Bank Albilad invites its shareholders to attend the Ordinary General Assembly Meeting (First Meeting)
| Element List | Explanation |
|---|---|
| Introduction | The Board of Directors is pleased to invite the Bank’s shareholders to attend the ordinary general assembly meeting (First Meeting) that will be conducted by means of modern technology using Tadawulaty system, based on the Capital Market Authority circular which stipulates that listed companies should conduct their general assemblies through modern technology, and suspend the presence until further notice, to ensure the safety of traders in the financial market, and to support the efforts and precautionary measures to prevent the spread of Coronavirus (COVID-19), and in continuation of the continuous efforts made by all government agencies in the Kingdom of Saudi Arabia to take the necessary preventive measures to prevent its spread.. |
| City and Location of the General Assembly's Meeting | Head Office - Riyadh |
| URL for the Meeting Location | https://goo.gl/maps/oti8VAurSw5fX1yF6 |
| Date of the General Assembly's Meeting | 2020-04-26 Corresponding to 1441-09-03 |
| Time of the General Assembly's Meeting | 22:30 |
| Attendance Eligibility | Shareholders Registered in the Issuer’s Shareholders Registry in the Depository Centre At the End of the Trading Session Preceding the General Assembly’s Meeting as per Laws and Regulations. |
| Quorum for Convening the General Assembly's Meeting | According to Article (31) of the bank’s Articles of Association, an ordinary general assembly meeting is valid if attended by shareholders who represent at least one quarter of the company`s capital. If the quorum is not completed in the first meeting, the second meeting will be held one hour after the time of the first meeting, and the second meeting will be deemed valid regardless of the number of shares represented therein. |
| General Assembly Meeting Agenda | 1)To vote on the board of director’s report for the fiscal year ending on 31/12/2019. |
2)To vote on the external auditors report for the fiscal year ending 31/12/2019.
3)To vote on the bank`s financial statements for the fiscal year ending on 31/12/2019.
4)To vote on the appointment of the bank’s auditors among candidates based on the recommendation of the audit committee to review and audit the financial statements for the first quarter of the fiscal year 2020 and determine their fees.
5)To vote on the appointment of the bank’s auditors among candidates based on the recommendation of the audit committee to review and audit the financial statements for the (second, third, fourth and the full year) of financial statements for the fiscal year 2020 and for the first quarter of the fiscal year 2021, and determine their fees.
6)To vote on releasing the members of the Board of Directors from their liabilities for the fiscal year ending on 31/12/2019.
7)To vote on the Board’s decision regarding dividends distributed to shareholders for the first half of the fiscal year ending December 31, 2019, at (0.4) riyals per share and (4%) of the nominal value per share, and with a total amount of (300) million riyals Saudi.
8)To vote on the recommendation of the Board of Directors to distribute dividends to shareholders for the second half of 2019 at the rate of (0.5) riyals per share representing (5%) of the nominal value of the share, with a total amount of (375) million Saudi riyals, thus reaching Net dividends distributed to shareholders of the bank for the financial year ended December 31, 2019, to (675) million Saudi riyals, at (0.9) Saudi riyals per share representing (9%) of the nominal value of the share. Note that the dividend entitlement to the second half will be for the shareholders who own the bank’s shares at the end of the day of the general assembly meeting and who are registered in the bank’s shareholders register with the Securities Depository Centre at the end of the second trading day following the general assembly meeting . And dividends will be distributed to the registered shareholders within 15 following the maturity date.
9)To vote on authorizing the Board of Directors to distribute interim dividends to the shareholders of the bank on a semi-annual or quarterly basis, if any, for the fiscal year 2020, and to specify the due and disbursement date in accordance law and regulations in implementation of the Companies’ law commensurate with the financial position of the bank and its cash flows and expansion and investment plans .
10)To vote on the disbursement of (3,520,000) Saudi riyals as a reward for the members of the Board of Directors at (320) thousand riyals for each member for the fiscal year ending on 31/12/2019.
11)To vote on amendments of the audit committee charter. (Attached)
12)To vote on amendments of the Nomination and Remuneration Committee charter. (Attached)
13)To vote on rules and standards of competing with the Bank or any of its activities. (Attached)
14)To vote on terms and conditions of delegating the board of directors with authorization powers of the general assembly to permit any member for direct and indirect interest. (Attached)
15)To vote on the businesses and contracts that will take place between the bank and Mask Logistics, in which a member of the board of directors Mr. Nasser bin Muhammad Al-Subaie has direct interest in as a partner and deputy chairman of its board of directors, which is (renting an ATM site - in the city of Riyadh), at an amount of 60,000 SAR annually (contract period from 03/18/2018 to 17/17/2028), without preferential conditions. (Attached)
16)To vote on the businesses and contracts that will take place between the bank and the Mohammed Bin Ibrahim Al-Subaie and his sons Company, in which a member of the Board of Directors Mr. Nasser bin Muhammad Al-Subaie has a direct interest in it as a partner and vice-chairman of its board of directors, which is (renting an ATM site - in Riyadh) , At an amount of 25,000 riyals annually (contract period from 01/12/2019 to 12/30/2029), without preferential conditions. (Attached)
17)To vote on the businesses and contracts that will take place between the bank and Al-Arjan Homes Company, in which a member of the Board of Directors Mr. Nasser bin Muhammad Al-Subaie has direct interest in it as a member of its board of directors, which is (renting an ATM site - in the city of Jubail), at an amount of 90,000 riyals annually (The contract period is from 08/05/2018 to 04/04/2025), without preferential conditions. (Attached)
18)To vote on the businesses and contracts that will take place between the bank and Al-Arjan Homes Company, in which a member of the Board of Directors Mr. Nasser bin Muhammad Al-Subaie has a direct interest in it as a member of its board of directors, which is (renting an ATM site - Yanbu city), at an amount of 80,000 riyals annually (The contract period is from 01/09/2018 to 31/08/2025), without preferential conditions. (Attachment)
19)To vote on the businesses and contracts that will take place between the bank and Al-Arjan Homes Company, in which a member of the Board of Directors Mr. Nasser bin Muhammad Al-Subaie has a direct interest in it as a member of its board of directors, which is (renting an ATM site - in Yanbu), at an amount of 80,000 riyals annually (The contract period is from 01/09/2018 to 31/08/2025), without preferential conditions. (Attached)
Phone Number: 00966 11 4798585
Email: shareholders@bankalbilad.com
The Capital Market Authority and Saudi 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.