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Alinma Bank announces the opening of candidacy for membership of the Board of Directors of Alinma Bank for the next session.

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IntroductionAlinma Bank is pleased to announce the opening of candidacy for membership of its Board of Directors for next term, which begins on 21/05/2022 and ends on 20/05/2025, for a term of three (3) Gregorian years.

Those who wish to nominate themselves for membership of the Board of Directors and meet membership legal conditions and qualifications according to the terms and requirements stipulated in legal texts, including the Companies Law issued by the Ministry of Commerce, Banking Control Law issued by the Saudi Central Bank, instructions of the Saudi Central Bank related to requirements for appointment to senior positions in financial institutions it supervises, the basic governance principles in financial institutions supervised by the Saudi Central Bank, Corporate Governance Regulation issued by the Capital Market Authority and the Regulation of Candidacy for the Membership of the Board of Directors approved by the General Assembly of the bank (candidacy criteria attached herewith).

The date of the General Assembly meeting, which will include an item on electing the Board’s members for the new session, will be announced at a later stage after obtaining necessary approvals from competent authorities.

Type of AssemblyNew Session
Assembly Start Date2022-05-21 Corresponding to 1443-10-20
Assembly End Date2025-05-20 Corresponding to 1446-11-22
Number of members9
Application Start Date2021-12-13 Corresponding to 1443-05-09
Application End Date2022-01-12 Corresponding to 1443-06-09
Applications Submission MethodApplications and attachments shall be delivered by hand to the Shareholders Relations Management (attention: Secretary of the Board of Directors), Alinma Bank Head Office, address: Alanoud Tower, King Fahad Road, Riyadh, Kingdom of Saudi Arabia, Alinma website link: https://cutt.us/3RYs

or through the following e-mail address: shareholders@alinma.com, with e-mail receipt confirmation.

For more inquiries, please communicate with the Shareholders Relations Management on: 00966112185252, or e-mail: shareholders@alinma.com, during the Bank’s official working hours (Sunday through Thursday, 8:00 a.m. to 5:00 p.m.).

Application RequirementsThose who wish to run for membership in the Board of Directors of Alinma Bank should submit candidacy application, taking into account the following:

a. Possessing necessary experience, skills and integrity that enables him to carry out the basic functions of the member of the Board of Directors.

b. Demonstrating a diversified experience of not less than ten (10) years in banks and financial/economic institutions, insurance, accounting, auditing and management sectors.

c. Showing financial knowledge and skills through the ability to read and understand financial statements and reports as well as financial analysis related thereto.

d. The candidate should be of a good reputation.

e. The candidate shall not exercise any activity that would compete with the bank or trade in any type of the activities of the bank or its subsidiaries.

f. The candidate shall not be a member of the Board of Directors of more than five (5) joint-stock companies at the same time.

g. The candidate must not have been sentenced in a crime involving moral turpitude or dishonesty, unless he has been rehabilitated.

h. The candidate should not have been previously dismissed from the membership of a Board of Directors of a bank or a company.

i. There should be no medical or other impediment that may affect the performance of the candidate’s duties and responsibilities.

j. The candidate should meet all regulatory requirements related to candidacy for the Board of Directors of a Saudi joint-stock company engaged in banking business.

k. A signed letter addressed to the Secretary of the Board of Directors including the candidate’s desire to run for membership of the Board of Directors, along with a personal profile/C.V, academic qualifications and working experience (attached).

l. For the candidate who has previously held, or is still holding, a membership in the Bboard of Directors of a joint-stock company, he should submit a statement showing the names of such companies, membership dates and the record of meeting attendance (attached).

m. A list of the entities in which the candidate owns (5%) or more of their capital if they are listed in any capital market or (30%) or more of the capital if the joint stock company is not listed.

n. Clarifying any kinship or other relation with one of the bank’s major shareholders, senior executives or senior staff of subsidiaries, or one of their external auditors (attached)

o. A statement of existing contracts and deals concluded with the bank (if any) or any direct or indirect interests therein (attached).

2. Filling out the following forms related to candidacy to the membership of the Board of Directors and attach them with the candidacy application:

a. The Fit and Proper Form (issued by the Saudi Central Bank) in (Word) and (PDF) formats, which could be downloaded from. https://cutt.us/8SQP2

b. CMA Form No. (3), which could be downloaded from (https://cma.org.sa/RulesRegulations/FormsSite/Pages/default.aspx.). The candidate should sign on each page of the form.

c. Candidacy Form of the bank (attached).

d. Independence form as defined by the Saudi Central Bank and CMA (attached).

e. Form (1) CV, qualifications and experience (attached).

3. A statement or report on the last session in which the candidate acted as a member of the Board of Directors of a joint-stock company, including the following information:

a. Number and dates of meetings held during each year of the Board’s term, the number of meetings attended by the member in person and attendance percentage.

b. Permanent committees of the Board in which the member participated, number and dates of meetings held by each committee and attended by the member during each year of his membership and attendance percentage.

c. A summary of the financial results achieved by the company/companies during each of the Board’s session.

4. A clear copy of a valid national ID, passport and family record book (for Saudis), a clear copy of a valid passport, Iqama and family record book (for non-Saudis), commercial register for legal entities, along with contact details for all categories (home address, cell phone number, landline number, e-mail address).

5. Any other additional forms, requirements or documents requested by the bank or other supervisory and regulatory authorities governing the banking sector in the Kingdom.

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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