding future events, but are not guarantees of future performance.
As for the indirect ownership of the Chairman of the Board, Ayedh Al-Qahtani, it reached 65.21%, where Ayedh Al-Qahtani owns 100% of Sumou Society, which owns 0.47% of Sumou Real Estate Company. Thus, the percentage of indirect ownership of Ayedh Al-Qahtani in Sumou Real Estate Company through the property of Sumou Society Company is 0.47%. Also, the Chairman of the Board of Directors owns 0.46% in Arbah Financial Company through his ownership in Athar Company indirectly through his 100% ownership of Sumou Al-Mujtama' and Bisan Commercial and Real Estate Investment Company (Athar Company is owned 60% by Bisan Commercial and Real Estate Investment Company and 40% by Sumou Real Estate Company), where Arbah Financial Company owns 0.001% of Sumou Real Estate Company.
The wife of the Chairman of the Board of Directors owns 1.56% of Sumou Real Estate Company, so the Chairman of the Board of Directors owns 1.56% indirectly through his wife's ownership. Note: The characteristics of the independence of the members of the board of directors were defined on the basis of the Rules on the Management of Companies issued by the Capital Market Authority.
Terms and Definitions
Main market The market on which securities are traded that have been registered and offered in accordance with the fourth part of the Rules on the offer of securities and permanent liabilities and accepted for listing in accordance with the third part of the Listing Rules. Nomu” the market where shares are traded that have been registered and offered in accordance with the seventh chapter of the Rules on the offer of securities and long-term liabilities, and are accepted for listing in accordance with the eighth chapter of the Listing Rules. Transfer Transfer of the issuer's shares from the parallel market to the main market.
Rules for the Offer of Securities and Continuing Obligations issued by the board of the Capital Market Authority with resolution no. 09/4/1439H (corresponding to 27/12/2017G), based on the Capital Market Law issued by Royal Decree no. Regulations of Corporate Governance in the Kingdom of Saudi Arabia, issued by the board of the Capital Market Authority with resolution no. Starting from July 2020, the Government of the Kingdom of Saudi Arabia decided to increase the rate of value added tax from 5% to 15%, and a number of products are exempted from it (basic food and services related to health care and education). .
SAR or SR Saudi Arabian Riyal, the official currency of the Kingdom of Saudi Arabia. Have the right to appoint 30% or more of the members of the governing body Subsidiary According to the list of terms used in the regulations and rules of the capital.
Risk Factors
2-1-3 Risks related to some members of the board of directors who perform business that is competitive with the issuer's business. This will have a significant and negative impact on the business results and financial condition of the issuer. Any of the above may have a negative and material impact on the Issuer's business, operating results, financial condition and future prospects.
This will have a negative and material impact on the Issuer's business, results of operations and financial condition. Any increase in the Zakat requirements applicable to the Issuer may adversely affect its profitability. 2-1-33 Risks associated with the impact of the increase in operating costs of the Issuer's activities.
2-2-4 Risks associated with the impact of the demand for residential and commercial real estate in the Kingdom of Saudi Arabia on the Issuer's activities. This will have a negative impact on the Issuer's activities, results of operations, financial performance and profitability.
Purpose of Transferring to the Main Market
Legal information and declarations of the members of the Board of Directors
Value of the agreement The issuer receives fees for development management of 8% of the direct costs. Parties Issuer and Ahmed Jasim Al Gu Ahmed Engineering Consulting Office Description of. Management and supervision Contract parties Issuer and Al-Omro Engineering Consulting Group Description of.
Completion of the Agreement 16 weeks from the date of approval of the design idea by the Issuer. Engineering Consultancy Services Contracting Parties Issuer and Tathir Engineering Consultancy Office Description i. Consulting Engineering Services Contracting Parties Issuer and National Housing Company Description i.
Management Discussion and Analysis of the Financial Conditions and Results of Operations . 117
This was offset by the issuer's commencement of implementation of new projects and contracts in 2022G. Funding costs decreased from 1.6 million Saudi Riyals in 2021G to 279 thousand Saudi Riyals for the financial year ending 31 December 2022G as a result of the full settlement of the issuer's borrowings in the financial year 2021G. Revenue from real estate projects was 32.2 million Saudi Riyals in fiscal 2021G and increased to 170.8 million Saudi Riyals in 2022G due to an increase in the completion rate of the Dar Sumou project from 8.1% to 50.1%.
While revenue from contract works increased from 2 million Saudi Riyals in 2021G to 44 million Saudi Riyals as a result of the implementation and development of the Sumou Al-Khobar project in 2022G. Cost of land sold was 3.6 million riyals for the year ended 31 December 2020G due to the issuer selling land to Tilal Aldawha. The proceeds from the Tilal Aldawha project represent the sale of land worth 3.6 million Saudi Riyals.
The cost of the Dar Sumou project amounting to 29.1 million Saudi Riyals for the year ended 2021G and 150.3 million riyals as at 31 December 2022G, which is mainly derived from the work completed by the project contractors. The cost of salaries, wages and related fringe benefits increased from 4.8 million Saudi Riyals during the financial year 2020G due to the reclassification between general and administrative costs and expenses. The cost of the land sold amounted to 3.6 million riyals for the year ended 31 December 2020, due to the Issuer selling the Tilal Aldawha land.
The cost of financing the right to use the asset amounted to 762 thousand Saudi Arabian riyals during the year 2021G as a result of the application of International Financial Reporting Standard No. 31, 2020, as a result of the Issuer selling Tilal Aldawha land. The remuneration of the members of the board of directors increased from 792 thousand Saudi Arabian riyals in the financial year 2020G to 1.9 million Saudi riyals in the financial year 2021G.
Depreciation costs for right-of-use assets in 2021G amounted to 265 thousand Saudi riyals as a result of the initial application of International Financial Reporting Standard no. While other expenses increased from 607 thousand Saudi Riyals for 2021G to 1.2 million Saudi Riyals in 2022G due to the increase in costs of the subsidiary as it was acquired in the second half of 2021G. Value Added Tax decreased to 1.1 million Saudi Riyals as at 31 December 2022G due to a cash refund of Value Added Tax related to Dar Sumou project costs during the year.
Rent arrears fell from 1.3 million Saudi riyals per 31 December 2021G to zero per 31 December 2022G, as a result of the Issuer applying International Standard No. The value of the equity in it was 1.8 million. Saudi riyal due to the accumulated losses.
Auditor’s Report
