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Explanation

Introduction

Saudi Cable Company is pleased to announce  opening nomination for two (2) members to fill vacancies in the membership of the Board of Directors  after a Decision has been passed by the Shareholders Extraordinary General Assembly  on 15/12/2019, approves the amendment of the Company’s Bylaws by increasing the number of the Board Members to become nine (9)  instead of seven (7) Members to complete the current term of the Board which will expire on 13/01/2021, whereas, the appointment of the nominees will be within the Ordinary General Assembly meeting, the date of which shall be announced later, after getting the regular approvals from the concerned authorities pursuant to the regulations and the procedures as stipulated in the  Companies Law and Corporate Governance Regulation issued by the Capital Market Authority and in accordance with policy and the procedures on the  membership of the Board of the Company as approved by the Shareholders Ordinary General Assembly.

The term of the Board

To complete the current term of the Board.

The starting date of the term

27/04/1439, corresponding to 14/01/2018

The ending date of the term

29/05/1442, corresponding to 13/01/2021

Number of the Members

2

Nomination opening date

24/05/1441, corresponding to 19/01/2020

Nomination ending date

23/06/1441, corresponding to 17/02/2020

Nomination and Details

The original nomination application forms and its attachments shall be addressed to the Attention of the Nomination & Remunerations Committee within the regular office hours from 08:00 am to 04:00 pm, as the following:

Applications shall be delivered to Saudi Cable Company:

Head Office: Shareholders Department /Industrial Zone / Phase 2.

P. O. Box : 4403 Jeddah 21491

Email: Investor.Relations@saudicable.com

For further inquiries, please, contact Shareholders Department:

Tel: +966126087655, Fax: +966126352220

Note to observe the policy, standard and the procedures  on the Membership of the Board of the Company as approved by the Shareholders 23th  Extraordinary General Assembly Meeting (3^rd Meeting) held on Sunday 27/04/1439, corresponding to 14/01/2018 (Attached).

1.      Leadership:  Nominee must have leadership skills to be qualified for being granted the powers in a manner that stimulates performance and the application of best practices in the field of effective management and commitment with the highest professional code of ethics and values.

2.      Qualifications: The nominee must have variety of scientific qualifications and work expertise with the appropriate level of training and professional and personal skills related to the current and the future activities of the Company in terms of Management, Economics and Accounting.

3.      Guidance: Nominee must have the technical, leadership and management capabilities, able to accommodate the technical requirements related to the work process and respondent in taking decisions,  capable for strategic guidance, planning and clear future vision.

4.      Financial knowledge: Capable to read  and understand the financial statements and reports

5.      Fitness: Nominee must not have health problems preventing him from exercising his duties and powers.

6.      Nomine must not being previously convicted of a crime against honor or involves of breach of trust or being convicted as a violator in financial or business markets.

7.      The nominated applicant must not engaged in more than four Board memberships of Joint Stock companies listed in the Saudi Stock Exchange.

8.      The nominee to the Board membership must adheres to the principles of honest, trust and loyalty, care and preference of Company’s interests and its shareholders over his personal interests.

9.      Noting that the right for nomination is available for all and doesn’t restrict on Shareholders.

Requirements for application

·         Resume of the nominee (CV), his scientific qualifications, previous and current work experiences.

·         Filling the designated Resume (CV) form for the nominee of the Membership of the Board of Joint Stock listed Company No. (3) issued by the Capital Market Authority, which is available on site of the Capital Market  on the following link:

        https://cma.org.sa/RulesRegulations/FormsSite/Pages/default.aspx

·         The nominee must specify the status of the Membership (Independent Member).

·         The nominee must specify the nature of the Membership, whether he nominated in person or as a representative of a judicial personality.

·         Nominee has to disclose any conflict of interests involve the following:

a.       Any direct or indirect interest in the businesses or the contracts made for the interest of the Company.

b.      Engage in any work involves competition with the Company or competing with in any of the sub-activities practiced by it.

·         Attach with the application a clear copy of the National Identity Card, the Family Registry for individuals and the Commercial Registry for Companies and Establishments, and the contact numbers of the nominee.

·         The nominee who is previously appointed as a member of the Board of Directors of one of the joint stock companies, he must indicate the number and dates of the Boards of the companies where he has assumed memberships.

·         Indicate the Joint Stock Companies where he is currently assuming its membership.