Saudi Basic Industries Corporation (SABIC) invites its shareholders to attend the Ordinary General Assembly Meeting (first meeting)

The Board of Directors (BoD) of The Saudi Basic Industries Corporation (SABIC) is pleased to invite the corporate shareholders to attend the Ordinary General Assembly Meeting that  will be held at SABIC Headquarters in Riyadh (https://google/maps/kfU24txTts82) at 8:30 pm on Tuesday, 1st  of Sha'ban 1439  (corresponding to 17 April 2018 to discuss the following agenda:

1. Voting on the auditor’s report for the fiscal year ended on 31/12/2017.
2. Voting on the fiscal statements for the fiscal year ended on 31/12/2017.
3. Vote on the report of the BoD report for the fiscal year ended on 31/12/2017.
4. Voting on the appointment and determining the fees of an auditor for the company from among the candidates nominated per the recommendation of the Audit Committee to review and audit the financial statements of Q1, 2, 3 and 4 of the fiscal year 2018 and the Q1 of the fiscal year 2019.
5. Voting on the dividends distributed during the first half of the fiscal year 2017 (6,000,000,000 SAR) at (2) SAR per share representing 20% of the nominal value per share.
6. Voting on the recommendation of the BoD to distribute cash dividends to shareholders for the second half of the fiscal year 2017 with amount (6,600,000,000 SAR) at 2.20 SAR per share representing 22% of the nominal value per share. The eligibility for the proposed dividends of the second half of the fiscal year2017 will be distributed to the shareholders of the Company registered at Securities Depository Center Company (Edaa Depository Center) by the end of the second trading day of the General Assembly noting that the dividends will be distributed on 01/05/2018.
7. Voting on the BoD recommendation to appoint Mr. Nader bin Ibrahim Al Wahaibi as a BoD member representing Hassana Investment Company to complete the remaining term of the current BoD session, which started on 11 April 2016. The appointment of the above said candidate shall be effective from 18 April 2018, replacing Mr. Abdul Aziz bin Habdan Al-Habdan (attached is the CV of the candidate).
8. Voting on the release of the BoD members from any responsibility related to the fiscal year ended on 31/12/2017
9. Voting on disbursement of SAR (1.800.000) as remuneration to the board members for the fiscal year ended as of 31/12/2017.
10. Voting on authorizing the board of directors to distribute interim dividends semi-annually or quarterly for the fiscal year of 2018, and determine the due date and payment date as per the regulations and regulatory procedures issued as per the Companies Law in line with the company’s financial position, cash flows and expansion and investment plans.

Each shareholder registered with the company’s register of the Securities Depository Center, at the end of the trading session prior to the General Assembly Meeting and as per the laws and regulations, may attend the meeting. The shareholder failing to attend at the specified date may assign another person to attend the meeting, other than any the board of directors members or the company’s employees under a written power of attorney, (as per the enclosed document), authenticated by the Chamber of Commerce, if the shareholder is a member therein. If the shareholder is a company, a legal entity, a licensed bank or person in KSA, then the grantor of power shall have a bank account. The authorizing person, the notary public or the licensed persons shall authenticate the power of attorney and furnish the company with a copy thereof via Fax: 011-225-9766 or email: investorrelations@sabic.com, at least two days prior the date of the General Assembly. Each shareholder or representative desiring to attend the meeting shall show the original national ID and power of attorney. Invitees must be present early to finalize the registration process before the beginning of the meeting. The quorum for the Ordinary General Assembly shall be constituted by the attendance of a number of shareholders who represent half of the capital a minimum. If a quorum is nor present in the first meeting, the General Assembly shall call for a second meeting within the following thirty (30) days. The second meeting shall be valid regardless the shares represented therein.

The shareholders may remotely vote on the General Assembly Meeting’s agenda via e-voting service through Tadawulaty website https://www.tadawulaty.com.sa, which is free for all shareholders. Voting will start at 10:00 AM, April 12, 2018, and will continue until 04:00 PM on the day of the meeting.

The company would like to draw the attention of the non-residing investors and portfolios managers that the cash dividends transferred via the residing mediators, if transferred or credited to the bank accounts thereof, are subject to the withholding tax of (5%) as per the General Authority of Zakat and Tax instructions. For inquiries, you can call 0112258000, Ext. 2, Fax 0112259766, or email: investorrelations@sabic.com

SABIC General Assembly's Audit Committee Report for Fiscal year 2017

The Audit Committee performed its duties in accordance with its work regulations and in line with the regulatory requirements. The Audit Committee performs its approved role; including supervision of the SABIC Internal Audit Department and study of its reports, examination of the internal control system, study of the preliminary and annual financial statements, review of the accounting policies and submission of the recommendations to the Board of Directors on the nomination of SABIC auditors.

The Committee submits its recommendations to the Board of Directors as needed, and continuously receives support by the Board to perform its functions and duties.

The Audit Committee convenes routinely to consider various reports and updates from SABIC Executive Management, the Auditor and the Internal Audit Department on the implementation and monitoring of internal control systems’ activities. External and internal auditors also perform the necessary audit to give an opinion on the effectiveness of the internal control systems implemented.

In 2017, both the external and internal audit teams carried out their work in line with the plans approved by the Committee.

The Audit Committee also met with SABIC Enterprise Risk Management and Compliance Department to ensure they are performing their role and overseeing the management and control of risks, and discuss the issues raised within SABIC through awareness of work ethics. The Committee also reviewed the periodic compliance reports.

Based on the reports submitted by SABIC Executive Management and the external and internal audit teams, the tasks and within the framework covered by the approved internal audit plan, and the discussions with the auditor and the Executive Management on the quarterly and annually business results, the Committee, therefore didn't observe any issues of significant impact to be stated herein.

In our opinion, as at 31 December 2017 and based on the Executive Management's report as well as the auditor and internal auditor's reports issued during the year, we believe that SABIC Executive Management has maintained an effective internal control system. The scope and volume of audits and the discussions of the Committee during the meetings provided the Committee with a reasonable basis for such an opinion.

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