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The Board of Directors of Saudi Reinsurance Company "Saudi Re" is pleased to invite the shareholders to attend the extraordinary general assembly meeting by means of modern technology, which is scheduled to be held at 10 pm on Wednesday 06/09/1441H corresponding 04/29/ 2020, at the company's headquarters in Riyadh, Al-Wadi District, North Ring Road.

And based on the circular of the Capital Market Authority to limit the holding of the general assembly to modern technology, and suspend their contact in person until further notice. This is in order to ensure the safety of the people trading in the financial market and within the support of preventive and precautionary efforts and measures by the relevant and relevant health authorities to address the new Corona virus (COVID-19), and as an extension of the continuous efforts of government agencies in the Kingdom of Saudi Arabia to take the necessary preventive measures to prevent It spread

City and Location of the General Assembly's Meeting:

4130 North Ring Road, Al-Wadi district, Riyadh 13313

URL for the Meeting Location:

https://goo.gl/LbFXmn

Time of the General Assembly's Meeting:

22.00

Electronic voting

shareholders registered in my tadawulaty services can vote on the items of the association starting from 10 am on saturday 02/09/1441 AH corresponding to 25/04/2020 till 11 pm on the day 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

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 50% of the capital is required. If this quorum is not available at the first meeting, the second meeting is held one hour after the end of the period specified for the first meeting if a number of shareholders represents 25% of the capital, and for each A shareholder has the right to attend an assembly meeting

Method of Communication:

For inquiries, please contact the Investors relations department on +966115102000 ext. 181, also you can direct your inquiries to the email of the investor relations department on

This email address is being protected from spambots. You need JavaScript enabled to view it.

 

 

General Assembly Meeting Agenda:

1.Voting on the Directors’ Report of the fiscal year ending on 31/12/2019.

2.Voting on the external auditor’s report of the fiscal year ending on 31/12/2019.

3.Voting on the annual financial statements of the fiscal year ending on 31/12/2019.

4.Discharge the members of Board of Directors from liability for their management of the Company during the year ending on 31/12/2019.

5.Voting on the Audit Committee recommendation to appoint the external auditors to audit the Company’s financial statements for the 2nd, 3rd , 4th QTR & annual of the fiscal year of 2020 and the 1st QTR of year 2021 and determine their fees.

6.Voting on a consultancy services contract for one year with the Board member Mr. Jean-Luc Gourgeon, who has a direct interest, noting that 2019 contract value amounted to SR 150,322, with no preferential conditions.

7.Voting on investment in a Murabaha public mutual fund managed by Ashmore Investment Saudi Arabia with fees estimated at SR 147,000 in 2019, which has an indirect interest for the Chairman of the Board Mr. Hesham Al-Shaikh for being a board member in the company, with no preferential conditions.

8.Voting on a reinsurance contract with the Islamic Insurance Company (Jordan) for one year with gross premium of SR 3,562,339, which has an indirect interest for the Board member Mr. Ahmed Sabbagh for being a board member in the company, with no preferential conditions.

9.Voting on a reinsurance contract with Iskan Insurance Company in Egypt for one year with gross premium of SR 266,918, which has an indirect interest for the member of the Board Mr. Hammam Badr for being the Chairman of board member directors of the company, with no preferential conditions.

10.Voting on a reinsurance contract for one year with Mamada Reinsurance Company (Morocco) with gross premium of SR 161,139, which has an indirect interest for the Board member Mr. Jean-Luc Gourgeon for being Vice Chief Executive Officer of the company, with no preferential conditions.

11.Voting on the business and reinsurance contracts for one year with Probitas Corporate Capital Ltd for one year, which is owned by Probitas Holding (UK) Ltd., and has an indirect interest for the Chairman of the Board of Directors Mr. Hisham Abdulmalik Al-Shaikh, MD/CEO Mr. Fahad Abdulrahman Al-Hesni, and Board Member Mr. Jean-Luc Gourgeon for their membership in the Board of Directors of the parent company Probitas Holding (Bermuda) Ltd., and the value of transactions during 2019 is estimated at SR 76,491,201, with no preferential conditions.

12.Voting on remuneration to the Chairman and Board members for the fiscal year 2019 amounting to SAR 1,140,000

13.Voting on the amendment of the Article of Association article 30 related to Summons for General Assemblies. (Attached in the announcement in Tadawul)

14.Voting on the amendment of the Article of Association article 17 related to Board vacant position.((Attached in the announcement in Tadawul)

15.Voting on the amendment of the Article of Association article 43 related to Financial Documents.((Attached in the announcement in Tadawul)

16.Voting on Risk Management Committee Selection Criteria, Duration of its Term and Monitoring Activities.((Attached in the announcement in Tadawul)

17.Voting on technical Committee Selection Criteria, Duration of its Term and Monitoring Activities.((Attached in the announcement in Tadawul)

18.Cumulative voting on the election of members of the Board of Directors for a period of three years for the period from 11/05/2020 to 10/05/2023.(Resumes Attached in the announcement in Tadawul)

19.Voting on the election of Audit committee members, and their names are: (Resumes Attached in the announcement in Tadawul)

  • Hisaham A. Alakil
  • Abdullah A. Al Farraj
  • Peter F. Hugger
  • Tarik H. Zaino
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