Banque Saudi Fransi GA approves cash dividends distributed for first half of 2021 amounting to SR779.97 million

The Board of Directors of Banque Saudi Fransi is pleased to announce the results of the Extraordinary General Assembly’s Meeting (1st Meeting) which was held on Sunday 12/06/2022G corresponding to 13/11/1443H at 06:30 pm, through modern technology means.

Voting Results on the Items of the General Assembly’s Meeting Agenda’s

1. Approval of the Board of Directors’ Report for the fiscal year ending on 31/12/2021.

2. Approval of the Auditors report on the bank’s accounts for the fiscal year ending on 31/12/2021.

3. Approval of the bank’s financial statements for the fiscal year ending on 31/12/2021.

4. Approval of the Board of Director’s decision of cash dividends distributed for the first half of the fiscal year 2021 amounting to SR 779.97 million, 0.65 SR per share, representing 6.5% of share’s nominal value.

5. Approval of the Board of Director’s recommendation to distribute cash dividends for the second half of the fiscal year 2021G by 0.85 SR per share, i.e. a total of SR 1,019.96 million representing 8.5% of share’s nominal value, provided that the entitlement to dividends is for shareholders holding the shares by the end of the trading day of the Assembly date, and those registered in the bank’s shareholders registry held with the Securities Depository Center Company (Edaa) at the end of the second trading day following the entitlement date, where the distribution begins on Thursday 30/06/2022G, corresponding to 01/12/1443H. Therefore, the total dividends distributed to shareholders for the fiscal year ending on 31/12/2021G is SR 1,799.93 million by 1.50 SR per share, representing 15% of share’s nominal value.

6. Approval of delegating the Board of Directors to distribute interim dividends on a biannually or quarterly basis for the fiscal year 2022.

7. Approval of the discharge of Directors from their liabilities for the year ending 31/12/2021.

8. Approval of paying an amount of (SAR 8,049,000) as remuneration to the Board of Directors for the fiscal year ending on 31/12/2021.

9. Approval of delegating the Ordinary General Assembly’s powers to Board of Directors as stipulated in paragraph (1) of Article (71) of the Companies Law, for a period of one year from the General Assembly’s approval, or until the end of the Board of Directors’ term whichever is earlier, in accordance with the terms stated in the Regulatory Rules and Procedures issued pursuant to the Companies Law related to listed joint-stock companies.

10. Approval of the appointment of KPMG and Ernst and Young as external auditors for the bank from among the candidates based on the Audit Committee’s recommendation to examine, review and audit the (second, third and fourth) quarter, the annual financial statements of the fiscal year 2022G, and the first quarter of the fiscal year 2023G together with the determination of their remuneration.

11. Approval of the participation of Mr. Khalid Al Sharif, a member of the Board of Directors in a business competing with the Bank, as he is a member of the Board of Directors of The Family Office International Investment Company.

12. Approval of amending Audit Committee Charter.

13. Approval of amending Nomination and Remuneration Committee Charter.

14. Approval of business and contracts concluded between the bank and Al Khaleej Training and Education Company (SMARTLINK), in which the Board of Directors member, Mr. Abdulrahman Al Rashed, has an indirect interest, which is a contract to provide Manpower and professional services, from 01/01/2018G to 31/12/2021G, with a total amount paid for the year 2021G of SAR 7,818,854.65, without preferential terms.

15. Approval of business and contracts concluded between the bank and ABANA Enterprise Group, in which the Board of Directors member, Mr. Abdulrahman Al Rashed, has an indirect interest, which is a contract of Maintenance of Cash Counting Machines, from 01/04/2015 to 30/04/2022, with a total amount of SAR 1,598,369.00, without preferential terms.

16. Approval of business and contracts concluded between the bank and Jeddah National Hospital, in which the Board of Directors member, Dr. Khaled Al Mutabagani, has an indirect interest, which is a contract to rent an ATM site from 01/06/2014G to 31/05/2024G, with an annual amount of SAR 35,000.00, without preferential terms.

17. Approval of business and contracts concluded between the bank and Jeddah National Hospital, in which the Board of Directors member, Dr. Khaled Al Mutabagani, has an indirect interest, which is a contract to rent an ATM site from 01/06/2016 to 31/05/2021, with an annual amount of SAR 40,000.00, without preferential terms.

18. Approval of business and contracts concluded between the bank and Panda Retail Company, in which the Board of Directors member, Mr. Bader Al Issa, has an indirect interest, which is a contract to rent an ATM site from 01/12/2020G to 30/11/2021G, with an annual amount of SAR 43,000.00, without preferential terms.

19. Approval of the purchase by Bank of a number of its shares with a maximum of (3,000,000) of its shares to allocate them to the employees of the bank within the employees’ shares program. The purchase will be financed through the bank’s own resources, and the board of directors will be authorized to complete the purchase process within a maximum period of twelve (12) months from the date of the Extraordinary General Assembly’s decision. The purchased shares will be kept by the Bank for a period not exceeding (10) years from the date of Extraordinary General Assembly approval, as a maximum period until shares are allocated to the eligible employees. Once the said period lapses, the bank shall follow the rules and procedures stipulated in the relevant laws and regulations, considering that this plan is a continuation of the current one of which terms have previously been defined by the Board of Directors and approved by the General Assembly held on 01/05/2019.