8250 · 19/06/2023 08:32:27 · Announcement #74477 · View on Saudi Exchange

Gulf Insurance Group "GIG" Announces the Results of the Ordinary General Assembly Meeting, ( First Meeting )

Element ListExplanation
Introduction Board of Directors of Gulf Insurance Group « GIG » is pleased to announce the results of the Ordinary General assembly Meeting (First Meeting), which was held on Sunday 18/06/2023 corresponding to 29/11/1444H at 19:00 through modern technology after reaching the legal quorum as per the company bylaws.
City and Location of the General Assembly's Meeting The headquarters of the company in Riyadh city, King Abdullah Road, through modern technology.
Date of the General Assembly's Meeting 2023-06-18 Corresponding to 1444-11-29
Time of the General Assembly's Meeting 19:00
Percentage of Attending Shareholders 56.70211%
Names of the Board of Directors' Members Present at the General Assembly's Meeting and Names of the Absentees Attendees:

Mr. Yousef S Abalkhail – Chairman

Mr. Bijan Khosrowshahi - Vice Chairman

Mr. Paul Adamson – Board Member

Absentees:

Mr. Jean Cloutier - Board Member

Mr. Omar Abdulrahman Al Jeraisy - Board Member

Mr. Farid Saber - Board Member

Mr. Hani Ibrahim Obaid - Board Member

Mr. Osama Kamela Kishk - Board Member Names of the Chairmen of the Committees Present at the General Assembly's Meeting or Members of such Committees Attending on Their Behalf Mr. Paul Adamson – Chairman of Executive Committee

Mr. Khalid Al-Turaifi – Chairman of Audit Committee Voting Results on the Items of the General Assembly's Meeting Agenda's 1. Approval on the Board of Directors Report for the fiscal year ending on December 31, 2022

2. Approval on the company’s auditors’ report for the fiscal year ending on December 31, 2022.

3. Approval on the Annual Financial Statements for the fiscal year ending on December 31, 2022.

4. Approval on the selection of the external auditors from the nominees based on the Audit Committee recommendation, so that the said external auditors are assigned to review the annual financial statements for the fiscal year 2023, and the 2023 second, third and fourth quarters’ quarterly reports, and the 2024 first quarter quarterly report, and to determine their fees. The selected external auditors are: Ernst & Young Professional Services and RSM Allied Accountants for Professional Services.

5. Approval to absolve the members of the Board of Directors from liability for their performance during the fiscal year ending on December 31, 2022

6. Approval to disburse the amount of 1,400,000 Riyals as a remuneration to the members of the Board of Directors for the fiscal year ending on December 31, 2022

7. Approval on the business and contracts that will be concluded between the company and Al Jeraisy Group Company, in which the Board member, Mr. Omar Abdul Rahman Al Jeraisy, has an indirect interest, and they are insurance policies without preferential terms, noting that the transactions for the year 2022 amounted to 24 million Riyals.

8. Approval on the business and contracts that will be concluded between the company and to GIG Gulf and GIG Kuwait affiliated entity, in which the members of the Board of Directors, Mr. Bijan Khosrowshahi, Mr. Paul Adamson, Mr. Jean Cloutier, Mr. Farid Saber, and Mr. Osama Kishk have an indirect interest in them, which are Expenses charged by related parties Without preferential terms, the transactions for the year 2022 amounted to 3,781 thousand Riyals.

9. Approval on the business and contracts that will be concluded between the company and GIG Group entities, in which the members of the Board of Directors, Mr. Bijan Khosrowshahi, Mr. Paul Adamson, Mr. Jean Cloutier, Mr. Farid Saber, and Mr. Osama Kishk have an indirect interest in them, which are Reinsurance Ceded Without preferential terms, the transactions for the year 2022 amounted to 3,084 thousand Riyals.

10. Approval on the business and contracts that will be concluded between the company and GIG Group entities, in which the members of the Board of Directors, Mr. Bijan Khosrowshahi, Mr. Paul Adamson, Mr. Jean Cloutier, Mr. Farid Saber, and Mr. Osama Kishk have an indirect interest in them, which are Reinsurance Commission Without preferential terms, the transactions for the year 2022 amounted to 61 thousand Riyals.

11. Approval on the amendment of Corporate Governance Policy.

12. Approval on the Remuneration Policy for Board Members, Board Committees and Executive Management.

13. Approval on the amendment of audit committee terms of reference.

14. Approval on the Board’s recommendations to distribute cash dividends amounting to (SAR 25,000,000) to the shareholders for financial period of (31/12/2022 G), (at SR 0.5 per share representing (5%) of the share par value), provided that the eligibility is for the shareholders who own shares at the end of trading on the day of the General Assembly convening and who are registered in the company’s shareholder register with the Securities Depository Center Company (Depository Center) at the end of the second trading day following the maturity date. The date of dividend distribution will be announced later. Attached Documents  

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