Enaya rejects merger offer with UCA

Saudi Enaya Cooperative Insurance Company announced the non-approval of the Extraordinary General Assembly, which came as follows:

The Board of Directors of Saudi Enaya Cooperative Insurance Company (“Enaya”) announced on Wednesday the non-approval of the Extraordinary General Assembly, which came as follows:

(1) Not approve the proposal submitted by the United Cooperative Assurance (“UCA”) to merge Enaya into UCA in accordance with the provisions of Articles (225), (227), (228) and (229) of the Companies Law, through the issuance of 19,260,167 new shares in UCA in exchange for shares of the capital of Enaya, and the termination of Enaya as a result, in accordance with the relevant statutory requirements and the terms and conditions of the merger agreement concluded between Enaya and UCA on 11/11/1444H (corresponding to 31/05/2023G), amended on 13/01/1445H (corresponding to 31/07/2023G) (the “Merger Agreement”), including voting on the following matters related to the merger deal:

(2) To vote on the provisions of the Merger Agreement concluded between Enaya and UCA on 11/11/1444H (corresponding to 31/05/2023G), amended on 13/01/1445H (corresponding to 31/07/2023G).

(3) To vote on authorising the Board of Directors, or any person authorised by the Board of Directors, to issue any decision or take any action that may be necessary to implement any of the above-mentioned decisions.