Bank AlBilad is calling its shareholders to attend the 10^th Regular General Assembly Meeting (First Meeting)

Bank AlBilad's Board of Directors is pleased to call the honorable shareholders to attend the 10^th Regular General Assembly Meeting (First Meeting), to be held, with Allah's will, Wednesday, 25 of Rajab, 1439 AH at 08:30 p.m. (according to Umm Al Qura calendar) corresponding to April 11, 2018 AD, at the Crowne Plaza Hotel, Riyadh 

 This meeting is held to consider the following agenda:

1. Vote on the report of the Board for the fiscal year ended on 31/12/2017 AD.
2. Vote on the report of the Auditors for the fiscal year ended on 31/12/2017 AD.
3. Vote on the financial statements and profit & loss account of the Bank as on 31/12/2017 AD.
4. Vote on the decision of the Board dated September 25, 2017 AD, regarding the profits distributed to the shareholders for the first half of the fiscal year ended on December 31, 2017 AD, by (SAR 0.3) per share and by (3%) of the capital; with a total amount of SAR 180,000,000
5. Vote on the Board recommendation regarding the distribution of cash dividends to shareholders for the second half by SAR 0.4 per share, by 4% of the capital, with a total amount of SAR 240,000,000 so the total amount distributed and proposed to be distributed for the fiscal year ended on 31/12/2017 AD shall be SAR 420,000,000, by SAR 0.7 per share, by 7% of the capital. Profits of the second half shall be entitled to the shareholders, at the end of the day of the General Assembly meeting of the Bank on 25 Rajab 1439 AH, corresponding to April 11, 2018 AD), and those registered with the bank books at Securities Depository Central Company "EDAA", at the end of the second trading day following the General Assembly meeting. profits will be distributed to registered shareholders within 15 days from the entitlement date of such profits.
6. Vote on the discharge of the Board members for the fiscal year ended on 31/12/2017 AD.
7. Vote on the appointment of Bank auditors from the candidates, according to the recommendation of the Audit Committee, in order to examine, review and audit the financial statements for the first, second, third and fourth quarters of the fiscal year 2018 AD and determine their remunerations.
8. Vote on delegation of the Board to distribute interim dividends if any, to the Bank shareholders on a semi-annual or quarterly basis, in accordance with the regulatory controls and procedures issued in implementation of the Companies Law regarding the listed joint-stock companies.
9. Vote on the payment of SAR 3,960,000 as remuneration to the Board members at a rate of SAR 360,000 for each member, for the fiscal year ended on 31/12/2017 AD.
10. Vote on the works and contracts represented in (lease of ATM location) to be concluded between the Bank and Mohammed I. Alsubeaei & Sons Investment Company, in which the Board Member, Mr. Nasser bin Mohammed Alsubeaei has an interest, being the deputy chairman of the company board and a partner therein; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was a lease of ATM location in Riyadh, in the amount of SAR 100,000 annually (contract period from 03/07/2015 to 02/07/2025 AD). There are no preferential conditions in these works and contracts.
11. Vote on the works and contracts represented in (lease of Enjaz Center) to be concluded between the Bank and Mohammed I. Alsubeaei & Sons Investment Company, in which the Board Member, Mr. Nasser bin Mohammed Alsubeaei has an interest, being the deputy chairman of the company board and a partner therein; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was a lease contract of Enjaz Center, Al Khalidiya Al Janubiyah Branch, Dammam, in the amount of SAR 174,790 annually (contract period from 05/12/2016 to 04/12/2026 AD). There are no preferential conditions in these works and contracts.
12. Vote on the works and contracts represented in (lease of Enjaz Center) to be concluded between the Bank and Mohammed I. Alsubeaei & Sons Investment Company, in which the Board Member, Mr. Nasser bin Mohammed Alsubeaei has an interest, being the deputy chairman of the company board and a partner therein; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was a lease contract of Enjaz Center, Riyadh 2nd Industrial City, Riyadh, in the amount of SAR 472,000 annually (contract period from 06/04/2016 to 05/04/2026 AD). There are no preferential conditions in these works and contracts.
13. Vote on the works and contracts represented in (lease of two offices) to be concluded between the Bank and Khaled bin Abdulaziz Al-Mukairin & Sons Holding Company, in which the Board Member, Mr. Khaled bin Abdulaziz Al-Mukairin has an interest, being the company board  chairman and owner, in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was a lease contract of offices no. (101) and (102), located at King Fahad Road, Riyadh (Smart Tower), in the amount of SAR 1,168,200 annually (contract period from 01/01/2013 to 31/12/2018 AD), rented to AlBilad Investment Company. There are no preferential conditions in these works and contracts.
14. Vote on the works and contracts represented in (lease of two offices) to be concluded between the Bank and Khaled bin Abdulaziz Al-Mukairin & Sons Holding Company, in which the Board Member, Mr. Khaled bin Abdulaziz Al-Mukairin has an interest, being the company board  chairman and owner, in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was a lease contract of offices no. (103) and (104), located at King Fahad Road, Riyadh (Smart Tower), in the amount of SAR 1,089,000 annually (contract period from 01/01/2013 to 31/12/2018 AD), rented to AlBilad Investment Company. There are no preferential conditions in these works and contracts.
15. Vote on the works and contracts represented in (lease of Enjaz Center) to be concluded between the Bank and Mr. / Abdul Rahman bin Saleh Al Rajhi, in which the Board Member, Mr. Khalid bin Abdul Rahman Al Rajhi has an interest, being the son of the landlord; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was a lease contract of Enjaz Center, Al-Khafji Governorate, in the amount of SAR 150,000 annually (contract period from 08/08/2016 to 31/12/2019 AD). There are no preferential conditions in these works and contracts.
16. Vote on the works and contracts represented in (leases of ATM location) to be concluded between the Bank and Arabian Centres Company Limited, in which the Board Member, Mr. Khaled Bin Sulaiman Al Jasser has an interest, being CEO of the company; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was lease contracts of (26) ATM locations in some cities in KSA, in return for a total amount of SAR 2,792,400 annually (contracts period from 09/07/2013 to 15/05/2018 AD). There are no preferential conditions in these works and contracts.
17. Vote on the works and contracts represented in (supply of furniture of the AlBilad tower), to be concluded between the Bank and Almaktabiya limited Company, in which the Board Member, Mr. Khaled bin Abdulaziz Al-Mukairin has an interest, being the board chairman of the company; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was supply of furniture of the AlBilad tower, in the amount of SAR 17,545,864 annually (contract period from 21/11/2017 to 20/11/2018 AD). There are no preferential conditions in these works and contracts.
18. Vote on the works and contracts represented in (supply of Bank AlBilad stationery), to be concluded between the Bank and Jarir Marketing Company, in which the Board Member, Mr. Fahd bin Abdullah Al-Qasim has an interest, being the company board member; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was supply of Bank AlBilad stationery, in return for a total amount of SAR 1,390,904.08 annually (contract per consumed units 2017 AD) (contract period from 09/04/2015 to 08/04/2018 AD). There are no preferential conditions in these works and contracts.
19. Vote on the works and contracts represented in (lease of Enjaz Center) to be concluded between the Bank and Mr. / Abdul Rahman bin Abdulaziz bin Saleh Al Rajhi, being a significant shareholder; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was a lease contract of Enjaz Center Headquarters, Yanbu City, in the amount of SAR 180,000 annually (contract period from 09/08/2015 to 08/08/2025 AD). There are no preferential conditions in these works and contracts.
20. Vote on the works and contracts represented in (lease contract of Bank AlBilad Branch) to be concluded between the Bank and Mr. / Abdul Rahman bin Abdulaziz bin Saleh Al Rajhi, being a significant shareholder; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was lease contract of Bank AlBilad Branch, Al Khubaib, Buraidah City, in the amount of SAR 400,000 annually (contract period from 01/06/2015 to 31/05/2025 AD). There are no preferential conditions in these works and contracts.
21. Vote on the works and contracts represented in (lease contract of Bank AlBilad Branch) to be concluded between the Bank and Mr. / Abdul Rahman bin Abdulaziz bin Saleh Al Rajhi, being a significant shareholder; in addition to authorizing it for a year, taking into account that the nature of the transactions in 2017 AD was lease contract of Bank AlBilad Main Branch, Dammam City, in the amount of SAR 500,000 annually (contract period from 15/09/2010 to 14/09/2025 AD). There are no preferential conditions in these works and contracts.

We draw the attention of the shareholders to the following:

• The 10^th Regular General Assembly Meeting (First Meeting) shall be valid if attended by shareholders representing at least one quarter of the capital. In case the quorum was not met at the first meeting, the second meeting shall be held one hour after the date scheduled for the first meeting. The second meeting shall be valid irrespective of the number of shares represented therein according to the provision of Article (31) of the Bank Articles of Association.
• The right to attend the 10^th Regular General Assembly Meeting is reserved for the shareholders registered in the Bank's books of shareholders at EDAA at the end of the trading session preceding the General Assembly meeting and according to the laws and regulations.
• Any shareholder having the right to attend the General Assembly meeting may delegate, under a written proxy, another natural person, whether from the Bank shareholders or from others, to represent that shareholder at the meeting, provided that the delegated person is not a Board member of the Bank or one of its employees, under the proxy (attached); provided that the signature of the principal shall be authorized by the Chamber of Commerce and Industry, a licensed bank or authorized persons in the Kingdom, provided that the principal has an account with the Bank or the authorized person who certifies it, or from the notary public or persons licensed to practice notarization works. A copy of the proxy shall be sent to Bank AlBilad to the kind attention of Shareholders Relations at (P.O. Box 140 Riyadh 11411), so it shall be delivered to the Bank at least two days prior to the date of the meeting. Each shareholder wishing to attend the meeting, shall bring the National ID Card and show the original proxy. The honorable shareholders are kindly required to attend at sufficient time before the meeting to complete their registration procedures.
• The shareholders registered in tadawulaty website services may remotely vote on the items of the 10^th Regular General Assembly Meeting through the (e-voting service) by visiting https://www.tadawulaty.com.sa; knowing that registration in and voting through tadawulaty services is free of charge to all shareholders. The e-voting will be available to all shareholders as of 10:00 a.m. on Saturday, Rajab 21, 1439 AH (according to Umm Al Qura calendar), corresponding to April 07, 2018 AD and until 04:00 p.m. of the General Assembly meeting day.
• If you have any questions, please contact the Shareholders Relations on 011-4798585 or fax: 011-4798505 or via e-mail: shareholders@bankAlBilad.com during the official working hours of the Bank (from 09:00 a.m. to 05:00 p.m.).​