Arabian Shield GA to discuss profit non-distribution for 2021

Arabian Shield’s Board of Directors are pleased to invite the shareholders to participate and vote in the meeting of the Ordinary General Assembly (First meeting, and second meeting one hour after the first meeting) taking place on Tuesday 28/06/2022G, corresponding to 29/11/1443H at 19:00 pm via modern technology means

General Assembly Meeting Agenda:

1- Voting on the Board’s Annual Report for the fiscal year ending on 31 December 2021. (Attached)

2- Voting on the Auditor’s report for the fiscal year ending on 31 December 2021. (Attached)

3- Voting on the Financial Statements for the fiscal year ending on 31 December 2021. (Attached)

4- Voting on releasing liability of Board members for the year ending on 31 December 2021.

5- Voting on paying an amount of (SAR 2,142,000) as remuneration to the members of the Board of Directors for the year ending on 31 December 2021 (Attached)

6- Voting on appointing the auditors for the Company from among the candidates based on the Audit Committee’s recommendation. The appointed auditors shall examine, review and audit quarter 2, quarter 3 and annual financial statements of the fiscal year 2022 G, and the first quarter of the fiscal year 2023 G, and the determination of the auditors fees. (Attached)

7- Voting on the business and contracts concluded between the company and Almarai company, in which the Chairman, HH Prince Naif bin Sultan bin Mohammed bin Saud Alkabeer has an indirect interest which consist of insurance contracts for 2021 and for one year amounted to SR. (162,922) and there are no preferential conditions. (Attached).

8- Voting on the business and contracts concluded between the company and Yamamah Cement company, in which the Chairman, HH Prince Naif bin Sultan bin Mohammed bin Saud Alkabeer has an indirect interest which consist of insurance contracts for 2021 and for one year amounted to SR (15,329) and there are no preferential conditions. (attached)

9- Voting on the business and contracts concluded between the company and the private properties owned by HH Prince Sultan bin Mohammed bin Saud Alkabeer, in which the Chairman, HH Prince Naif bin Sultan bin Mohammed bin Saud Alkabeer has an indirect interest which consist of insurance contracts for 2021 and for one year amounted to SR (3,433) and there are no preferential conditions. (attached)

10- Voting on the business and contracts concluded between the company and Samamah Holding Company, in which the board member Turki Almutawa has an indirect interest, which consist of insurance contracts for 2021 and for one year amounted to SR (7,672) and there are no preferential conditions. (attached)

11- Voting on the business and contracts concluded between the company and AlObiekan Group Investments company, in which the board member Eng. Abdallah AlObiekan has an indirect interest which consist of insurance contracts for 2021 and for one year amounted to SR (27,889) and there are no preferential conditions. (attached)

12- Voting on the business and contracts concluded between the company and AlObiekan Investments company, in which the board member Eng. Abdallah AlObiekan has an indirect interest which consist of insurance contracts for 2021 and for one year amounted to SR. (231) and there are no preferential conditions. (attached)

13- Voting on the business and contracts concluded between the company and Bahrain National Insurance, in which the vice Chairman Sameer Alwazzan has an indirect interest , which consist outward reinsurance premiums for 2021 and for one year amounted to SR (87) and there are no preferential conditions. (attached)

14- Voting on Board of Director’s recommendation for the non-distribution of dividends to shareholders for the fiscal year 31/12/2021 G. (Attached)

15- Voting on the Board’s resolution to appoint Dr. Mohammed Alknani as an independent board member as of appointment date of 29/05/2022 to complete the current board term which will end of 10/09/2022.(Attached)

16- Voting on the Board’s resolution to appoint Mr. Saud Bajbair as a non-executive board member as of appointment date of 29/05/2022 to complete the current board term which will end of 10/09/2022. .(Attached)

All shareholders who are registered on Tadawulaty will be able to remotely vote on the OGM agenda items, which shall commence at 10:00 A.M on Friday 24/06/2022 and continue until the end of the OGM. The registration and voting in Tadawulaty services will be available for all shareholder free of charge through the following link: www.tadawulaty.com.sa

Eligibility for Registering the Attendance of the General Assembly’s Meeting Ends upon the Convenience of the General Assembly’s Meeting. Eligibility for Voting on the Business of the Meeting Agenda Ends upon the Counting Committee Concludes Counting the Votes

According to Article (32) of the Company’s bylaw, the Ordinary General Assembly meeting is valid if it is attended by shareholders representing at least a quarter of the capital, and if the mandatory quorum is not available to hold this meeting, the second meeting will be held an hour after the end of the period specified for the first meeting, and the second meeting is valid whatever the number of shares represented in it.

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