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United Cooperative Assurance Co. Announces Calling Candidature for Board Members Elections

8190
UCA
0.79 %
1445/02/01     17/08/2023 15:47:04

Element ListExplanation
IntroductionThe United Cooperative Assurance Company (UCA) is pleased to inform its valued shareholders that nominations for election to the Board of Directors will be opened for the next three-year term starting on 13 January 2024 and ending on 12 January 2027.

The candidates election will be conducted in the General Assembly meeting, which will be announced later after obtaining the necessary approvals from the competent authorities.

The individual/shareholder should satisfy the statutory conditions and qualifications of Board membership and pursuant to the conditions, controls and requirements contained in the statutory provisions, specially the Companies Law issued by the Ministry of Commerce, the Corporate Governance Regulations issued by the Capital Market Authority (CMA), and the guidelines and directives issued by the Saudi Central Bank (SAMA) in respect of the requirements for nomination to the leading positions in financial institutions subject to the supervision of SAMA, and in accordance with the guidelines of Governance Regulations of Insurance Companies issued by SAMA, as well as the UCA’s Policies & Criteria for Selection and Appointment of the Company’s Board of Directors beside those imposed by the applicable regulations for the nomination of members of the board of directors

Type of AssemblyNew Session
Assembly Start Date2024-01-13 Corresponding to 1445-07-01
Assembly End Date2027-01-12 Corresponding to 1448-08-04
Number of members7
Application Start Date2023-08-17 Corresponding to 1445-02-01
Application End Date2023-09-17 Corresponding to 1445-03-02
Applications Submission Method1. By hand delivery at the company's Head Office during the company's official working hours at the following address: (Bin Saeedan Tower, Al Muruj District, King Fahad Road, Riyadh city).

2. Through email: nomination@uca.com.sa

3. By registered mail at the following address: - PO Box 122644, Riyadh 2363

Application Requirements1.Each shareholder shall be entitled to nominate himself/ herself or one or more other persons to the membership of the Board of Directors, within the limits of his/ her ownership percentage in the Company capital.

2.The candidate should have adequate experience, honesty and high managerial skills that contribute to enhancing the Company's leading role.

3.The candidate shall not be a member of a board of directors of more than five listed companies simultaneously.

4. The candidate should not have been convicted by any judicial verdict or a crime of dishonesty and honor.

5. The candidate should not be a government employee, unless he/ she is a representative of a government entity, companies established by the State, or persons of public legal status.

6. The candidate should not be insolvent or bankrupt.

7. The candidate should not be a member of a board of directors, a member of a board sub-committee, or occupy any of the leading positions in another Saudi insurance and/or reinsurance company.

8. The candidate has not engaged in a contrary behavior in financial markets or business.

9. The candidate should have scientific and practical experience.

10. The candidate must be in compliance with the provisions of the applicable rules, regulations and instructions.

11. The candidate shall be committed to allocating sufficient and appropriate time to carry out his/ her competence and duties towards membership.

12. The candidate shall enjoy independence and non-conflict of interest.

Nomination Requirements:

1. Completing and signing the nomination form and fill out the attached tables, taking into account the periods and times stipulated in the company's announcement and relevant rules, regulations, circulars and decisions. (attached).

2. Provide company with Resume, qualifications and previous and current experience.

3. Attach a clear copy of ID, Family Record, contact information of the candidate, including at least the candidate's national address, mobile phone number, land-line number, and e-mail address.

4. Filling out the Fit and Proper Application form and attaching it to the nomination application form in both formats (PDF-WORD). The form can be obtained through the Saudi Central Bank (SAMA) website or through the company's website - Shareholder Relations.

5. Filling out the Disclosure Form No. (3) and attaching it to the nomination application form in both formats (PDF-WORD). The form can be obtained through the website of the Capital Market Authority (CMA) or through the company's website - Shareholder Relations.

6. A statement of the companies or institutions in which the candidate participates in the management or ownership of the company and transacts business similar to insurance business activities or has contracts or common interests with the company.

7. If elected to the Board of Directors, the candidate shall submit the required disclosures in accordance with a Conflict of Interest's Policy of the members of the Board of Directors and members of the committees emanating from the Board.

8. In case of the interests of the candidate or the representative has interests, either directly or indirectly with the company, he should provide a detailed statement in addition to any information related to any contract to which the company is a party and the candidate has a fundamental interest or any person related to him or if he is involved in a business that would compete with the company in its works.

Candidate Conditions
Attached Documents        

The Capital Market Authority and Saudi Exchange take no responsibility for the contents of this disclosure, make no representations as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this disclosure, and the issuer accepts full responsibility for the accuracy of the information contained in it and confirms, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other facts or information the omission of which would make the disclosure misleading, incomplete or inaccurate.

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Key Parameters
Last Price 10.22
Net Change 0.08 (+0.79%)
Value Traded (Sar) 5,379,057.59
Volume Traded 534,244
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