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Saudi Reinsurance Company invites its shareholders to attend the Ordinary General Assembly Meeting (First meeting) via means of modern technology
| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors of Saudi Reinsurance Company "Saudi Re" is pleased to invite the honorable shareholders to participate and vote in the Ordinary General Assembly Meeting which will be held virtually through means of modern technology scheduled at 19:00 on Thursday 21/10/1444 H corresponding to 11/05/2023. |
| City and Location of the General Assembly's Meeting | Kingdom of Saudi Arabia - Riyadh City - Company’s Head Office – Via Means of Modern Technology |
| URL for the Meeting Location | www.tadawulaty.com.sa |
| Date of the General Assembly's Meeting | 2023-05-11 Corresponding to 1444-10-21 |
| Time of the General Assembly's Meeting | 19:00 |
| Attendance Eligibility | Shareholders Registered in the Issuer’s Shareholders Registry in the Depository Centre At the End of the Trading Session Preceding the General Assembly’s Meeting as per Laws and Regulations |
| Quorum for Convening the General Assembly's Meeting | In order for this assembly to be valid, a number of shareholders representing 25% of the capital is required. If this quorum is not available at the first meeting, a second meeting will be held One hour after the end of the first meeting period. The second meeting shall be valid irrespective of the number of shares represented therein. |
| General Assembly Meeting Agenda | 1. View and discuss the report of the Board of Directors for the fiscal year ending on 31/12/2022. 2. Voting on the external auditors’ report of the fiscal year ending on 31/12/2022. 3. View and discuss the financial statements for the fiscal year ending on 31/12/2022. 4. Vote to absolve the members of the Board of Directors from liability for the fiscal year ending on 31/12/2022. 5. Voting on the appointment of the Company’s auditors from among the candidates based on the recommendation of the Audit Committee, in order to examine, review and audit the financial statements for the second, third quarters and annual of the fiscal year of 2023 and the first quarter of year 2024, and determine their fees. 6. Voting on reinsurance contracts concluded between the company and Probitas Corporate Capital Ltd, in which there is an indirect interest for the Chairman of the Board of Directors Mr. Hesham Abdulmalik Al-Shaikh, MD/CEO Mr. Fahad Abdulrahman Al-Hesni, and Board Member Mr. Jean-Luc Gourgeon, as representatives for Saudi Re, for their membership in the Board of Directors of Probitas Holding (Bermuda) Ltd., the parent company of Probitas Corporate Capital Ltd. Also, there is an indirect interest for Board Member Mr. Jean-Luc Gourgeon for his membership in the Board of Directors of Probitas Corporate Capital Ltd., noting that the value of transactions during the financial year ending 31/12/2022 is 158,704,085 Saudi Riyals, without preferential treatment 7. Voting on the business and contracts that will be concluded between the company and the board of directors of the company Mr.Jean-Luc Gourgeon in it which is to provide consulting services in the field of reinsurance, noting that the value of the contract for the financial year ending 31/12/2022 amounted to 188,983 Saudi Riyals without preferential treatment. 8. Vote on disbursing an amount of 1,900,000 Saudi Riyals as a remuneration to the members of the Board of Directors for the financial year ending 31/12/2022. 9. Cumulative voting on the election of the members of the Board of Directors from among the candidates for the next session, which starts from the date (11/05/2023) and its duration is three years, as it ends on (10/05/2026). (CVs of candidates are attached) |
| Proxy Form |  |
| E-Vote | Shareholders registered in "Tadawulaty" services can vote on the items of the General Assembly starting from 01:00 a.m. Sunday Morning 17/10/1444 H corresponding to 07/05/2023 until the end of the General Assembly, and registration and voting on Tadawulaty will be available and free for all shareholders using the following link: www.tadawulaty.com.sa |
| Eligibility for Attendance Registration and Voting | Eligibility for Registering the Attendance of the General Assembly’s Meeting Ends upon the Convenience of the General Assembly’s Meeting. Eligibility for Voting on the Business of the Meeting Agenda Ends upon the Counting Committee Concludes Counting the Votes |
| Method of Communication | For inquiries, please contact the Investors relations department on +966 11 510 2000 ext. 181 Also you can direct your inquiries to the email of the Investor relations Department on: Invest@saudi-re.com |
| 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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