Invitation to the shareholders of The Mediterranean & Gulf Cooperative Insurance & Reinsurance Co. (S.J.S.C) (Medgulf) joint stock company, to attend the fifth Annual General Meeting

The Board of Directors of The Mediterranean & Gulf Cooperative Insurance & Reinsurance Company (“the Company”), invites the shareholders to attend the Company’s Annual General Meeting which will be held God willing at 6:30 pm on 08/05/1433H corresponding to 31/03/2012G, at the Marriot Hotel, Makarem Hall, Riyadh – Kingdom of Saudi Arabia, to consider the following agenda:

  1. Approval of the Board of Directors report regarding the activities of the Company for the financial year ending on 31/12/2011G;
  2. Approval of the Company’s balance sheet and profit and loss account for the financial year ending on 31/12/2011G;
  3. Approval of the Auditor’s report for the financial year ending on 31/12/2011G;
  4. Approval of the Board of Directors recommendation regarding the distribution of cash dividends in the amount of one hundred and sixty million (160,000,000) Riyals, on the basis of two (2) riyals per share for the 2011 financial year. Dividends will be paid to the shareholders who are listed in the records of the Securities Depository Centre as they appear at the end of trading day of which the General Assembly is convened;
  5. Approval of the Board of Directors’ proposal based on the recommendation of the audit committee regarding the appointment of the Company’s auditors for the 2012G financial year and the determination of their compensation;
  6. The discharge of the Board members from their liabilities in relation to their management of the Company for the financial year ending on 31/12/2011G;
  7. Approval of the appointment of Mr. Khalid Abdullah Al Shathri and Mr. Imad Jalal Baban as two new independent members of the Board as of 8/8/2011G and until the end of the Board’s current term, as successors to the members of the Board Mr. Nehme Elias Sabbagh and Mr. Nadim Farid Akkaoui who resigned on 17/03/2011G.
  8. Approval of the business and contracts entered into between the Company and each of Medivisa for Settlement of Medical Claims L.L.C, AlSamiya Limited – Insurance Agent L.L.C, and Addison Bradley Al Arabiya – Insurance and Reinsurance broker L.L.C and authorize them for the coming year.

Every shareholder owning 20 shares or more has the right to attend the meeting and may appoint another shareholder that is not a member of the Board of Directors nor an employee of the Company to represent him in the meeting through a proxy, taking into account that each shareholder attending the meeting has to submit the documents related to his ownership and that the proxy should be certified by one of the following competent authorities:
- Chamber of Commerce
- A bank
- Employer

Proxies are to be sent 3 days prior to the date of the meeting, as a representative from the Ministry of Commerce and Industry will ensure its validity according to the Ministry’s circular. Noting that the meeting shall not be valid unless it is attended by a number of shareholders representing 50% of the Company’s capital at the least, in accordance with Article (32) of the Company bylaws.

Board of Directors