Riyadh – Mubasher: The Company for Cooperative Insurance (Tawuniya) has announced the results of its Extraordinary General Meeting (EGM) held on 28 June 2026.
Shareholders approved a substantial cash dividend distribution for 2025 and authorized a strategic share buyback program intended for an employee stock plan.
While the majority of agenda items were passed, the assembly notably rejected a specific related-party contract involving non-insurance service fees with the General Organization for Social Insurance (GOSI).
During the meeting, which achieved a quorum with 55.74% attendance, shareholders ratified the Board of Directors' recommendation to distribute SAR 300 million in cash dividends.
This payout represents 20% of the company’s nominal share value, translating to SAR 2 per share.
Eligibility for the dividend is set for shareholders registered at the close of trading on the day of the assembly, with the disbursement process scheduled to commence on 19 July 2026.
In a move to bolster its human capital initiatives, the assembly approved the purchase of up to 212,143 of the company’s own shares. These treasury shares are designated for an employee stock program and will be funded through Tawuniya’s existing cash reserves.
The Board has been granted an 18-month window to execute the buyback, and the company may hold these shares for a maximum of 10 years before allocation to eligible employees.
The assembly also addressed several governance and administrative matters. Shareholders approved the discharge of Board members from liability for the 2025 fiscal year and sanctioned the payment of SAR 8.74 million in Board remuneration.
For the upcoming financial periods, KPMG and Al-Bassam & Partners (PKF) were appointed as external auditors to review the financial statements for the second, third, and fourth quarters of 2026, as well as the first quarter (Q1) of 2027, for a total fee of SAR 5.115 million. Additionally, an extra fee of SAR 750,000 was approved for KPMG for their 2025 audit services.
A significant portion of the meeting was dedicated to the review of related-party transactions. While the assembly approved dozens of contracts with entities where Board members or senior executives hold interests—including major agreements with Elm Company, Miahona Medical, and GOSI for insurance policies—it drew a firm line on Item 15.
This specific item concerned non-insurance service fees involving GOSI, in which board members Salman Al Fares and Hessa Al Sheikh held indirect interests.
Following the rejection of this item, the assembly granted the company a six-month grace period to rectify the situation and ensure compliance with relevant regulatory frameworks.
The meeting concluded with the delegation of the general assembly’s licensing powers to the board of directors for a period of one year, in accordance with Article 27 of the Companies Law. This move ensures administrative continuity and allows the Board to manage certain regulatory requirements efficiently until the next annual cycle.
