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Allianz Saudi Fransi Cooperative Insurance Company invites its shareholders to attend The Ordinary General Assembly Meeting (First meeting)

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Introduction The Board of Directors of Allianz Saudi Fransi Cooperative Insurance Company is pleased to invite the shareholders to participate in the Ordinary General Assembly meeting (the first meeting), which will be held in Riyadh at the company’s headquarters in Al Safwa Commercial Building - Khurais Road - near the Gulf Bridge - Malaz – Riyadh and via modern technology tools on the (Link to Tadawulaty www.tadawulaty.com.sa). The meeting was decided to be held on Tuesday 19 Dhu al-Qa’dah 1442 AH corresponding to June 29, 2021 AD at Eight Thirty in the evening (8: 30 PM) by modern technology. It will be held in this way, 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 preventive measures necessary to prevent its spread.
City and Location of the General Assembly's Meeting at the company’s headquarters in Al Safwa Commercial Building - Khurais Road - near the Gulf Bridge - Malaz – Riyadh
URL for the Meeting Location www.tadawulaty.com.sa
Date of the General Assembly's Meeting 2021-06-29 Corresponding to 1442-11-19
Time of the General Assembly's Meeting 20:30
Attendance Eligibility Each shareholder registered in the Company’s shareholders records at Edaa at the end of the trading session preceding the assembly meeting, has the right to electronically register attendance and vote using the Tadawulaty system at the assembly meeting according to the rules and regulations. The right to register attendance to the assembly meeting ends when the assembly is held, and the attendees’ right to vote on the assembly items ends when the Counting Committee finishes counting the votes. The extraordinary general assembly meeting shall be valid if attended by shareholders representing at least half of the capital. If the quorum necessary to hold this meeting is not achieved, the second meeting will be held an hour after the end of the period specified for the first meeting. The second meeting shall be valid if attended by shareholders representing at least a quarter of the capital. In order to support the preventive and precautionary measures that the competent health authorities in the Kingdom of Saudi Arabia make to fight COVID-19, the Company invites its shareholders to participate in the general assembly by attending on the following link, which will send in text messages via Tadawulaty.
Quorum for Convening the General Assembly's Meeting 50%
General Assembly Meeting Agenda In order to vote on the following items:

1) To vote on the Board’s report for the fiscal year ended on 31/12/2020.

2) To vote on the financial statements of the fiscal year as of 31/12/2020.

3) To vote on the auditor's report for the fiscal year ended on 31/12/2020.

4) To vote on the discharge of the Board members from liability for the fiscal year 2020.

5) To vote on the appointment of the Company's auditors from among the candidates, based on a recommendation

By the Audit Committee, to examine, review and audit the financial statements of the second, third and fourth

Quarter and the annual financial statements of the fiscal year 2020 and the first quarter of the fiscal year 2021,

And determine their fees.

6) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Banque Saudi Fransi, in which Mr. Mazen Al-Tamimi, a member of the Board of Allianz Saudi Fransi

Cooperative Insurance Company and an Executive Director of Banque Saudi Fransi, has an indirect interest, which

Are the management of investment portfolios submitted to the Company by Banque Saudi Fransi and its affiliates.

There are no preferential terms in such businesses and contracts. The total value of these businesses in 2020 is SAR

524,059,821. (Attached)

7) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Banque Saudi Fransi, in which Mr. Mazen Al-Tamimi, a member of the Board of Allianz Saudi Fransi

Cooperative Insurance Company and an Executive Director of Banque Saudi Fransi, has an indirect interest, which

Are the banking and investment services provided to the Company by Banque Saudi Fransi and its affiliates. There

Are no preferential terms in such businesses and contracts. The total value of these businesses in 2020 is SAR

313,195,331. (Attached)

8) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Banque Saudi Fransi, in which Mr. Mazen Al-Tamimi, a member of the Board of Allianz Saudi Fransi

Cooperative Insurance Company and an Executive Director of Banque Saudi Fransi, has an indirect interest, which

Are the insurance business provided by the Company to Banque Saudi Fransi and its affiliates. There are no

Preferential terms in such businesses and contracts. The total value of these businesses in 2020 is SAR 68,646,390.

(Attached)

9) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Allianz Group and its affiliates, in which Mr.Al Waleed Al Dreayan, Mr Herve Gloaguen.Mr. Antoine Issa

And Mr. Mohamed Amine Benabou,Mr.Andreas Brunner

Members of the Board of Allianz Saudi Fransi Cooperative Insurance Company and executive directors of Allianz

Group, have an indirect interest, which are the insurance and re-insurance businesses and the support services

Provided to the Company by Allianz Group and its affiliates. There are no preferential terms in such businesses

And contracts. The total value of these businesses in 2020 is SAR 151,395,116. (attached)

10) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Data Quest SAL, an affiliate of Allianz Group, in which Mr.Al Waleed Al Dreayan, Mr Herve

Gloaguen.Mr. Antoine Issa and Mr. Mohamed Amine Benabou,Mr.Andreas Brunner , members of the Board of

Allianz Saudi Fransi Cooperative Insurance Company and executive directors

of Allianz Group, have an indirect interest, which are the business of the Company's technical system, including

Maintenance, technical support and development, provided to the Company by Data Quest SAL. There are no

Preferential terms in such businesses and contracts. The total value of these businesses in 2020 is

SAR 2,952,414. (Attached)

11) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Nextcare Company, as Allianz Saudi Fransi Cooperative Insurance Company (represented by Mr.

Andreas Brunner – Board member) is a major shareholder in Nextcare Company, which are the business of claim

Management (medical insurance). There are no preferential terms in such businesses and contracts. The total

Value of these businesses in 2020 is SAR 8,371,579. (Attached)

12) To vote on the appointment of Mr. Mohamed Amine Benabou, as a member of the Board of Directors (non-

executive) representing Allianz France International, to succeed Mr. Hisham Raisi, as of November 23, 2020, and

complement the current session of the Board of Directors, which ends on 07/08/2022.

Proxy Form
E-Vote In order to vote on the following items:

1) To vote on the Board’s report for the fiscal year ended on 31/12/2020.

2) To vote on the financial statements of the fiscal year as of 31/12/2020.

3) To vote on the auditor's report for the fiscal year ended on 31/12/2020.

4) To vote on the discharge of the Board members from liability for the fiscal year 2020.

5) To vote on the appointment of the Company's auditors from among the candidates, based on a recommendation

By the Audit Committee, to examine, review and audit the financial statements of the second, third and fourth

Quarter and the annual financial statements of the fiscal year 2020 and the first quarter of the fiscal year 2021,

And determine their fees.

6) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Banque Saudi Fransi, in which Mr. Mazen Al-Tamimi, a member of the Board of Allianz Saudi Fransi

Cooperative Insurance Company and an Executive Director of Banque Saudi Fransi, has an indirect interest, which

Are the management of investment portfolios submitted to the Company by Banque Saudi Fransi and its affiliates.

There are no preferential terms in such businesses and contracts. The total value of these businesses in 2020 is SAR

524,059,821. (Attached)

7) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Banque Saudi Fransi, in which Mr. Mazen Al-Tamimi, a member of the Board of Allianz Saudi Fransi

Cooperative Insurance Company and an Executive Director of Banque Saudi Fransi, has an indirect interest, which

Are the banking and investment services provided to the Company by Banque Saudi Fransi and its affiliates. There

Are no preferential terms in such businesses and contracts. The total value of these businesses in 2020 is SAR

313,195,331. (Attached)

8) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Banque Saudi Fransi, in which Mr. Mazen Al-Tamimi, a member of the Board of Allianz Saudi Fransi

Cooperative Insurance Company and an Executive Director of Banque Saudi Fransi, has an indirect interest, which

Are the insurance business provided by the Company to Banque Saudi Fransi and its affiliates. There are no

Preferential terms in such businesses and contracts. The total value of these businesses in 2020 is SAR 68,646,390.

(Attached)

9) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Allianz Group and its affiliates, in which Mr.Al Waleed Al Dreayan, Mr Herve Gloaguen.Mr. Antoine Issa

And Mr. Mohamed Amine Benabou,Mr.Andreas Brunner

Members of the Board of Allianz Saudi Fransi Cooperative Insurance Company and executive directors of Allianz

Group, have an indirect interest, which are the insurance and re-insurance businesses and the support services

Provided to the Company by Allianz Group and its affiliates. There are no preferential terms in such businesses

And contracts. The total value of these businesses in 2020 is SAR 151,395,116. (attached)

10) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Data Quest SAL, an affiliate of Allianz Group, in which Mr.Al Waleed Al Dreayan, Mr Herve

Gloaguen.Mr. Antoine Issa and Mr. Mohamed Amine Benabou,Mr.Andreas Brunner , members of the Board of

Allianz Saudi Fransi Cooperative Insurance Company and executive directors

of Allianz Group, have an indirect interest, which are the business of the Company's technical system, including

Maintenance, technical support and development, provided to the Company by Data Quest SAL. There are no

Preferential terms in such businesses and contracts. The total value of these businesses in 2020 is

SAR 2,952,414. (Attached)

11) To vote on the businesses and contracts that will take place between Allianz Saudi Fransi Cooperative Insurance

Company and Nextcare Company, as Allianz Saudi Fransi Cooperative Insurance Company (represented by Mr.

Andreas Brunner – Board member) is a major shareholder in Nextcare Company, which are the business of claim

Management (medical insurance). There are no preferential terms in such businesses and contracts. The total

Value of these businesses in 2020 is SAR 8,371,579. (Attached)

12) To vote on the appointment of Mr. Mohamed Amine Benabou, as a member of the Board of Directors (non-

executive) representing Allianz France International, to succeed Mr. Hisham Raisi, as of November 23, 2020, and

complement the current session of the Board of Directors, which ends on 07/08/2022.

Eligibility for Attendance Registration and Voting Each shareholder registered in the Company’s shareholders records at Edaa at the end of the trading session preceding the assembly meeting, has the right to electronically register attendance and vote using the Tadawulaty system at the assembly meeting according to the rules and regulations. The right to register attendance to the assembly meeting ends when the assembly is held, and the attendees’ right to vote on the assembly items ends when the Counting Committee finishes counting the votes. The extraordinary general assembly meeting shall be valid if attended by shareholders representing at least half of the capital. If the quorum necessary to hold this meeting is not achieved, the second meeting will be held an hour after the end of the period specified for the first meeting. The second meeting shall be valid if attended by shareholders representing at least a quarter of the capital. In order to support the preventive and precautionary measures that the competent health authorities in the Kingdom of Saudi Arabia make to fight COVID-19, the Company invites its shareholders to participate in the general assembly by attending on the following link, which will send in text messages via Tadawulaty.
Method of Communication It also urges them to participate in the electronic voting available to the shareholders registered in Tadawulaty website, which enables the shareholders to view and vote on the entire items of the assembly starting from ten in the morning on Tuesday 19/11/1442 AH, corresponding to 29/06/2021 AD, until the end of the assembly meeting. Registration and voting in Tadawulaty services will be free of charge for all shareholders by visiting the website: www.tadawulaty.com.sa

Shareholders’ questions and inquiries will be received by the Department of Shareholder Relations through the following phone numbers:

0118213093 / 0118213125

or via email: EGA@allianzsf.com.sa

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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