SABB Takaful GA approves Merger Deal submitted by Walaa Insurance

SABB Takaful announced on Tadawul the start of the creditors ’objection period to the Merger Deal in accordance with the provisions of Article (193) of the Companies Law.
Accordingly, the company said that any creditor of SABB Takaful has the right to object to the Merger Deal by sending a registered letter to the main office of SABB Takaful located in Riyadh city Salah Ad Din AlAyyubi Adh Dhubbat. The creditors’ objection period starts from this day 18/09/2022 and ends at the end of Tuesday 18/10/2022.
Under the Companies Law, the merger decision will be effective after the expiry of this period, in the absence of any objection from the creditors of SABB Takaful to the Merger Deal.
The Board of Directors of SABB Takaful Co. also announced the results of the Extraordinary General Assembly Meeting (First Meeting) convened on Thursday, 15/09/2022, physically (in person) and via modern technology means, after completion of the quorum pursuant to hold the meeting with attendance percentage of 69.96 %.
The Voting Results on the Items of the General Assembly’s Meeting Agenda’s:
1. Approved the disbursement of one million and five hundred thousand Saudi Riyals (SR1,500,000) as remuneration to the Board members for the fiscal year ended on December 31, 2021.
2. Approved the offer submitted by Walaa Cooperative Insurance Company (“Walaa”) to merge SABB Takaful into Walaa Cooperative Insurance Company in accordance with the provisions of Articles (190) to (193) of the Companies Law issued by Royal Decree No. (M/3) dated November 10, 2015and its amendments (the “Regulation”), by issuing (twenty million four hundred and eighteen thousand six hundred and nineteen) (20,418,619) new shares in a Walaa Company in return for the entire share of SABB Takaful capital, and the dissolution of SABB Takaful as a result, in accordance with the relevant statutory requirements and terms and conditions of the merger agreement concluded between Walaa and SABB Takaful Company on 24/02/2022 (the “Merger Agreement”) Also approving the following matters relating to Merger Agreement:
a. Approved the provisions of the Merger Agreement concluded between SABB Takaful and Walaa Company on 24/02/2022.
b. Approved authorizing the Board of Directors, or any person authorized by the Board of Directors, to issue any decision or take any action that may be necessary to implement any of the decisions mentioned above.
For more details about the merger deal, its terms and conditions and all related issues, including related parties and the procedures for completing the merger deal, the shareholders should refer to the offer document and the Board of Directors’ circular.