Jadwa Arab Markets Equity Fund - Jadwa Investment
Jadwa Arab Markets Equity Fund 2017 Annual Report
A Saudi Closed Joint Stock Company (registration no. 1010228782, Licensed by the Capital Market Authority under the license number 37-6034 Head Office: Phone +966 11 279-1111 Fax +966 11 279-1571 P.O.Box 60677, Riyadh 11555, Saudi Arabia
) مرخصة من قبل هيئة السوق المالية بموجب7878110101 شركة مساهمة سعودية مقفلة (رقم السجل التجاري 83870-71 ترخيص رقم 77777 الرياض38311 ب. ص+233 77 112-7717 فاكس+233 77 112-7777 اإلدارة العامة هاتف المملكة العربية السعودية
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
1
Contents Investment Fund Information .......................................................................................................................... 3
Fund Manager’s Commentary ........................................................................................................................ 5
Fund Performance .......................................................................................................................................... 7
Fund Expenses .............................................................................................................................................. 8
Disclosures ..................................................................................................................................................... 9
Annex A: Custodian Statement ..................................................................................................................... 16
Annex B: Auditor Statement and Financial Statements ................................................................................. 18
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
2
Investment Fund Information
Fund Name Jadwa Arab Markets Equity Fund
Benchmark S&P Pan Arab Shariah Index (TR)
Inception Date June 30, 2007G
Investment Objective and Policies To provide long-term capital growth by investing in Arabian equity markets, in accordance with Shariah investment guidelines of the Fund Manager’s Shariah Committee. The Jadwa Arab Markets Equity Fund invests in a diversified portfolio of Shariah-compliant equities listed in various Arabian stock markets. It may also invest up to 25% of its assets in other Shariah- compliant equity funds in the region. The Fund offers investors the ability to benefit from the strong potential growth in the region’s capital markets by providing access to a wide range of equity investments. The Fund Manager aims to achieve long-term capital growth with effective management, and a multi-strategy approach. The Fund portfolio is constructed utilizing a bottom-up approach to identify securities that are expected to generate longterm capital appreciation. The Fund Manager utilizes a combination of proprietary company research and third-party research to regularly assess market conditions and the individual securities in order to efficiently manage the Fund. The Fund shall invest not less than 50% of its net assets in equity securities listed on the Arabian stock markets and approved by the Fund’s Shariah committee. During periods of perceived weak performance of equity markets, the Fund Manager may shift up to 50% of the Fund’s assets to short-term Murabaha placements. The Fund shall not invest more than 10% of its net assets in securities of any one issuer. However, where a listed company’s market value exceeds 10% of total market capitalization of the investable universe of all Shariah-compliant listed companies, the Fund Manager is permitted to hold such company’s shares up to the actual higher percentage. The investable universe of Shariah-compliant listed companies shall be reviewed and updated quarterly
Distribution of Income and Gain Policy Dividends and/or income are reinvested in the Fund and not paid out or distributed to investors.
Fund Manager Jadwa Investment A Saudi Closed Joint Stock Company (registration no. 1010228782, Licensed by Capital Market Authority under license number 37-6034 Head Office: P.O.Box 60677, Riyadh 11555, Saudi Arabia. Phone +966 11 279-1111 Fax +966 11 279-1571 Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
3
Fund Custodian Jadwa Investment A Saudi Closed Joint Stock Company (registration no. 1010228782, Licensed by Capital Market Authority under license number 37-6034 Head Office: P.O.Box 60677, Riyadh 11555, Saudi Arabia. Phone +966 11 279-1111 Fax +966 11 279-1571 The custodian is responsible for taking custody and protecting fund assets on behalf of all unitholders and for taking all required administrative measures in regards to the custody of the fund’s assets.
Fund Auditor KPMG Al Fozan PO BOX 92876 Al Riyadh 11663 Kingdom of Saudi Arabia
Net Asset Value per Unit (SAR) As of December st 31
Net Asset Value (SAR) Ending
Highest
Lowest
Number of Units
Expense Ratio (%)
2015
19,455,388.04
233.4439
284.6288
222.4597
83,340.7365
2.34
2016
17,450,020.25
247.5618
247.8568
197.8908
70,487.5364
2.38
2017
17,000,885.56
240.9841
257.5938
230.8149
70,547.7478
2.49
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
4
Fund Manager’s Commentary During the year 2017, global markets resumed their upward trajectory as risk assets gained steam. Equity market indices, namely MSCI Developed World Index, MSCI Emerging Markets Index, MSCI All Country World Index, closed the year at or near record highs. As global investors remained upbeat about global economic growth, EIA continued to revise oil demand estimates during the year. Expectation of rising demand and increasing financing costs for shale producers skewed investor sentiments in favor of oil, which closed the year near its 2017 highs. December marked the close of another challenging year for Saudi stock market. In the first half of the year, despite weakness in oil prices (that slipped 15%), Saudi stock market remained strong and traded in a very tight range of around 500 points. However, the market sharply corrected and slipped to lows of the year driven by investor disappointment and concerns over announcement by FTSE regarding delay in reclassification of Saudi Arabia as a Secondary Emerging Market. Towards year end, the market pick up strength again on the back of expectations of an expansionary budget and positive steps taken by CMA and Tadawul to enable inclusion of Saudi Arabia into emerging market equity indices in subsequent review meetings. Egypt posted one of the strongest performance during the year, with EGX100 index rallying over 80% during 2017. Expectations of relatively low inflation and the subsequent cuts in the country’s benchmark lending rates, largely stable currency and the corporate sector’s ability to maintain/improve profit margins (by controlling as well as passing on higher production costs) played a key role in improving investor sentiment towards the market. Though the stock market in Kuwait eased off slightly subsequent to the sharp rally witnessed in January 2017, it remained strong due to investor excitement towards country’s inclusion in emerging market indices. Despite growing expectations of increase in Qatar’s weight in emerging market indices, the market failed to find reasonable support . Political rift between the country and other GCC nations resulted in the country’s stock market witnessing significant selling pressure from international as well as regional investors, with its broad market index falling over 18% during the year. During 2017, Jadwa Arab Market Equity Fund had a -2.66% cumulative return for 12 months ended 31 December, 2017 taking the Fund’s total annualized return since inception (on 30 June 2007) to 8.73%. In comparison, the Fund’s benchmark achieved a total return of 3.70% for the 12 month period ended 31 December, 2017. The benchmark’s total annualized return since the Fund’s inception reached 1.39%.
For more details on performance please refer to the Fund Performance section.
Turnover
2017 Fund
42.80%
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
5
Equity Allocation
% of Net Assets 31-Dec-2016
% of Net Assets 31-Dec-2017
Equity
97.33%
Equity
99.42%
Net Cash
2.67%
Net Cash
0.58%
Total
100.00%
Total
100.00%
Sector
% of Net Assets 31-Dec-2016
Sector
% of Net Assets 31-Dec-2017
Materials
18.73%
Materials
24.55%
Banks
14.74%
Banks
16.18%
Food & Beverages
11.91%
Transportation
12.26%
Top 3 Sector Allocations
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
6
Fund Performance
1-Year
3-Year
5-Year
Since Inception
Fund
-2.66%
5.41%
62.45%
140.98%
Benchmark
3.70%
-1.99%
21.23%
15.61%
Fund
Benchmark
2007*
40.70%
36.67%
2008
-40.49%
-52.42%
2009
29.78%
23.90%
2010
19.53%
14.82%
2011
-2.88%
-5.46%
2012
17.60%
9.04%
2013
42.76%
26.58%
2014
7.95%
-2.28%
2015
2.11%
-14.70%
2016
6.05%
10.80%
2017
-2.66%
3.70%
*from Inception June 30, 2007
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
7
Fund Expenses
Expenses for 2017 (SAR) Management Fees
340,518.93
Fund Board
15,000.00
Auditing Fees
17,479.34
Custodian's Fees
20,956.04
Legal Expenses
-
Cost of Sharia-compliant finance (when required)
-
Registration / Fees of Unit Processing
-
Other expenses
40,133.29
Total
434,087.60
Total Expense Ratio
2.49%
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
8
Disclosures Material Changes No material changes in 2017.
For additional information please refer to the Terms & Conditions available on www.jadwa.com
Kindly refer to Annex A & B for custodian and auditor statements regarding the Fund.
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
9
Exercise of Voting Rights
Issuers Name
Abdulmohsen AlHokair Group.
Aldrees Petroleum and Transport Services Co..
Date of General Assembly
30-Jan-2017
Subject of vote
Decision
Vote on the amendment of the Articles of Association of the company in accordance with the new corporate system and form (4) Issued by the Ministerial Resolution number 18379 Date 1/6/1437H (according to the attached).
For
Vote on the amendment of Article (3) of the Articles of Association of the Company relating to the purposes of the company.
For
Vote on the amendment of Article (4) of the Articles of Association of the Company concerning participation and ownership in companies.
For
Vote on the amendment of Article (21) of the Articles of Association of the company relating to the authority of the Board of Directors.
For
Vote on the amendment of Article (23) of the Articles of Association of the company and related to the power of the President, Vice President , Managing Director, and Secretary.
For
Vote on the Board of Directors' mandate to purchase the shares of the Company with a value not exceeding SR 5 million for the purpose of establishing a employees stock option program
Vote on the amendment of the Articles of Association of the Company in accordance with the Companies Regulations (as per Annex). Vote on the composition of the Audit Committee and its
12-Mar-2017
For
For
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
10
functions and work controls and rewards of its members to complete the current session, which ends on 21-12-2017
vote on the recommendation of the Board of Directors to increase the Company's capital by granting bonus shares
For
Vote on the amendment of Article (7) of the Articles of Association of the Company in accordance with the increase in capital.
For
Voting on the report of the External Auditor for the financial year ended 31/12/2016.
For
Vote on the balance sheet and profit and loss account for the fiscal year ended 31/12/2016.
For
Vote on the report of the Board of Directors for the financial year ended 31/12/2016.
For
Voting on the recommendation of the Board of Directors on the distribution of dividends of (1) riyals per share
For
Vote on the payment of remuneration to the members of the Board of Directors amount of (1.4) million riyals (200) thousand riyals per member for the fiscal year 2016.
Vote on the discharge of the Chairman and members of the Board of Directors in relation to their management of the company's work for the year ended 31/12/2016.
Voting on the selection of external auditors from among the candidates by the Audit Committee to review the financial statements of the company for the year 2017
For
For
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
11
AlRajhi Bank
vote on the contracts and works that have been made between the company and companies owned by some of the members of the Board of Directors as related parties and the license for such works and contracts until the end of the financial year ending on 31-122017
For
Vote on the financial statements for the financial year ended 31 December 2016.
For
Vote on the report of the bank's auditors for the financial year ended 31 December 2016.
For
Vote on the discharge of the members of the Board of Directors for the year ended 31 December 2016.
The Board of Directors' recommendation to distribute cash dividends to shareholders for the second half of the fiscal year ended 31 December 2016 amounting to SAR 2,438 million, equivalent to SAR 1.5 per share representing
For
Vote on the Board of Directors' mandate to distribute interim profits to shareholders of the Bank semi-annually or quarterly.
For
Voting on the selection of auditors from among the candidates in accordance with the recommendation of the Audit Committee and the commitment to review the bank's financial statements for the year 2017
For
Vote on the amount of
For
19-Mar-2017
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
12
(4,401,000) As rewards and compensations to members of the Board of Directors for their membership and management of the Board of Directors of the Bank for the period from 1 January 2016 to 31 December 2016
Vote on the work and contracts that will be for the bank, which the members of the Board of Directors have an interest either directly or indirectly and license for the next year.
Vote on the policy of rewards and compensations of members of the Board of Directors and its committees and the Audit and Compliance Committee
vote on the formation of the Audit and Compliance Committee and approve its work rules, which include the rules of selection of its members, its functions, its work rules and the rewards of its members for the new session from the date of the Assembly 19 March 2017 to 13 November 2017. The election of a new Board of Directors for a period of three years starting from 22/12/2017
Aldrees Petroleum and Transport Services Co..
03-Dec-2017
The composition of the Audit Committee, its functions, its guidelines, and the compensation of its members for the new Board round which begins on 22/12/2017 for a period of three years and the approval of the appointment of the following 4 members
Updates made to the
For
For
For
For
For
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
13
company's corporate governance principles and policies, including the policies of the Board of Directors, its remuneration, its committees, and the Audit Committee's list of regulations.
Saudi Arabian Fertilizer Company (SAFCO)
Vote on Board of Directors policies.
Vote on updating the list of the Nominations and Remuneration Committee.
Vote on the company’s social responsibility programmer.
26-Dec-2017
For
For
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
14
Fund Board Meeting rd
Jadwa Head Office, Riyadh, 03 December 2017 Discussion Topics th
Approval of minutes for previous meeting held on 17 August 2017
Compliance officer’s review of funds’ compliance with laws and regulations.
MLRO’s report on anti-money laundering activities
Compliance infirmed the fund board that update on fund T&Cs submitted to CMA.
Economic and Market Outlook
2017 YTD performance review of the fund
Review of Jadwa Funds with less than SAR 10 million AUMs for period of 6 month.
Date of next Fund board meeting held in April 2018.
th
Jadwa Head Office, Riyadh, 17 August 2017 Discussion Topics
Approval of Minutes of Meeting held on 18 December 2016.
Compliance officer’s review of funds’ compliance with laws and regulations.
MLRO’s report on anti-money laundering activities.
Economic and Market Outlook.
2016 and 2017 YTD performance review of the fund.
Update on revision of funds’ terms and condition.
Interim unaudited funds’ financial statements have been prepared and reviewed.
Present of Jadwa funds’ voting rights policy.
Date of next Fund board meeting held in December 2017.
Additional Information to Unitholders Please refer to the Fund’s Terms & Conditions.
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
15
Annex A: Custodian Statement
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
16
Annex B: Auditor Statement and Financial Statements
. Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
18
Disclaimer: Jadwa Investment or its directors, staff, or affiliates makes no warranty, representation or undertaking whether expressed or implied, nor does it assume any legal liability, whether direct or indirect, or responsibility for the accuracy, completeness, or usefulness of any information that is contained in this material. It is not the intention of this material to be used or deemed as an advice, option or for any action that may take place in future. Unless otherwise stated, all information contained in this material shall not be reproduced, in whole or in part, without the specific written permission of Jadwa Investment. The content of this document is for information purposes only. Jadwa Investment does not hold itself out as providing legal, financial or other advice via this document. Investments in Jadwa's products are governed by their Terms and Conditions. Some products are exposed to foreign currencies and changes in currency exchange rates may have an adverse effect on the value and price. The product's value is subject to fluctuations and the investor may not receive the full amount that is originally invested. The information provided in this document may be changed at any time without prior notice. Past performance is not indicative of future returns. Jadwa Investment is authorized and regulated by the Capital Market Authority of Saudi Arabia.
A Saudi Closed Joint Stock Company (registration no. 1010228782, Licensed by the Capital Market Authority under the license number 37-6034 Head Office: Phone +966 11 279-1111 Fax +966 11 279-1571 P.O.Box 60677, Riyadh 11555, Saudi Arabia
) مرخصة من قبل هيئة السوق المالية بموجب7878110101 شركة مساهمة سعودية مقفلة (رقم السجل التجاري 83870-71 ترخيص رقم 77777 الرياض38311 ب. ص+233 77 112-7717 فاكس+233 77 112-7777 اإلدارة العامة هاتف المملكة العربية السعودية
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
1
Contents Investment Fund Information .......................................................................................................................... 3
Fund Manager’s Commentary ........................................................................................................................ 5
Fund Performance .......................................................................................................................................... 7
Fund Expenses .............................................................................................................................................. 8
Disclosures ..................................................................................................................................................... 9
Annex A: Custodian Statement ..................................................................................................................... 16
Annex B: Auditor Statement and Financial Statements ................................................................................. 18
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
2
Investment Fund Information
Fund Name Jadwa Arab Markets Equity Fund
Benchmark S&P Pan Arab Shariah Index (TR)
Inception Date June 30, 2007G
Investment Objective and Policies To provide long-term capital growth by investing in Arabian equity markets, in accordance with Shariah investment guidelines of the Fund Manager’s Shariah Committee. The Jadwa Arab Markets Equity Fund invests in a diversified portfolio of Shariah-compliant equities listed in various Arabian stock markets. It may also invest up to 25% of its assets in other Shariah- compliant equity funds in the region. The Fund offers investors the ability to benefit from the strong potential growth in the region’s capital markets by providing access to a wide range of equity investments. The Fund Manager aims to achieve long-term capital growth with effective management, and a multi-strategy approach. The Fund portfolio is constructed utilizing a bottom-up approach to identify securities that are expected to generate longterm capital appreciation. The Fund Manager utilizes a combination of proprietary company research and third-party research to regularly assess market conditions and the individual securities in order to efficiently manage the Fund. The Fund shall invest not less than 50% of its net assets in equity securities listed on the Arabian stock markets and approved by the Fund’s Shariah committee. During periods of perceived weak performance of equity markets, the Fund Manager may shift up to 50% of the Fund’s assets to short-term Murabaha placements. The Fund shall not invest more than 10% of its net assets in securities of any one issuer. However, where a listed company’s market value exceeds 10% of total market capitalization of the investable universe of all Shariah-compliant listed companies, the Fund Manager is permitted to hold such company’s shares up to the actual higher percentage. The investable universe of Shariah-compliant listed companies shall be reviewed and updated quarterly
Distribution of Income and Gain Policy Dividends and/or income are reinvested in the Fund and not paid out or distributed to investors.
Fund Manager Jadwa Investment A Saudi Closed Joint Stock Company (registration no. 1010228782, Licensed by Capital Market Authority under license number 37-6034 Head Office: P.O.Box 60677, Riyadh 11555, Saudi Arabia. Phone +966 11 279-1111 Fax +966 11 279-1571 Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
3
Fund Custodian Jadwa Investment A Saudi Closed Joint Stock Company (registration no. 1010228782, Licensed by Capital Market Authority under license number 37-6034 Head Office: P.O.Box 60677, Riyadh 11555, Saudi Arabia. Phone +966 11 279-1111 Fax +966 11 279-1571 The custodian is responsible for taking custody and protecting fund assets on behalf of all unitholders and for taking all required administrative measures in regards to the custody of the fund’s assets.
Fund Auditor KPMG Al Fozan PO BOX 92876 Al Riyadh 11663 Kingdom of Saudi Arabia
Net Asset Value per Unit (SAR) As of December st 31
Net Asset Value (SAR) Ending
Highest
Lowest
Number of Units
Expense Ratio (%)
2015
19,455,388.04
233.4439
284.6288
222.4597
83,340.7365
2.34
2016
17,450,020.25
247.5618
247.8568
197.8908
70,487.5364
2.38
2017
17,000,885.56
240.9841
257.5938
230.8149
70,547.7478
2.49
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
4
Fund Manager’s Commentary During the year 2017, global markets resumed their upward trajectory as risk assets gained steam. Equity market indices, namely MSCI Developed World Index, MSCI Emerging Markets Index, MSCI All Country World Index, closed the year at or near record highs. As global investors remained upbeat about global economic growth, EIA continued to revise oil demand estimates during the year. Expectation of rising demand and increasing financing costs for shale producers skewed investor sentiments in favor of oil, which closed the year near its 2017 highs. December marked the close of another challenging year for Saudi stock market. In the first half of the year, despite weakness in oil prices (that slipped 15%), Saudi stock market remained strong and traded in a very tight range of around 500 points. However, the market sharply corrected and slipped to lows of the year driven by investor disappointment and concerns over announcement by FTSE regarding delay in reclassification of Saudi Arabia as a Secondary Emerging Market. Towards year end, the market pick up strength again on the back of expectations of an expansionary budget and positive steps taken by CMA and Tadawul to enable inclusion of Saudi Arabia into emerging market equity indices in subsequent review meetings. Egypt posted one of the strongest performance during the year, with EGX100 index rallying over 80% during 2017. Expectations of relatively low inflation and the subsequent cuts in the country’s benchmark lending rates, largely stable currency and the corporate sector’s ability to maintain/improve profit margins (by controlling as well as passing on higher production costs) played a key role in improving investor sentiment towards the market. Though the stock market in Kuwait eased off slightly subsequent to the sharp rally witnessed in January 2017, it remained strong due to investor excitement towards country’s inclusion in emerging market indices. Despite growing expectations of increase in Qatar’s weight in emerging market indices, the market failed to find reasonable support . Political rift between the country and other GCC nations resulted in the country’s stock market witnessing significant selling pressure from international as well as regional investors, with its broad market index falling over 18% during the year. During 2017, Jadwa Arab Market Equity Fund had a -2.66% cumulative return for 12 months ended 31 December, 2017 taking the Fund’s total annualized return since inception (on 30 June 2007) to 8.73%. In comparison, the Fund’s benchmark achieved a total return of 3.70% for the 12 month period ended 31 December, 2017. The benchmark’s total annualized return since the Fund’s inception reached 1.39%.
For more details on performance please refer to the Fund Performance section.
Turnover
2017 Fund
42.80%
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
5
Equity Allocation
% of Net Assets 31-Dec-2016
% of Net Assets 31-Dec-2017
Equity
97.33%
Equity
99.42%
Net Cash
2.67%
Net Cash
0.58%
Total
100.00%
Total
100.00%
Sector
% of Net Assets 31-Dec-2016
Sector
% of Net Assets 31-Dec-2017
Materials
18.73%
Materials
24.55%
Banks
14.74%
Banks
16.18%
Food & Beverages
11.91%
Transportation
12.26%
Top 3 Sector Allocations
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
6
Fund Performance
1-Year
3-Year
5-Year
Since Inception
Fund
-2.66%
5.41%
62.45%
140.98%
Benchmark
3.70%
-1.99%
21.23%
15.61%
Fund
Benchmark
2007*
40.70%
36.67%
2008
-40.49%
-52.42%
2009
29.78%
23.90%
2010
19.53%
14.82%
2011
-2.88%
-5.46%
2012
17.60%
9.04%
2013
42.76%
26.58%
2014
7.95%
-2.28%
2015
2.11%
-14.70%
2016
6.05%
10.80%
2017
-2.66%
3.70%
*from Inception June 30, 2007
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
7
Fund Expenses
Expenses for 2017 (SAR) Management Fees
340,518.93
Fund Board
15,000.00
Auditing Fees
17,479.34
Custodian's Fees
20,956.04
Legal Expenses
-
Cost of Sharia-compliant finance (when required)
-
Registration / Fees of Unit Processing
-
Other expenses
40,133.29
Total
434,087.60
Total Expense Ratio
2.49%
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
8
Disclosures Material Changes No material changes in 2017.
For additional information please refer to the Terms & Conditions available on www.jadwa.com
Kindly refer to Annex A & B for custodian and auditor statements regarding the Fund.
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
9
Exercise of Voting Rights
Issuers Name
Abdulmohsen AlHokair Group.
Aldrees Petroleum and Transport Services Co..
Date of General Assembly
30-Jan-2017
Subject of vote
Decision
Vote on the amendment of the Articles of Association of the company in accordance with the new corporate system and form (4) Issued by the Ministerial Resolution number 18379 Date 1/6/1437H (according to the attached).
For
Vote on the amendment of Article (3) of the Articles of Association of the Company relating to the purposes of the company.
For
Vote on the amendment of Article (4) of the Articles of Association of the Company concerning participation and ownership in companies.
For
Vote on the amendment of Article (21) of the Articles of Association of the company relating to the authority of the Board of Directors.
For
Vote on the amendment of Article (23) of the Articles of Association of the company and related to the power of the President, Vice President , Managing Director, and Secretary.
For
Vote on the Board of Directors' mandate to purchase the shares of the Company with a value not exceeding SR 5 million for the purpose of establishing a employees stock option program
Vote on the amendment of the Articles of Association of the Company in accordance with the Companies Regulations (as per Annex). Vote on the composition of the Audit Committee and its
12-Mar-2017
For
For
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
10
functions and work controls and rewards of its members to complete the current session, which ends on 21-12-2017
vote on the recommendation of the Board of Directors to increase the Company's capital by granting bonus shares
For
Vote on the amendment of Article (7) of the Articles of Association of the Company in accordance with the increase in capital.
For
Voting on the report of the External Auditor for the financial year ended 31/12/2016.
For
Vote on the balance sheet and profit and loss account for the fiscal year ended 31/12/2016.
For
Vote on the report of the Board of Directors for the financial year ended 31/12/2016.
For
Voting on the recommendation of the Board of Directors on the distribution of dividends of (1) riyals per share
For
Vote on the payment of remuneration to the members of the Board of Directors amount of (1.4) million riyals (200) thousand riyals per member for the fiscal year 2016.
Vote on the discharge of the Chairman and members of the Board of Directors in relation to their management of the company's work for the year ended 31/12/2016.
Voting on the selection of external auditors from among the candidates by the Audit Committee to review the financial statements of the company for the year 2017
For
For
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
11
AlRajhi Bank
vote on the contracts and works that have been made between the company and companies owned by some of the members of the Board of Directors as related parties and the license for such works and contracts until the end of the financial year ending on 31-122017
For
Vote on the financial statements for the financial year ended 31 December 2016.
For
Vote on the report of the bank's auditors for the financial year ended 31 December 2016.
For
Vote on the discharge of the members of the Board of Directors for the year ended 31 December 2016.
The Board of Directors' recommendation to distribute cash dividends to shareholders for the second half of the fiscal year ended 31 December 2016 amounting to SAR 2,438 million, equivalent to SAR 1.5 per share representing
For
Vote on the Board of Directors' mandate to distribute interim profits to shareholders of the Bank semi-annually or quarterly.
For
Voting on the selection of auditors from among the candidates in accordance with the recommendation of the Audit Committee and the commitment to review the bank's financial statements for the year 2017
For
Vote on the amount of
For
19-Mar-2017
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
12
(4,401,000) As rewards and compensations to members of the Board of Directors for their membership and management of the Board of Directors of the Bank for the period from 1 January 2016 to 31 December 2016
Vote on the work and contracts that will be for the bank, which the members of the Board of Directors have an interest either directly or indirectly and license for the next year.
Vote on the policy of rewards and compensations of members of the Board of Directors and its committees and the Audit and Compliance Committee
vote on the formation of the Audit and Compliance Committee and approve its work rules, which include the rules of selection of its members, its functions, its work rules and the rewards of its members for the new session from the date of the Assembly 19 March 2017 to 13 November 2017. The election of a new Board of Directors for a period of three years starting from 22/12/2017
Aldrees Petroleum and Transport Services Co..
03-Dec-2017
The composition of the Audit Committee, its functions, its guidelines, and the compensation of its members for the new Board round which begins on 22/12/2017 for a period of three years and the approval of the appointment of the following 4 members
Updates made to the
For
For
For
For
For
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
13
company's corporate governance principles and policies, including the policies of the Board of Directors, its remuneration, its committees, and the Audit Committee's list of regulations.
Saudi Arabian Fertilizer Company (SAFCO)
Vote on Board of Directors policies.
Vote on updating the list of the Nominations and Remuneration Committee.
Vote on the company’s social responsibility programmer.
26-Dec-2017
For
For
For
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
14
Fund Board Meeting rd
Jadwa Head Office, Riyadh, 03 December 2017 Discussion Topics th
Approval of minutes for previous meeting held on 17 August 2017
Compliance officer’s review of funds’ compliance with laws and regulations.
MLRO’s report on anti-money laundering activities
Compliance infirmed the fund board that update on fund T&Cs submitted to CMA.
Economic and Market Outlook
2017 YTD performance review of the fund
Review of Jadwa Funds with less than SAR 10 million AUMs for period of 6 month.
Date of next Fund board meeting held in April 2018.
th
Jadwa Head Office, Riyadh, 17 August 2017 Discussion Topics
Approval of Minutes of Meeting held on 18 December 2016.
Compliance officer’s review of funds’ compliance with laws and regulations.
MLRO’s report on anti-money laundering activities.
Economic and Market Outlook.
2016 and 2017 YTD performance review of the fund.
Update on revision of funds’ terms and condition.
Interim unaudited funds’ financial statements have been prepared and reviewed.
Present of Jadwa funds’ voting rights policy.
Date of next Fund board meeting held in December 2017.
Additional Information to Unitholders Please refer to the Fund’s Terms & Conditions.
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
15
Annex A: Custodian Statement
Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
16
Annex B: Auditor Statement and Financial Statements
. Jadwa Arab Markets Equity Fund Annual Report is available upon request free of charge and on www.jadwa.com
18
Disclaimer: Jadwa Investment or its directors, staff, or affiliates makes no warranty, representation or undertaking whether expressed or implied, nor does it assume any legal liability, whether direct or indirect, or responsibility for the accuracy, completeness, or usefulness of any information that is contained in this material. It is not the intention of this material to be used or deemed as an advice, option or for any action that may take place in future. Unless otherwise stated, all information contained in this material shall not be reproduced, in whole or in part, without the specific written permission of Jadwa Investment. The content of this document is for information purposes only. Jadwa Investment does not hold itself out as providing legal, financial or other advice via this document. Investments in Jadwa's products are governed by their Terms and Conditions. Some products are exposed to foreign currencies and changes in currency exchange rates may have an adverse effect on the value and price. The product's value is subject to fluctuations and the investor may not receive the full amount that is originally invested. The information provided in this document may be changed at any time without prior notice. Past performance is not indicative of future returns. Jadwa Investment is authorized and regulated by the Capital Market Authority of Saudi Arabia.
