National General Insurance P J S C : AGM Notice 2021

Invitation to attend the General Assembly Meeting

Of National General Insurance Company (Public Joint-Stock Company)

The Board of Directors of National General Insurance Company (PJSC) has the honor to invite the shareholders to attend the General Assembly meeting at 04:00 PM on Tuesday, 12/10/2021 at the head office of the company, NGI House Building - 5th Floor- Deira Dubai, to consider the following agenda:

1. Consideration of topics requiring a Special Resolution: Amendment of the Article of Association of the company.
2. 1. 
      Special Resolution: Amending certain Articles of the Article of association of National General Insurance Company in accordance with the legislative amendments to the Federal Company's Law No. (2) of 2015 pursuant to Federal Decree-Law No. (26) of 2020, and the Legislative amendments to Federal Law No. (6) of 2007 regulating Insurance business under the Federal Decree-Law no.
   2. of 2020 and in accordance with the Chairman of Authority's Board of Directors' Decision no. (3 / Chairman) of 2020 concerning Joint Stock Companies Governance Guide and its amendments.
3. Elect the members of the Board of Directors to complete the term of membership of the resigned members.

Notes:

1. Each shareholder who has the right to attend the General Assembly may delegate someone from other than the Board members or the staff of the company, or securities Brokerage Company, or its employees, to attend on his behalf as per written delegation stating expressly that the agent has the right to attend the general assembly and vote on its decision. A delegated person for a number of shareholders shall not have more than (5%) of the company issued Capital after gaining that delegation. Person lacking legal capacity and are incompetent must be represented by their legal representatives, subject to point 1 & 2 of Article 40 of the Authority Chairman's decision No (3/R.M) for 2020 on the adoption of the Public Shareholding Governance Manual.
2. A corporate person may delegate one of its representatives or those in charge of its management under a decision of its Board of Directors or its authorized deputy to represent such corporate person in the General Assembly of the Company. The delegated person shall have the powers as determined under the delegation decision.
3. Shareholders registered in the Shareholders Register on Monday 11th October 2021 shall be entitled to vote in the General Assembly meeting,
4. The shareholders can view proposals to amend the Company's Article of Association on the
   Company's and DFM website.
5. The meeting of the General Assembly shall not be valid unless attended by shareholders who hold or represent by proxy at least (50%) of the Company's share capital. If this quorum for the meeting is not available in the first meeting, the second meeting shall be convened on 19th October 2021 in the same place and time. (The second meeting shall be held after a period of not less than five (5) days and not more than fifteen (15) days from the date of the first meeting.

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The postponed meeting shall be deemed valid irrespective of the number of the shareholders present.

1. Special Resolution: The resolution issued by a majority vote of shareholders who own at least three quarters of the shares represented at the general assembly meeting of the public joint stock company.
2. You can review the guide on Investor Rights in securities, which is available on the main page through the following link:https://www.sca.gov.ae/en/services/minority-investor-protection.aspx

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