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Aljazira Takaful Taawuni Co. announces to Invites its Shareholders to Attend the (First Meeting) Ordinary General Assembly Meeting through modern technology

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Introduction The Board of Directors of Aljazira Takaful Taawuni Company is pleased to invite the shareholders to participate and vote in the Ordinary General Assembly meeting (the first meeting), which is scheduled to be held, at exactly 06:30 pm on Sunday 17-11-1442 AH corresponding to 27-06-2021 AD, via Modern technology means,

for the safety of shareholders and within the support of preventive and precautionary efforts and measures by the competent and relevant health authorities to address the emerging corona virus (COVID-19), and as an extension of the continuous efforts made by all government agencies in the Kingdom of Saudi Arabia to take the necessary preventive measures to prevent Spread it

City and Location of the General Assembly's Meeting Jeddah at Al-Hamra District - Al Madinah Descending Road (Down Town Road) - Al-Mosadiya Market Center - via modern technology
URL for the Meeting Location www.tadawulaty.com.sa
Date of the General Assembly's Meeting 2021-06-27 Corresponding to 1442-11-17
Time of the General Assembly's Meeting 18:30
Attendance Eligibility The Shareholders registered in Aljazira Takaful’s shareholders register at the Securities Depository Center Company “Edaa” at the end of the trading session preceding the General Assembly meeting.
Quorum for Convening the General Assembly's Meeting As per Article (32) of the Company Articles of Association, The Ordinary General Meeting shall be valid only if attended by shareholders representing at least 25% of the Company’s Capital. In case of non-completion of the Quorum at this meeting, a second meeting will be held within one hour of the scheduled time for the first meeting, and the second meeting will be deemed quorate regardless of the number of the Shareholders represented therein.
General Assembly Meeting Agenda 1. Voting on the Board of Directors Annual Report for the fiscal year ending 31 December 2020.

2. Voting on the Financial Statements for the year ending 31 December 2020.

3. Voting on the External Auditor’s Report for the year ending 31 December 2020.

4. Voting on releasing the Board of Directors members from their liability for the fiscal year ending 31 December 2020.

5. Voting on the appointment and determining the fees of External Auditors for the Company from among the candidates nominated based on the recommendation of the Audit Committee to review and audit financial statements of the second, third quarter, and the year of 2021 and first quarter of 2022.

6. Voting on disbursing an amount of 918 thousand Saudi riyals as an annual remuneration to the members of the Board of Directors for the fiscal year ending on 31 December 2020.

7. Voting on the business and contracts that will be concluded between the company and Bank Aljazira (a related party) represented in the group insurance policies for the personal finance portfolio, the group insurance agreement for the mortgage portfolio, the group insurance services agreement for the bank’s employees, the loan portfolio protection services agreement for the bank’s employees, In which the members of the Board of Directors, Engineer Abdul Majeed bin Ibrahim Al-Sultan, Engineer Ziyad bin Tariq Aba Al-Khail and Mr. Khalid bin Othman Al-Othman have an indirect interest in it. Note that the total amount of transactions that took place with the bank in the previous year amounted to 141,919 thousand Saudi riyals without preferential terms. (Attached)

8. Voting on the business and contracts to be concluded between the company and Al-Jazira Capital (a related party) represented in the company's investment management contract, in which the members of the board of directors, Eng. Abdul Majeed bin Ibrahim Al-Sultan, Eng. Ziyad bin Tariq Aba Al-Khail and Mr. Khaled bin Othman Al-Othman have an indirect interest in it. The total amount of transactions carried out with the company in the previous year amounted to 9,941 thousand Saudi riyals without preferential terms. (Attached).

9. Voting on the business and contracts that will be concluded between the company and the Aman Insurance Agency which is wholly owned by Bank Al-Jazira (a related party) represented by the Insurance Sales Agency, In which the members of the Board of Directors, Engineer Abdul Majeed bin Ibrahim Al-Sultan, Engineer Ziyad bin Tariq Aba Al-Khail and Mr. Khalid bin Othman Al-Othman have an indirect interest in it. Note that the total amount of transactions that took place with Aman Insurance Agency in the previous year amounted to 2,785 thousand Saudi riyals without preferential terms. (Attached).

10. Voting on the business and contracts that will be concluded between the company and the member of the Board of Directors Mr. Sager bin Abdullatif Nadershah which are individual insurance policies in which he has a direct interest, without preferential terms, noting that the total amount of transactions that took place with him in the previous year amounted to 8 thousand Saudi riyals (Attached).

11. Voting on the business and contracts that will be concluded between the company and the member of the Board of Directors, Mr. Khalid bin Othman Al-Othman, which are individual insurance policies in which he has a direct interest, without preferential terms, noting that the total amount of transactions that took place with him in the previous year amounted to 40 thousand Saudi riyals (Attached).

12. Voting on the Board of Directors’ decision to appoint Mr. Abdulelah Ibrahim Al Qassimi as a non-executive member of the Board of Directors, starting from the date of his appointment on 30-05-2021 AD to complete the Board’s current term that ends on 01-07-2022 AD. According to the merger agreement. (CV attached)

13. Voting on the Board of Directors’ decision to appoint Mr. Ashraf Adnan Bseiso as a non-executive member of the Board of Directors, starting from the date of his appointment on 030-05-2021 AD to complete the Board’s current term that ends on 01-07-2022 AD. According to the merger agreement. (CV attached)

14. Voting on the decision of the Board of Directors to appoint Mr. Ibrahim Muhammad Al-Harabi as an (independent) member of the Board of Directors, starting from the date of his appointment on 30-05-2021 AD to complete the Board’s current term that ends on 01-07-2022 AD. in succession to the previous member Mr. Saif Al-Yazan bin Ahmed. (Independent member) (CV is attached)

15. Voting on the decision of the Board of Directors to appoint Mr. Nayif Mesnad Al-Mesnad as a Non-executive member of the Board of Directors, starting from the date of his appointment on 30-05-2021 AD to complete the Board’s current term that ends on 01-07-2022 AD. in succession to the previous member Mr. Ziyad Aba Alkhail . (Non-executive member) (CV is attached)

Proxy Form
E-Vote The shareholders who are registered in the website of (Tadawulaty) electronic trading services can remotely vote on the items of the General Assembly through (electronic voting) service, and note that the remote voting will start at 10:00 am on Wednesday 13/11/1442 Hijri corresponding to 23/06/2021 G, and continue until the end of the General Assembly on Thursday 24 Jun 2021.

Please note that registration in Tadawulaty service and voting is provided free of charge for all shareholders through 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 Please contact the Shareholders Affairs Unit through the following numbers during the company’s official hours.

0126688877 Ext: 8358 , (IR.Inquires@ajt.com.sa),

Or write to the following address:

(Attention of the Secretary of the Board of Directors – (Aljazira Takaful Taawuni Company – P.O Box 5215 Jeddah 21422)).

Attached Documents           

The Capital Market Authority and the Saudi Stock 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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