1060 · 30/11/2022 09:31:43 · Announcement #71192 · View on Saudi Exchange

The Saudi British Bank (SABB) invites its shareholders to attend the Ordinary General Assembly meeting (the first meeting) virtually, through modern means of communications

Element ListExplanation
Introduction The SABB Board of Directors is pleased to invite the honorable shareholders to participate and vote in the Ordinary General Assembly Meeting (the first meeting) to be held at 06:30 PM on Wednesday 27 Jumada al-Awwal 1444H, corresponding to 21 December 2022, via electronic communication means using Tadawulaty.
City and Location of the General Assembly's Meeting Head Office, Prince Abdulaziz Bin Musaid Bin Jalawi Street in Riyadh – by means of virtual meeting platform.
URL for the Meeting Location http://tadawulaty.com.sa
Date of the General Assembly's Meeting 2022-12-21 Corresponding to 1444-05-27
Time of the General Assembly's Meeting 18:30
Attendance Eligibility In accordance with the applicable rules and regulations, every shareholder registered in the bank's shareholder register in the depository center at the end of the trading session preceding the general assembly meeting is entitled to attend the assembly meeting.
Quorum for Convening the General Assembly's Meeting According to Article (38) of the Bank's Articles of Association, the meeting of the Ordinary General Assembly shall be valid if attended by shareholders representing at least half of the outstanding capital. In case this quorum is not attained at the first meeting, a second meeting will be held within one hour following the time set for the preceding meeting. The second meeting shall be valid irrespective of the number of shares represented therein.
General Assembly Meeting Agenda 1- Voting for election of the Board members from among the candidates for the next term, commencing on 01/01/2023G for a term of three years, ending on 31/12/2025G. (Candidates' CVs attached).

2- Voting on the formation of the Audit Committee, and the definition of its duties, work regulations and remuneration of its members for the new term, starting on 01/01/2023G. until the end of the term on 31/12/2025G. The following are the names of the candidates, (whose CVs are attached):

Mr. Martin Powell

Mr. Andrew Jackson

Mr. Abdullah Jaber Faifi

Dr. Ammr Khalid Kurdi

3- Voting on delegating to the Board of Directors for the new period that begins on 01/01/2023G the authority of the Ordinary General Assembly. This is in accordance with the authorization contained in paragraph (1) of Article (71) of the Companies Law, for a period of one year from the date of the approval by of the Ordinary General Assembly or until the end of the delegated Board of directors term, whichever is earlier, and the conditions set forth in the Regulatory Rules and Procedures issued pursuant to the Companies Law relating to Listed Joint Stock Companies.

4- Voting on amending the Audit Committee Terms of Reference. (attached)

5- Voting on amending the Nomination and Remuneration Committee Terms of Reference. (attached)

6- Voting on amending the Selection Policy for Board and Board Committee Members. (attached) Proxy Form E-Vote Shareholders registered on the (Tadawulaty) electronic services website will be able to vote remotely on the Agenda of the General Assembly meeting, through the electronic voting service, starting from 01:00AM on Saturday 23 Jumada al-Awwal 1444H corresponding to 17 December 2022 until the end of the meeting on Wednesday 27 Jumada al-Awwal 1444H corresponding to 21 December 2022G. Registration and voting in (Tadawulaty) services will be available and free for all shareholders by using the following link: www.tadawulaty.com.sa Eligibility for Attendance Registration and Voting Eligibility for attendance registration and voting for the meeting ends at the time of the assembly meeting. The eligibility to vote on the General Assembly’s agenda for those present ends when the counting committee completes counting the votes. Method of Communication Company Secretary -The Saudi British Bank (SABB) - During the bank official hours by the telephone number +966 114408440

or by E-mail reg.hor@sabb.com

or by the Fax number 0112763414

P.O. Box 9084, Riyadh 11413, Head Office. Additional Information - All the documents related to the Ordinary General Meeting agenda above are available at the Bank Head office – Company Secretary Department.

- As per Article 17 of SABB Bylaws, The Bank shall be managed by a Board of Directors, which shall be composed of eleven (11) directors, eight (8) of whom shall be appointed by the Ordinary General Meeting for three year terms by way of election pursuant to the accumulative voting method (“the Elected Directors”), and three (3) of whom shall be appointed by the shareholders HSBC Holding B.V. Attached Documents              

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