Logo of Al Sagr Insurance
Al Sagr Cooperative Insurance Co. said in a bourse statement that it received, on Sept. 5, the resignation of Sultan bin Khaled Al-Turki, Chairman of the audit committee, and members Hussam bin Faisal Baward, Saud bin Saleh Al-Arefi, and Muhammad bin Saleh Al-Ghamdi.
The resignation letter stated that the main reason are the difficulties the audit committee faces in performing its duties in light of the vote of the general assembly on June 17, rejecting all the items recommended by the committee, without giving any valid reasons for rejection to date, whether through the general assembly or the board of directors.
Since the board of directors had unanimously recommended approving the items, containing representatives of the main shareholders of the company, it was very difficult for the audit committee to carry out its responsibilities in light of this comprehensive rejection of the previously unanimously approved agenda items.
In order to maintain the interests of the company’s small shareholders, who represent approximately 60% of the shares, and to give priority to the general interest of the company and the main shareholders as well, the committee decided to submit its resignation while urging the members of the board to work to find solutions and address them as soon as possible.
This, in addition to calling for strengthening governance and transparency and conduct general assembly meeting to approve those necessary items for the business, that resulted in the company’s inability to publish the results of Q2 2021 to date to the shareholders.
The resignation was accepted by the Chairman and members of the board of directors on Sept. 6, with effect from the date of acceptance of the resignation.
The members of the audit committee were appointed based on the approval of the general assembly of shareholders on Oct. 27, 2020.
The company will take necessary action by notifying the regulatory authorities of the resignation, in addition to announcing at a later time the names of the alternate nominated members after obtaining the approval of the authorities and present it to the shareholders for a vote at the first meeting of the general assembly, which will be announced at a later time.
According to data compiled by Argaam, shareholders, in the ordinary general meeting (OGM) held on June 17, refused to approve the business contracts concluded between the insurer and other companies that have indirect interests in one of the board members with a valid membership.
They also disapproved the business contracts that were concluded between Al Sagr and board members who have direct or indirect interests and whose membership is expired.
Shareholders refused to approve the board and auditor reports, and financial statements for 2020. They disapproved the appointment of Baker Tilly and Alkharashi & Co. as external auditors to review Q2, Q3 and 2021, and Q1 2022 financial statements.
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