Invitaon to Annual General Assembly meeng of

Al Sagr Naonal Insurane Company

The Board of Directors of Al Sagr Naonal Insurance Company (PJSC) has the honor to invite you to aend the annual General Assembly meeng remotely (Electronically ) at 12 PM on Thursday 21/04/2022 to consider the following agenda:

  • 1. Listen to and approve the Board of Directors' Report on the Company's acvity and its financial posion for the fiscal year ended on 31/12/2021

  • 2. Listen to and approve the Auditor's Report for the fiscal year ended on 31/12/2021

  • 3. Discuss and approve the Company's balance sheet and profit or loss account for the fiscal year ended on 31/12/2021

  • 4. The approval of the company's updated policy of nominaon and remuneraon

  • 5. Discharge the members of the Board of Directors for the fiscal year ended on 31/12/2021, or remove them and file a liability acon against them, as the case may be.

  • 6. Discharge the auditors for the fiscal year ended on 31/12/2021., or remove them and file a liability acon against them, as the case may be.

  • 7. Appoint or Re-oppoint the auditors and determine their fees.

  • 8. Transfer the amount of AED 20 Million form the General Reserve to Accumulated Loss .

Topics that need a special decision.

  • 9. Rafy the recommendaon of the Board of Directors to amend the arcles of associaon of the company (Preamble and Arcles 1, 14, 19, 20,25,26,27,28, 36, 37, 40, 41, 42, 48, 57,59 and 66, in order to comply with the Federal Law No. 32 of 2021 regarding commercial companies

  • 10. Issuance of converble bonds with a value of 115 million dirhams and offering them in a private offer aſter fulfilling the legal condions and requirements, this will only be implemented aſter receiving the final approval of the CBUAE.

Notes:

  • 1- The Electronic registraon, aendance, and vong:

    • - A short text message will be sent to the shareholders, containing the registraon link, aendance, electronic vote and access code the day before the General Assembly meeng.

    • - The shareholder can register (aend) and vote from the me the link is received unl the start of the General Assembly's discussion at 12:00 noon on Thursday 21/4/2022 and vong connues unl the end of the session.

    • - Electronic vong is extended only to registered shareholders, from the start of the general assembly meeng unl the end of the meeng.

    • - Shareholders can watch the live electronic broadcast of the General Assembly through the link that will be sent the day before the General Assembly meeng.

    • - For any inquiries related to registraon, aendance and electronic vong, please contact the customer service of the Dubai Financial Market at: 0097143055555

  • 2- Whoever has the right to aend the Assembly meeng may delegate whomever he chooses other than the 1-members of the board of directors 2-the company's employees 3-the brokerage company and its employees as per wrien and special proxy. A proxy of a number of shareholders shall not hold in this capacity over 5% of the company's share capital . shareholders who are minors or legally incapacitated shall be represented by their legal representaves. Provided that the requirements set forth in Clauses 1 and 2 of Arcle No. (40) of the SCA's Board Chairman Decision No. (3 / R.M) of 2020 regarding the approval of the Governance Manual for Public Joint Stock Companies are taken into consideraon.). you can refer to the disclosed noficaon under the company's page in DFM website regarding the requirement to aest the proxy .

  • 3- A corporate person may delegate one of its representaves or those in charge of its management under a decision of its Board of Directors or whoever represent the Board to represent such corporate person in the General Assembly of the Company. The delegated person shall have the powers as determined under the delegaon proxy .

  • 4- Shareholders registered in the Shareholders Register on Wednesday 20/04/2022 shall be entled to vote in the General Assembly meeng.

  • 5- The shareholders can access and review the financial statements of the Company, Governance report , sustainability Report and proposed amendments of the arcle of associaon on the website of the Dubai Financial Market and Al Sagr's website : www.alsagrins.ae.

  • 6- The meeng of the General Assembly shall not be valid unless shareholders who hold or represent by proxy at least (50%) of the Company's share capital registered electronically. If this quorum for the meeng is not available in the first meeng, the second meeng shall be convened on 26/04/2022 in the same me and place. (The second meeng shall be held aſter a period of not less than five (5) days and not more than fiſteen (15) days from the date of the first meeng. The postponed meeng shall be deemed valid irrespecve of the number of the shareholders present.

  • 7- Special Resoluon: is a resoluon passed by majority vote of the shareholders who hold at least 3/4 of the shares represented in the General Assembly meeng of a joint-stock company.

  • 8- You can view the guide on investor rights in securies, which is available on the main page of the SCA official website, by clicking the following link:hps://www.sca.gov.ae/ar/services/minority-investor-protecon.aspx

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Disclaimer

Al Sagr National Insurance Company PSC published this content on 31 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 March 2022 04:55:00 UTC.