www.tadawulaty.com.sa

Mr. Hironari Iwakuma (Vice Chairman)

Mr. Abdullah Ali AlKhalifa (Board Member)

Mr. Satoshi Furuya (Board Member)

Mr. Emad Abdulrahman Al Butairi (Board Member)

Mr. Khalid Abdullah Al Rumaih (Board Member)

Dr. Hesham Mohammed Albarrak (Board Member)

Mr. Hironari Iwakuma (Chairman of Executive committee)

Mr. Emad Al Butairi (Chairman of Risk Management Committee)

Mr. Khalid Abdullah Al Rumaih (Chairman of NRC)

MR. Suliman Al Sugair (Audit Committee Member)

Dr. Ahmed Al Meghsmes (Audit Committee Member)

a. Approving on the provisions of the Merger Agreement and its amendments concluded between ATMC and Arabian Shield on 25/11/1444H (corresponding to 14/06/2023G).

b. Approving authorizing the Board of Directors, or any person authorized by the Board of Directors, to issue any decision to implement any of the above-mentioned decisions and complete the procedures for all requirements contained in the merger agreement.

2. Approving on distribute a maximum amount of (1,580,874) Saudi Riyals as remuneration to the members of the Board of Directors for their performance during the fiscal year 2023G until the date of completion the merger transaction.

3. Approving on distribute a maximum amount of (100,000) Saudi Riyals as remuneration to the members of the Audit Committee for their performance during the fiscal year 2023G until the date of completion the merger transaction.

4. Approving on discharge of the Board of Directors for their performance during the fiscal year 2023G until the date of completion the merger transaction.

The shares of Alinma Tokio Marine will be delisted, and new shares will be issued in Arabian Shield for the benefit of eligible shareholders of Alinma Tokio Marine according to the shareholder register, taking into account the settlement procedures (2T+) at the end of the second trading day following the date of completion of the merger transaction. The new shares shall be deposited in the portfolios of Alinma Tokio Marine shareholders during a period of no less than the third trading period after the completion of the merger transaction and no more than the sixth trading period after the completion of the merger transaction.

These shares will be deposited in the portfolios of Alinma Tokio shareholders with a number of (0.532094433333330000) shares in the Arabian Shield for every one share owned in Alinma Tokio Marine Company. The shareholders of Alinma Tokio Marine Company will own 20.00% of the capital of the Arabian Shield. Subsequently, the data of Alinma Tokio Marine is registered in the commercial registry of the Arabian Shield, and the Arabian Shield issues the updated commercial registry in accordance with the provisions of Article 228 of the Companies Law (“Effectiveness of the Merger Transaction Resolution”). All assets and liabilities of Alinma Tokio Marine Company shall be transferred to the Arabian Shield in accordance with the provisions of Article 229 of the Companies Law. After that, the commercial registration of Alinma Tokio Marine will be cancelled, and thus Alinma Tokio Marine will be dissolved.

Until the procedures for the cancellation of the commercial register of Alinma Tokio Marine are completed, Alinma Tokio Marine will become directly owned by Arabian Shield. No Shares will be transferred to any persons or parties other than the Arabian Shield.

For further updates on the steps following the Merger’s effectiveness, please follow Arabian Shield Cooperative Insurance Companys' announcements in this regard.