Al Wathba National Insurance Co.

Resolution No. (358) of 2024 announces the temporary suspension of trading on the shares of Al Wathba National Insurance Co. This decision is made in accordance with Article No. (16) of the Regulations Concerning the Listing of Securities on ADX. The suspension is due to coincide with the company's AGM, which is scheduled for 12:00 on 23-Apr-2024, a time that overlaps with the trading session at ADX. As a result, trading in AWNIC shares will be halted from 09:00 on 23-Apr-2024 until ADX receives the AGM results. The resolution instructs all heads of departments in ADX to execute this resolution in their respective fields and circulate it to SCA, the concerned company, all departments at ADX, and all brokers accredited by ADX. The resolution has been approved by the authorized person and was issued on 03/04/2024.

The proposed amendments to the basic system of Al Wathba National Insurance Company P.S.C. are due to Federal Decree-Law No. (32) of 2021 regarding commercial companies, which replaced Federal Law No. (2) of 2015, and Federal Decree-Law No. (48) of 2023 regarding the regulation of insurance business, which replaced Federal Law No. (6) of 2007. These laws required public joint-stock companies to modify their basic systems to comply with their provisions. On April 23, 2024, the company's general assembly agreed to amend the provisions of the company's basic system to comply with the Federal Law No. (32) of 2021 and its amendments regarding commercial companies. Definitions were also amended, including the term "related parties", which now refers to the chairman, board members, their relatives, and top executive management of the company, among others. The term "executive board member" refers to a member who holds a position or receives a monthly or annual salary from the company, while a "non-executive board member" has no administrative responsibilities within the company.

The Board of Directors of Al Wathba National Insurance Company has announced the opening of nominations for membership on the board. The nomination period will run from Tuesday, 02/04/2024 to Friday, 12/04/2024. Interested individuals or shareholders who meet the nomination conditions can apply by submitting an application to the company's head office in Abu Dhabi. The application must include an introductory profile of the applicant and the capacity of membership they wish to nominate themselves for (Non-Executive Director, Independent Director, or Non-independent Director). The board intends to elect nine members. The nomination period will remain open for at least 10 days from the date of the announcement.

The Securities & Commodities Authority has approved the annual general assembly meeting to be held at The St. Regis Abu Dhabi or remotely via electronic participation. The meeting is scheduled for 12 PM on Tuesday, 23/04/2024. Shareholders are formally invited to attend. The invitation and meeting agenda are attached. The document is signed by Muralikrishnan R, an authorized signatory. The reference for this communication is AD/MGT/ 0116 /2024, dated 10/04/2024.

The text provides the contact details for the Corporate Governance Report for the year 2023. Interested parties can connect via email at alwathba@awnic.com, or visit the website at www.awnic.com.

On 25/03/2024, Al Wathba National Insurance Company held a board meeting with six attendees, reaching a 67% quorum. The board reviewed and approved the previous meeting's minutes and the company's consolidated financial statements (draft) as of 31 December 2023. The board decided to call for a General Assembly Meeting on 23/04/2024, subject to approval from the Central Bank of UAE and Securities and Commodities Authority. They recommended a 25% cash dividend distribution to shareholders for the year ending 31 December 2023 and a board remuneration of AED 4.5 M for 2023. The board reviewed the election procedures for board members and resolved to recommend the reappointment of the company's external auditors for 2024. They also recommended amending the company's Articles of Association in line with Corporate Governance Regulation for Insurance Companies and other relevant laws and guidelines.

On 25/03/2024, Al Wathba National Insurance Company (PJSC) held a meeting with six members in attendance. The meeting involved reviewing the previous board meeting minutes, approving the draft of the company's consolidated financial statements as of 31/12/2023, and deciding to call for a General Assembly Meeting on 23/04/2024. The board recommended a 25% cash dividend distribution and a board remuneration of AED 4.5 M for 2023. The board also reviewed the election procedures and resolved to recommend the reappointment of the External Auditors for 2024 and the amendment of the Company's Articles of Association in line with various regulations. All decisions are subject to relevant authorities' approval.