Saudi Awwal Bank Board invites its shareholders to attend the Ordinary General Assembly Meeting (First Meeting)
| Element List | Explanation |
|---|---|
| Introduction | The SAB Board of Directors is pleased to invite the honorable shareholders to participate and vote in the Ordinary General Assembly Meeting (the first meeting), to be held at 6:45 PM on Wednesday 02 Dhu al-Qa'dah 1446 corresponding to 30 April 2025. |
| City and Location of the General Assembly's Meeting | Head Office, King Fahad Branch Rd Al Yasmeen Dist. Riyadh - by means of virtual meeting platform. |
| Hyperlink of the Meeting Location | Click Here |
| Date of the General Assembly's Meeting | 2025-04-30 Corresponding to 1446-11-02 |
| Time of the General Assembly’s Meeting | 18:45 |
| Methodology of Convening the General Assembly’s Meeting | Via modern technology means |
| Attendance Eligibility, Registration Eligibility, and Voting End | Shareholders who are registered in the Bank shareholders record at the Depositary Center by the end of the trade session prior to the general assembly meeting and in accordance with the laws and regulations. The shareholder has the right to delegate whomever other than the board of directors. The right to register a name to attend the general assembly meeting ends at the time of convening the general assembly meeting. The attendees right to vote on the items of the assembly’s agenda ends upon the end of screening the votes by the Screening Committee. |
| Quorum for Convening the General Assembly's Meeting | As per Article (34) of the Bank’s Bylaws, the Ordinary General Assembly Meeting shall be valid only if attended by shareholders representing at least a quarter of the company's shares with voting rights. In case this quorum Is not attained at the first meeting, a second meeting will be held within one hour of the scheduled time for the first meeting, and this meeting will be valid regardless of the number of shares with the voting rights represented therein. |
| General Assembly Meeting Agenda | 1. Reviewing and discussing the Board of Directors’ report for the fiscal year ending on 31 December 2024.
2. Reviewing and discussing the financial statements for the fiscal year ending on 31 December 2024. 3. Voting on the auditor's report for the fiscal year ending on 31 December 2024. 4. Voting on discharge of Board of Directors for fiscal year ending on 31 December 2024. 5. Voting on the appointment of the external auditors from among the nominees, and determining their fees based on the Audit Committee’s recommendation to examine, review and audit the financial statements for the second, third quarters and annual financial statements of the fiscal year 2025 and the first quarter of the fiscal year 2026, and determine their fees. 6. Voting on disbursement of 14,100,000 Saudi riyals as remuneration to Board members for the fiscal year ending on 31 December 2024. 7. Voting on delegating the board of directors to distribute interim (semiannual or quarterly) dividends for the fiscal year 2025. 8. Voting on delegating to the Board of Directors the authority of the Ordinary General Assembly. This is in accordance with the authorization contained in paragraph (1) of Article (27) of the Companies Law, for a period of one year from the date of the approval of the General Assembly or until the end of the delegated Board of directors’ term, whichever is earlier, in accordance with the Implementing Regulation of the Companies Law for Listed Joint Stock Companies. 9. Voting on the business and contracts concluded between the Bank and HSBC Global Services Limited, in which the members of the Board of Directors Mr. Anthony Cripps, Mr. Samir Assaf and Mr. Stephen Moss – who resigned from his position as a Board member on 31 December 2024 – have an indirect interest as members representing the foreign partner HSBC Holdings BV. These businesses and contracts are information technology services support. The contract was concluded without conditions or preferential benefits and the total value of transactions during the year 2024 amounts to SAR 109,996,298.51. (attached) 10. Voting on the business and contracts concluded between the Bank and HSBC Software development Limited (Guangdong), in which the members of the Board of Directors Mr. Anthony Cripps, Mr. Samir Assaf and Mr. Stephen Moss – who resigned from his position as a Board member on 31 December 2024 – have an indirect interest as members representing the foreign partner HSBC Holdings BV These businesses and contracts are programing services support. The contract was concluded without conditions or preferential benefits and the total value of transactions during the year 2024 amounts to SAR 49,933,256.38. (attached) 11. Voting on the business and contracts concluded between the Bank and HSBC Technology & Services Limited (USA), in which the members of the Board of Directors Mr. Anthony Cripps, Mr. Samir Assaf and Mr. Stephen Moss – who resigned from his position as a Board member on 31 December 2024 – have an indirect interest as members representing the foreign partner HSBC Holdings BV. These businesses and contracts are programing services support. The contract was concluded without conditions or preferential benefits and the total value of transactions during the year 2024 amounts to SAR 54,455,263.68. (attached) 12. Voting on the business and contracts concluded between the Bank and HSBC Software Development Private Limited (India), in which the members of the Board of Directors Mr. Anthony Cripps, Mr. Samir Assaf and Mr. Stephen Moss – who resigned from his position as a Board member on 31 December 2024 – have an indirect interest as members representing the foreign partner HSBC Holdings BV. These businesses and contracts are consulting services. The contract was concluded without conditions or preferential benefits and the total value of transactions during the year 2024 amounts to SAR 49,608,126.22. (attached) 13. Voting on the business and contracts concluded between the Bank and HSBC Hong Kong Branch, in which the members of the Board of Directors Mr. Anthony Cripps, Mr. Samir Assaf and Mr. Stephen Moss – who resigned from his position as a Board member on 31 December 2024 – have an indirect interest as members representing the foreign partner HSBC Holdings BV. These businesses and contracts are information technology services support. The contract was concluded without conditions or preferential benefits and the total value of transactions during the year 2024 amounts to SAR 39,780,412.10. (attached) 14. Voting on the Board of Directors’ recommendation to distribute dividends amounting to 2,055 Million Saudi riyals to shareholders for the second half of the fiscal year ending on 31 December 2024, at 1.00 riyal per share, which represents 10% of the nominal value of one share, for the 2,054,794,522 shares due for dividends. Provided that the eligibility for dividends for the second half is for shareholders owning shares by the end of the trading day of the General Assembly meeting date, who are registered in the bank’s shareholders register at the securities Depository Center Company at the end of the second trading day following the eligibility date, and provided that the distribution of dividends begins on Monday 19 May 2025. |
| Proxy Form |  |
| The shareholder right in discussing the assembly agenda topics, asking questions, and exercising the voting right | Shareholder are entitled to discuss matters listed in the agenda of the General Assembly and raise relevant questions to the Board members, noting that the voting is free of charge for all Shareholders via: http://tadawulaty.com.sa. |
| Details of the electronic voting on the Assembly’s agenda | Shareholders registered on the (Tadawulaty) electronic services website will be able to vote remotely on the Agenda of the Ordinary General Assembly meeting, through the electronic voting service, starting from 01:00AM on Saturday 28 Shawwal 1446H corresponding to 26 April 2025G until the end of the meeting on Wednesday 02 Dhu al-Qa'dah 1446H corresponding to 30 April 2025G. Registration and voting in (Tadawulaty) services will be available and free for all shareholders by using the following link: www.tadawulaty.com.sa |
| Method of Communication in Case of Any Enquiries | Company Secretary -The Saudi Awwal Bank (SAB) - During the bank official hours by the telephone number +966 114408440 or by E-mail [email protected] |
| Additional Information | All the documents related to the General Meeting agenda above are available at the Bank Head office – Company Secretary Department. |
| Attached Documents | |
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