The Board of Directors of Banque Saudi Fransi is pleased to invite its valuable shareholders to participate in the Ordinary General Assembly meeting (first meeting) that will convene on Wednesday 08/12/2021G, corresponding to 04/05/1443H at 06:30 pm, by personal attendance and by modern means of technology, as part of the efforts to support the preventive measures taken by the competent and relevant health authorities in relation to addressing the coronavirus (COVID-19), and as an extension of the continuous efforts made by all government entities in the Kingdom of Saudi Arabia to prevent its spread.
It should be noted that all shareholders must proof their full immunization status and wear masks as a condition precedent to enter the Bank's premises and to participate in the meeting to comply with the relevant precautionary measures and to safeguard the health of the shareholders and the employees.
City and Location of the General Assembly's Meeting
Bank's Head Office located in King Saud Road previously (Al Ma'ather street) - 8th floor - in Riyadh, in addition to modern technology means
Every shareholder registered in the bank's share registry at the Securities Depository Center at the end of the trading session prior to the General Assembly Meeting day shall have the right to attend the General Assembly meeting as stipulated in the relevant rules and regulations.
Quorum for Convening the General Assembly's Meeting
The quorum for holding the Ordinary General Assembly shall be considered valid if attended by shareholders who represent at least one fourth of the bank's capital. In case the required quorum has not been met, a second meeting will be held one hour from the time the first meeting was supposed to convene. The second meeting shall be valid regardless of the number of shares represented therein.
General Assembly Meeting Agenda
1- Voting on electing members of the Board of Directors from among the candidates for the next Board term, which starts on 01/01/2022G for a term of three years, ending on 31/12/2024G. It should be noted that if the voting results do not enable the Bank to appoint the minimum number of independent members in the Board according to the regulatory requirements, non-independent members will be replaced by independent members according to the number of votes they will obtain. (Candidates' resumes attached)
2- Voting on the formation of the Audit Committee, defining its tasks, its charter and remuneration for its members for the next term which starts on 01/01/2022G, for a term of three years, and ends on 31/12/2024G. Here-attached resumes of the below listed candidates:
1-Bader Abdullah Al Issa.
2- Ghazi Abdulrahim Al Rawi.
3- Mamdoh Sulaiman Al Majed.
4- Khalid Dawood Al Faddagh.
5- Homood Abdullah Al Tuwaijri.
3- To vote on the standards for the participation of a member of the Board of Directors in a business that would compete with the bank or any of its activities (attached).
4- To vote on amending the Remuneration and Compensation Policy for Board, Board Committees and Senior Executives. (attached)
5- To vote on amending the Corporate Social Responsibility Policy.(attached)
6- To vote on amending Board Nomination Membership Assessment and Succession Policy. (attached)
The shareholders registered in Tadawulaty services may vote on the items of the General Assembly agenda online starting from 10:00 AM on Saturday 04/12/2021 corresponding to 29/04/1443 until the closure of the meeting. Registration and voting shall be available free of charge in Tadawulaty services for all shareholders by using the following link: www.tadawulaty.com.sa
Eligibility for Attendance Registration and Voting
Right to Register Attendance for the General Assembly's Meeting Ends upon the Convenience of the General Assembly's Meeting. Right to Vote on the items of the Meeting Agenda Ends upon the Vote Counting Committee Concludes the vote screening process
Method of Communication
For enquires please contact Secretariat General at 0112891136 or through the Email: SEG@alfransi.com.sa
The Shareholder shall have the right to delegate another person to attend the General Assembly Meeting on his/her behalf by issuing a power of attorney from a Notary Public or via licensed notary, or by using the attached proxy template, provided that the delegate is not among the Bank's board member or the Bank's employees, and that the signature on the proxy template is authenticated via the Chamber of Commerce or through a licensed bank.
Also, the shareholder or his/her representative is kindly requested to provide the Bank with a copy of the power of attorney/ proxy document at least 2 days prior to the meeting date via e-mail to (SEG@alfransi.com.sa) or via mail to P.O. Box 56006 Riyadh 11554. In addition, it should be noted that the delegate shall present the original of the power of attorney/ proxy document before the meeting, and that shareholders/ delegates shall bring and present their IDs to attend the meeting.
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.
Banque Saudi Fransi SJSC published this content on 14 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 November 2021 21:09:02 UTC.