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Mobile Telecommunication Company Saudi Arabia (Zain) announces the results of shareholder Ordinary General Assembly Meeting (First Meeting)

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Introduction Mobile Telecommunications Company Saudi Arabia (Zain) announces that the company held its Ordinary General Meeting (OGM) on 18 April 2019 at 20:30, After the required quorum.
City and Location of the General Meeting The Media Center of Tadawul, King Fahd Road, Taunia Towers (Northern Tower), Riyadh
Date of the General Meeting 2019-04-18 Corresponding to 1440-08-13
Time of the General Meeting 20:30
Percentage of Attending Shareholders 50.52 %
Voting Results on the Agenda First\ Approved the Board of Directors report for the financial year ended 31/12/2018.

Second\ Approved the auditor’s report for the financial year ended 31/12/2018.

Third\ Approved the financial statements for the financial year ended 31/12/2018.

Fourth\ Approved electing the members of the Board of Directors for the next term, beginning on 26/04/2019 for a period of three years ending on 25/04/2022.

1- HH Nayef bin Sultan bin Mohammed bin Saud Al-Kabir

2- Badr bin Nasser Al – Khrafi

3- Raed bin Ali al-Saif

4- Scott Gegenheimer

5- Saud bin Abdullah al-Bawardi

6- Osama Michel Matthew

7- Hisham bin Mohammed Mahmoud Attar

8- Martial Antoine Caratti

9- Firas Oggar

Fifth\ Approved the appointment of Grant Thornton (Aldar) as the external auditor for the Company among nominees, to review and audit the Company annual and quarterly financial statements from the second, third, fourth and annual of the year 2019 and the first quarter of the 2020 and determine their fees.

Sixth\ Approved the service contract between Zain KSA and Almarai Company where HH Prince Naif bin Sultan bin Mohammed bin Saud Al Kabeer, Chairman of Zain KSA has an indirect interest as he is a member of the Board of Directors of Almarai Company. For telecommunication services that reached a total value of SAR 2,718,295 during 2018, and to authorize it for the coming year, according to prevailing market commercial terms, without preferred conditions.

Seventh\ Approved the service contract between Zain KSA and Archiving and Warehousing Storage Solutions Company, a subsidiary of Tojory Company, where HH Prince Naif bin Sultan bin Mohammed bin Saud Al Kabeer, Chairman of Zain KSA has an indirect interest as he is a member of the Board of Directors of Tijory. For archiving and warehousing services that took place in 29/07/2015. That reached a total value of SAR 916,000 during 2018, and to authorize it for the coming year.

Eighth\ Approved releasing the Board of Directors members from their liability for the financial year ending 31/12/2018.

Nineth\ Approved a total remuneration of SAR 3,675,000 for the members of the Board of Directors and its committees for the financial year ended 31/12/2018, each Board member shall receive an amount of SR 375,000 and each committee member shall receive an amount of SAR 50,000.

Tenth\ Approved the Board of Directors' Decision Appointment of Mr. Martial Antoine Caratti as a member of the Board of Directors (non-executive member) representing Al-Nahar Economic Consulting Company LLC, from 09/12/2018 until the end of the current session of the Board. Replacing Mr. Thamer Ahmed Obeidat (Non-executive) member of Al-Nahar Economic Consulting Company LLC.

Eleven\ Approved the formation of the Audit Committee for the new term beginning on 26/04/2019 for a period of three years ending on 25/04/2022 and on its role, responsibilities, processes and the remuneration of its members. They are:

• Mr. Raied Bin Ali Al Saif

• Mr. Ossama Michael Matta

• Mr. Martial Antoine Caratti

Additional Information The following members of the Board of Directors attended the meeting:

1- HH Nayef bin Sultan bin Mohammed bin Saud Al-Kabir

2- Raed bin Ali al-Saif

3- Saud bin Abdullah al-Bawardi

4- Hisham bin Mohammed Mahmoud Attar

The following members of the Board of Directors not attended the meeting

1- Martial Antoine Caratti

2- Badr bin Nasser Al – Khrafi

3- Osama Michel Matthew

4- Scott Gegenheimer

5- Abdul Aziz bin Yaqoub AlNafisi

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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