Bank Aljazira announces to Invites its Shareholders to Attend the ( First Meeting ) Extraordinary General Assembly Meeting
|Introduction||Bank Aljazira Board Of Directors is pleased to invite its shareholders to attend the Extra Ordinary General Assembly Meeting No. 59 (the first meeting)|
|City and Location of the General Assembly's Meeting||Bank’s Head Office located at the intersection of King Abdul Aziz Road with Hira Street in Al-Nahda district in Jeddah|
|URL for the Meeting Location||https://goo.gl/maps/1NKwSGHkw282|
|Date of the General Assembly's Meeting||2019-12-16 Corresponding to 1441-04-19|
|Time of the General Assembly's Meeting||18:30|
|Attendance Eligibility||The entitlement for attending the EOGM meeting shall be for the shareholders registered in the Bank's shareholders register at the Depository Center at the end of the trading session preceding the General Assembly meeting and in accordance to the rules and regulations.|
|Quorum for Convening the General Assembly's Meeting||In accordance with Article (34) of the Articles of Association of the Bank, the quorum for convening the Extraordinary General Meeting of the Bank is the presence of shareholders representing at least 50% of the capital. In case of non-completion of the quorum, a second meeting will be held after one hour from the end of the first meeting. The second meeting shall be valid if attended by a number of shareholders representing at least 25% of the capital shares.|
|General Assembly Meeting Agenda||Agenda items: |
1. To vote on the amendment of Article (22) of the Bank's Article of Association for the appointment of the Chairman of the Board / Deputy Chairman / Chief Executive Officer and the Managing Director / Secretary. (Attached).
2. To vote on the approval of the Remuneration and Compensation Policy for Board and Board Committees Members & Executive Management. (Attached).
3. To vote on the approval of the Bank's Social Responsibility Policy. (Attached).
4. To vote on the modification of the Audit Committee Charter (Attached).
5. To vote on the modification of the Nomination & Remuneration Committee Charter (Attached)
6. To vote on authorizing the Board of Directors to distribute interim dividends to the Bank’s shareholders on half yearly or quarterly basis for the year 2020- in case available. In addition to determining the maturity and distribution date in accordance with the conditions set forth in the issued Regulatory Rules and Procedures pursuant to the Companies Law relating to Listed Joint Stock Companies and to commensurate with the bank’s financial situation, its cash flows and its expansion and investment plans.
7. To vote on authorizing the Board of Directors the power of license included in section (1) of Article (71) of the Companies Law, for one year from the date of approval of the General Assembly or until the end of the Board of directors term whichever is proceeds, in accordance with the conditions set forth in the Regulatory Rules and Procedures issued pursuant to the Companies Law relating to Listed Joint Stock Companies.
|E-Vote||The registered shareholders will be able to vote on the EOGM meeting’s agenda through the electronic Tadawulaty voting service website (https://login.tadawulaty.com.sa) starting from 10:00 AM on Thursday 12 December 2019 until 16:00 PM Monday 16 December 2019. Noting that registration and voting in Tadawulaty services are available & free of charge to all shareholders.|
|Eligibility for Attendance Registration and Voting||The shareholder has the right to appoint another person (other than a Board member, a Bank employee, or personnel who are assigned to perform a permanent technical or administrative work) on his behalf, under a written and attested proxy from one of the Chambers of Commerce and Industry when the shareholder is registered in one of them or if the shareholder is a company, or juristic institution, or a licensed bank, or a licensed person in the Kingdom, provided that the client has an account with the bank or an authorized person who certifies, or notaries or persons authorized to do the acts of authentication and provide the bank with a copy of the proxy to fax No. 012/2346846 or to send it to the Bank’s Head Office located at King Abdul Aziz Road in Jeddah P.O. Box 6277 Jeddah 21442 or to the Office of the Secretary General - Secretary of the Board of Directors, noting that the deadline to receive the copy of the proxy is at least two days before the date of the General Assembly Meeting (Proxy form - attached)|
|Method of Communication||For inquiries, please contact the Shareholders' Unit through the following numbers: 0126098394 and fax: 0122346846 or email: SSU@baj.com.sa during the Bank official working hours.|
|Additional Information||The shareholders are kindly requested to be at the meeting venue within ample time prior to the meeting starting time in order to complete the registration process, accompanied by their personal identity cards and the original copy of the proxy|
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.