The Board of Directors at SABB have the pleasure to invite the Bank Shareholders to attend the Extra Ordinary General Meeting(EOGM)to be held at 6:30 PM on Wednesday 28 March 2018 at the Bank Head Office, Prince Abdulaziz Bin Musaid Bin Jalawi Street in Riyadh, to consider the following agenda:

1)To vote on the Board report for the fiscal year ending 31 December 2017.

2)To vote on the financial statements for the fiscal year ending 31 December 2017.

3)To vote on the Auditors report for the fiscal year ending 31 December 2017.

4)To vote on relieving the Directors from their liability for the year ending 31 December 2017.

5)To vote on the Board recommendation for the distribution of cash dividends to shareholders for the second half of the fiscal year ending 31 December 2017 amounting SAR 1065 Million of SAR 0.71 per share which represents 7.1 % of nominal share value after zakat deduction, in addition to the amount of SAR 1065 Million which had been distributed for the first half of the fiscal year 2017, thereby, the total dividends distributed for the year ending 31 December 2017 amounts to SAR 2130 Million at the rate of SAR 1.42 for each share which equals 14.2% of nominal share value after deduction of zakat. Eligibility for the second half dividends of the year will be to the shareholders owning shares on the due date 28 March 2018, and those shareholders registered in the Banks share registry at the Depository Center at the end of the second trading day following the due date which corresponds to 1 April 2018.

6)To vote on the appointment of the Auditors of the bank from the nominees based on the recommendation of the Audit Committee to review and audit the financial statements of the first, second and third quarter and the annual financial statements for the year 2018 and determining their fees.

7)To vote on the disbursement of SAR 4,049,167 as rewards and compensation to the members of the Board of Directors for the fiscal year ending 31 December 2017.

8)To vote on authorizing the Board of Directors to distribute interim dividends to shareholders on a semi-annual or quarterly basis for the year 2018.

9)To vote on the amendment of Article(16)of the Bank Articles of Association regarding financing Sukuk(Attached).

(To View the remaining Agenda items, please refer to the attachment)

Shareholders are requested to note the following:
- According to the regulatory guidelines, shareholders registered in the Banks share registry has the right to attend the EOGM or to delegate another shareholder on his behalf, who is not a member of the Board or a staff or who is permanently assigned any technical or administrative work to his account, to attend the meeting and vote on the proposed decisions by means of a proxy(as per the enclosed form), noting that the proxy shall be authenticated by one of the following entities: Chamber of Commerce and Industry, one of the licensed banks, the authorized individuals, the notaries, or the individuals authorized to perform the acts of authentication. As per the regulatory guidelines, the last date to receive proxies is at least two days prior the date of the meeting and the delegated member must present the original copy of the proxy.
- The Bank wishes to clarify to all shareholders that the eligibility to attend the EOGM on Wednesday 28 March 2018, will be for shareholders registered in the Banks share registry at the Depository Center as of the end of trading on the EOGM day, and as per the rules and regulations.
- Shareholders wishing to attend the meeting must bring with them their identity cards and the documents proving their title to shares, to identify themselves and to confirm the number of shares owned by them or by their representative. Registration of shareholders names and the number of shares they hold or represent will commence at 5:30 PM and will end before the beginning of the meeting.
- As per Article(39)of the Bank Articles of Association, the Quorum for holding the EOGM will be 50% of the shareholding capital. In case of non-completion of the Quorum at this meeting, a second meeting will be held within one hour of the scheduled time for the first meeting, and this meeting will be valid if it represents 25% of the shareholding capital.
- Eligibility for the second half dividends of the year ending 31 December 2017 will be to the shareholders owning shares on the due date 28 March 2018, and those shareholders registered in the Banks share registry at the Depository Center at the end of the second trading day following the due date which corresponds to 1 April 2018 after EOGM approval. Payment of dividends will commence effective Sunday, 08 April 2018.
- The Bank would like to draw the attention of non-resident foreign investors that the cash dividends transferred by the resident financial intermediary are subject to a deduction tax of 5% upon direct transfer to the non-resident investors account or credited to his local bank account in accordance with the provisions of Article(68)Of the Income Tax Law and Article(63)of its implementing regulations.
- The shareholders who are registered in the website of(Tadawulaty)electronic trading services can remotely vote on the items of the EOGM through(electronic voting)service, and note that the remote voting will start at 10:00 AM on Sunday, 25 March 2018, and continue until 04:00 PM on the day of the Meeting, on Wednesday, 28 March 2018. Therefore, all SABB shareholders are invited to participate and vote remotely through Tadawulaty website(https://www.tadawulaty.com.sa). Please also note that registration in Tadawulaty service and voting is provided free of charge for all shareholders.
- The link for the meeting at SABB Head Office : https://goo.gl/maps/4mzRe42S4YG2
- For inquiries and further information, please contact the Share Registry Department during official working hours on telephone no. 011-2764140 / 011-2764141 or by email [email protected]

Regards
Board of Directors