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Saudi Reinsurance Company  (Saudi Re) announces the results of the Extraordinary General Assembly meeting including Capital Increase  (the second meeting), which was held at 19:30 on 04/12/1442 H – 14/07/2021 an hour after the specified time of the first meeting due to non-completion of the quorum of the first meeting.

City and Location of the General Assembly's Meeting

Kingdom of Saudi Arabia, Riyadh via modern technology means

Date of the General Assembly's Meeting

04/12/1442 H – 14/07/2021.       

Time of the General Assembly's Meeting:

19:30                                           

Percentage of Attending Shareholders: 29%        

Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees:

-Hesham Abulmalik Al-Alsheikh (Chairman)

- Mishari Ibrahim Mishari Al-Hussain (Vice Chairman)

-Fahad Abdulrahman AlHesni

-Mohammad Omair Alotaibi

-Ahmed Alsabbagh

-Jean-Luc Gourgeon

-Hussam Alsuwailem

-Dr. Peter Hugger

Absent member: Marc Maupoux

Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf:

Hesham Abulmalik Al-Alsheikh (Chairman of the Executive and Investment Committees)

Mohammad Omair Alotaibi (Chairman of the Risk Management Committee)

Jean-Luc Gourgeon (Chairman of the Technical Committee)

Hisham Al-Akil (Chairman of Audit Committee)

 

Voting Results on the Items of the General Assembly's Meeting Agenda:

  1. Approval on the Board of Directors’ recommendation to increase the company’s capital by granting shares in accordance with the following:
  • The company's capital before the increase is 810,000,000 Saudi Riyals, and its capital after the increase will be 891,000,000 Saudi Riyals, an increase of 10%.
  • The number of the company's shares before the increase is 81,000,000 shares, and the number of its shares after the increase will be 89,100,000 shares.
  • The capital increase will be executed by granting one share for every 10 shares owned.
  • The capital increase will be by capitalizing an amount of 81,000,000 Saudi Riyals from the retained earnings account.
  • Reasons for the increase: To strengthen the company’s capital base and support its future activities
  • The date of eligibility of the bonus shares for the company’s shareholders who own the shares will be at the end of the day of the company’s extraordinary general assembly and who are registered in the company’s records at the Securities Depository Center at the end of the second trading day following the date of the assembly, In the event of fractional shares in any of the bonus shares, they will be collected in one portfolio for all shareholders and sold at the market price, then their value will be distributed to the eligible shareholders, each according to his/her share, within a period not exceeding 30 days from the date of determining the new shares due to each shareholder.
  • Amending Article (8.) of the Company’s Article of Association relating to capital.
  • Amending Article (9.) of the Company’s Article of Association relating to subscription in shares.
  1. Approval on the amendment of Article (2) of the Company’s Article of Association relating to the (Companies name).
  2. Approval on the amendment of Article (3) of the Company’s Article of Association relating to the (Purpose of Company).
  3. Approval on the amendment of Article (4) of the (Company’s Article of Association relating to the Participation and Acquisition).
  4. Approval on the amendment of Article (5) of the Company’s Article of Association relating to (Company’s Head Office).
  5. Approval on the amendment of Article (6) of the Company’s Article of Association relating to (Company's Term).
  6. Approval on the amendment of Article (7) of the Company’s Article of Association relating to (Company’s Investments).
  7. Approval on the amendment of Article (12) of the Company’s Article of Association relating to the (Trading of Shares).
  8. Approval on the amendment of Article (13) of the Company’s Article of Association the relating to the (Capital Increase).
  9. Approval on the amendment of Article (14) of the Company’s Article of Association relating to the (Capital Reduction).
  10. Approval on the amendment of Article (15) of the Company’s Article of Association relating to the (Company's Management).
  11. Approval on the amendment of Article (16) of the Company’s Article of Association relating to (Termination of Board Membership).
  12. Approval on the amendment of Article (17) of the Company’s Article of Association relating to the (Vacant Positions in the Board).
  13. Approval on the amendment of Article (18) of the Company’s Article of Association relating to the Powers of the Board.
  14. Approval on the amendment of Article (19) of the Company’s Article of Association relating to the (Remuneration of the Board of Members).
  15. Approval on the amendment of Article (20) of the Company’s Article of Association related to the (Authorities of the Chairman and position tenure, Vice Chairman, Managing Director, and the Board Secretary).
  16. Approval on the amendment of Article (21) of the Company’s Article of Association relating to the (Board Meetings).
  17. Approval on the amendment of Article (22) of the Company’s Article of Association relating to the (Quorum of the Board Meetings).
  18. Approval on the amendment of Article (24) of the Company’s Article of Association relating to the (Agreements and Contracts).
  19. Approval on the amendment of Article (25) of the Company’s Article of Association relating to the (Attendance of General Assemblies).
  20. Approval on the amendment of Article (26) of the Company’s Article of Association relating to the (Constituent Assembly).
  21. Approval on the amendment of Article (27) of the Company’s Article of Association relating to the (Powers of the Constituent Assembly).
  22. Approval on the amendment of Article (30) of the Company’s Article of Association relating to the (Summon for the General Assembly)
  23. Approval on the amendment of Article (32) of the Company’s Article of Association relating to the (Quorum of the Ordinary General Assembly)
  24. Approval on the amendment of Article (33) of the Company’s Article of Association relating to (the Quorum of the Extraordinary General Meeting).
  25. Approval on the amendment of Article (35) of the Company’s Article of Association relating to (Assemblies Resolutions).
  26. Approval on the amendment of Article (37) of the Company’s Article of Association relating to (Chairing Assemblies and Minutes Preparation).
  27. Approval on the amendment of Article (39) of the Company’s Article of Association relating to (Financial Auditor).
  28. Approval on the amendment of Article (41) of the Company’s Article of Association relating to The (Obligations of the Auditor).
  29. Approval on the amendment of Article (45) of the Company’s Article of Association relating to (Zakat, Reserve and Shareholders' Profits).
  30. Approval on the amendment of Article (46) of the Company’s Article of Association relating to (Entitlement in Profits). 
  31. Approval on the amendment of Article (47) of the Company’s Article of Association relating to the (Company’s Losses.)
  32. Approval on the amendment of Article (49) of the Company’s Article of Association relating to (Board of Directors Liability). 
  33. Approval on the amendment of Article (50) of the Company’s Article of Association relating to (Company’s Dissolution).
  34. Approval on updating the Board Members, Committees Members and Executive Management Remuneration and Compensation Policy.
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