Bupa Arabia for Cooperative Insurance Co. invites its shareholders to attend the Ordinary General Assembly Meeting
The Board of Directors of Bupa Arabia for Cooperative Insurance Company (the Company or Bupa Arabia) hereby cordially invites the shareholders who own twenty (20) or more shares in the Company to attend the ninth Ordinary General Assembly Meeting to be held on Wednesday 25th Sha'baan 1437H, corresponding to 1st June 2016G, at 4:00 pm at Bupa Arabia's Jeddah offices, Prince Saud Al-Faisal Street., Al-Khalediyah District, Jeddah, to consider the following agenda:
Resolution (1): Voting on the Board of Directors Report for the year ended 31/12/2015G.
Resolution (2): Voting on the Auditors Report for the year ended 31/12/2015G.
Resolution (3): Voting on the Annual Financial Statements for the year ended 31/12/2015G.
Resolution (4): Voting on the selection of the auditors from the nominees based on the Audit Committee recommendation, so that the said auditors are assigned to review the financial statements for fiscal year 2016, and quarterly reports and determine their fees.
Resolution (5): Voting on the appointments of the new Board members Mr. Martin Potkins and Mr. Paul John Davis for the completion of the Board of Directors term to replace Mr. Ignacio Peralta Gracia and Mr. Edward George Fitzgerald Hannan.
Resolution (6): Voting on the Ratification of the Business and Contracts for the year 2015G , where a Board member has an interest for the following year 2016G, as per the attachement.
Resolution (7): Voting on the dividend distribution of SR2.00 per share, totalling Saudi Riyals one hundred and sixty million (SR160,000,000), representing 20% of the paid up capital, to shareholders registered at the date of the Ordinary General Assembly Meeting.
Resolution (8): Voting on the remuneration paid to the Board members at SR1,020K for the year ended 31/12/2015G in accordance with article 17 of the company bylaws.
Resolution (9): Voting to absolve the Board of Directors of their responsibility for managing the company for the year ended 31/12/2015G.
Shareholders that are interested in attending the Ordinary General Assembly meeting are kindly requested to arrive at the meeting place before the scheduled time in order to allow some time to finalize the registration procedures, to bring evidence of the ownership of his/her shares, or of the shares owned by his/her assignor, and also their Saudi identification document (Saudi nationals) or Iqama (non -Saudi). Those who cannot attend have the right to assign another shareholder (as long as not a board member, not an employee or member of Bupa Arabia staff) to attend the General Assembly on his/her behalf under a written Power of Attorney (POA) (please refer sample at the end of this communication) and which must be attested/certified by a recognized authority, such as the following:
Industrial Commercial Chambers if the shareholder is an affiliate in one of them. This is also applicable if the shareholder is a company or juristic personality.
Saudi banks provided that the assignee has an account at the ratifying bank.
The entity for which the assignor shareholder works.
One of the competent government entities.
POAs must be submitted to the Bupa Arabia Head Office located in Prince Saud Al-Faisal Street (previously named Al-Rawdah Street) in Jeddah, P.O. Box 23807, Jeddah 21436 or it may be sent by Fax to facsimile number: 966 (0) 12 692 0525 at least three (3) days prior to the Ordinary General Assembly meeting. On the Ordinary General Assembly meeting date the POAs will be sorted and will be verified by the Ministry of Commerce and Industry's authorized representative as per the Ministry Circular.
The quorum for holding the Ordinary General Assembly meeting is 50% of the Company's capital overall, as per article 32 in the Company's by-laws.
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.