Zain Group held an Extraordinary General Assembly with a quorum exceeding 81% that witnessed the Assembly’s approval of the Board of Directors' recommendation to approve the amendment of Article 15 of the Company’s Articles of Association in accordance with the requirements of Article 2-2 of Module Fifteen “Corporate Governance”.
Following the Assembly’s approval, Article 15 now stipulates:
“The Company shall be managed by a Board of Directors consisting of ten members. Each shareholder, whether a natural person or a legal entity, may appoint representatives to the board in proportion to the shares that they own. The General Assembly shall elect the remaining members by secret ballot. The number of Board members appointed in said manner shall be deducted from the aggregate number of Board members that are elected. Shareholders having representatives on the Board of Directors may not participate with other shareholders in electing the remaining members of the Board of Directors, except in relation to those shares that exceed the percentage used for the appointment of their representatives to the Board of Directors. Subject to compliance with the provisions of the law, any number of shareholders may collaborate to jointly appoint one or more representatives to represent them on the Board of Directors in proportion to their joint shareholding. Appointed representatives shall have the same rights and duties as those of elected members, and each shareholder shall be responsible towards the Company, its creditors, and shareholders for the acts of its appointed representatives.
The term of membership of the members of the Board of Directors shall be three years and can be renewed. Independent Board Members shall be elected according to applicable laws and regulations whereas independent members must meet the requirements of the regulatory bodies and their number shall not exceed half of the total number of Board members. Independent members need not be shareholders in the Company. If it is not possible to elect a new Board of Directors by the scheduled date, the existing Board shall continue management of the Company’s affairs pending the resolution of the relevant issues and election of a new Board of Directors.”
This Extraordinary General Assembly meeting is to be followed by a call to hold an ordinary general assembly in order to elect an additional member of the Board of Directors, as a second independent member, in order to fulfill the regulatory requirements.
Zain Group recently held its annual Ordinary General Assembly, which approved the Board of Directors’ recommendation to distribute cash dividends of 25 fils per share, for the second half of the fiscal year ending on December 31, 2023, noting that the group distributed semi-annual cash dividends of 10 fils per share, thus total 35 fils for 2023. This reflected a 70% payout ratio, one of the highest in the region. In 2023, Zain adopted a minimum cash dividend policy of 35 fils per share for three years.
Following the successful achievements of Zain’s 4SIGHT strategy over the past five years, the company has plans to launch of a new operational strategy by the end 2024, accelerating the opportunities in the digital arena and creating value for shareholders in new business verticals.
Zain’s Board of Directors and executive management teams have worked effortlessly to overcome socio-economic regional challenges across its markets, where the company maximized value creation by investing heavily in our networks, technologies, and people. This resulted in Zain extending market leadership in many highly competitive and evolving markets.
The multiple digital transformational initiatives and expansion of new business verticals has driven business growth and positioned Zain firmly as a leading provider of innovative technologies and digital lifestyle communications, delivering meaningful connectivity that empowers societies.
Zain’s focus on catering to the evolving requirements of its individual, enterprise, and government customers has seen its sustainability-conscious mindset develop and proactively act with a sense of urgency, innovating to enhance the digital experiences and introduce appealing, demanded services.
Today through its state-of-the-art offering of Wholesale carrier and submarine cable services coupled with Cloud services, Cybersecurity, IoT, AI, Big Data, Smart Cities, Drones, Robotics, and other emerging technologies, Zain is paving the way to becoming the digital transformation partner of choice for governments and enterprises across the region.
As a result of its efforts in offering the full spectrum of mobile, fixed, data and ICT services complemented by exceptional customer experience on all touch points, Zain saw its brand valuation increase 11% from USD 2.7 billion to USD 3 billion by Brand Finance in its 2024 global valuation report.