BUPA ARABIA FOR COOPERATIVE INSURANCE ANNOUNCES THE RESULTS OF THE SHAREHOLDER EXTRAORDINARY GENERAL ASSEMBLY MEETING (FIRST MEETING)
|Introduction||Bupa Arabia for Cooperative Insurance Company announces the results of the Extraordinary General Assembly Meeting (First Meeting), of its shareholders, held on Tuesday 12 November 2019G at 18:30 at Bupa Arabia Jeddah Head Office, Prince Saud Al Faisal Street, Al Khalediyah District, Jeddah, with an attendance reached of 60.82%, through either in person attendance, and or via proxy, and or via electronic voting, of the total shares of the Company pursuant to the relevant Saudi regulations and to the relevant articles of the Company's By-Laws. The agenda was thoroughly discussed and the results were a unanimous approval of all of the resolutions.|
|City and Location of the General Assembly's Meeting||At Bupa Arabia Jeddah Head Office, Prince Saud Al Faisal Street, Al Khalediyah District, Jeddah|
|Date of the General Assembly's Meeting||2019-11-12 Corresponding to 1441-03-15|
|Time of the General Assembly's Meeting||18:30|
|Percentage of Attending Shareholders||60.82%|
|Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees||The following Bupa Arabia Board members attended the meeting: |
1. Eng. Loay Hisham Nazer, Chairman of the Board and Non-Executive.
2. Mr. Tal Hisham Nazer, Executive Board Member, Chief Executive Officer.
The following Bupa Arabia Board members apologized that they were not able to attend:
1.Mr. David Fletcher, Vice-Chairman of the Board and Non-Executive.
2. Mr. Martin Houston, Non-Executive.
3. Mr. Zaid Algwaiz, Independent.
4. Dr. Abdullah Elyas, Independent.
5. Mrs. Huda Al Ghoson, Independent.
|Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf||Eng. Loay Hisham Nazer, Chairman of the Executive Committee.|
|Voting Results on the Items of the General Assembly's Meeting Agenda's||1) Approved the purchase of the LTIP shares, by the Company, in order to fulfil the current LTIP Cycle’s required shares purchase, being an approval of the purchase of LTIP shares, by the Company, to a maximum value of SR15,000,000, to a maximum number of shares of 210,000, for its LTIP scheme, for its entitled LTIP employees. The allocation will be done within a maximum period of 3 (three) months from the date of the general assembly meeting which approves the LTIP shares purchase and the purchase will be financed through Cash. To authorise the Board to finalise the share buy-back transaction(s), in one or several phases, and to authorise the execution of the LTIP shares transactions, and/or the delegation of the authority to authorise the execution of the LTIP shares transactions. |
2) Approved the update of the Audit Committee Charter.
3) Approved the update of the Risk Management Committee Charter.
4) Approved the ratification of the medical insurance contracts, for the year 2019G, with Gulf International Bank (GIB), being the cost of medical insurance for its employees, without any preferential treatment, noting an interest for Zaid Algwaiz as a member of the Board of Directors of Bupa Arabia and of GIB Capital. Noting that the value of the transactions, as of 31 September 2019G was 9495 thousand Saudi Riyal.
5) Approved the ratification of the medical insurance contracts, for the year 2019G, with Ahmed Mohammed Baeshen Co (AMB), being the cost of medical insurance for its employees, without any preferential treatment, noting an interest for Ali Sheneamer as member of the Board of Directors of AMB. Noting that the value of the transactions as of 31 September 2019 was 3012 thousand Saudi Riyal.
6) Approved the changes in Article 3 of the Company’s By-Laws.
7) Approved the changes in Article 15 of the Company’s By-Laws.
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