OIH BOD Summary

Orascom Investment Holding S.A.E

15 August 2023

 

Orascom Investment Holding S.A.E.

Established pursuant to the provisions of Law 95/1992

Head Office: Nile City Towers, South Tower,

2005 A corniche El Nile, Ramlet Beaulac, 11221, Cairo, Egypt

Commercial register number: 394061 Cairo

Summary of Board of Directors Resolutions by Circulation

14 August 2023

On August 14, 2023, upon the invitation of the Chairman, Eng. Naguib Onsi Sawiris, the following resolutions were taken by circulation by all members of the Board, as per the Company's AoA:

-     Eng. Naguib Onsi Sawiris, Chairman;

-     Mr. Marwan Hussein Mohamed, OTMT Acquisition S.à r.l representative, Managing Director;

-     Eng. Akil Beshir, Non-Executive Expert Board Member;

-     Mr. Hassan Mostafa Abdoو OTMT Acquisition S.à r.l representative, Non-Executive Board Member;

-     Mr. Ashraf Abdel Tawab Salman, Non-Executive Expert Board Member;

-     Mr. Mohamed Hamdan Ashmawy, Non-Executive Expert Board Member (independent); and

-     Mrs. Wafaa Shoukry Zaklama, Board Member;

-     Mrs. Manal Abdel Hamid; Board Member

Mr. Oussama Daniel Nassif was appointed Secretary of the Board.

The Resolutions:

1.   To ratify the Audit Committee's report on the standalone financial statements for the fiscal period ending on 30/06/2023.

2.   To approve the Board's report on Company's activities for the fiscal period ending on 30/06/2023.

3.   To ratify the Auditor's report on the standalone financial statements for the fiscal period ending on 30/06/2023.

4.   To ratify the standalone financial statements for the fiscal period ending on 30/06/2023.

5.   To incorporate a subsidiary with the business activity of Commercial Enterprises & Management under the name of Nubay FZCO, with a paid-up capital of AED 500,000 (AED 1,000 per share), with OIH share to be 285,000, representing 57% of the capital, and to appoint Mr. Marwan Hussein as manager, and delegate Mr. Oussama Nassif to take all necessary actions to implement the Board resolution.

6.   To appoint Mrs. Mona Salah Zulficar and Mr. Elija Tharwat Thabet Bassily, as independent board members, in compliance with EGX Listing Committee's decision on 07/06/2023.

7.   To amend the composition of the Audit Committee ("AC") and delegate the AC to carry out the responsibility of the Governance & Risk Committees, to be as follows:

a.   Mr. Mohamed Hamdan Ashmawy, Chairman;

b.   Mr. Ashraf Abdel Tawab Salman, member; and

c.   Mrs. Wafaa Shoukry Zaklama, member.

Head of Investors Relations

Malak El-Meteini

 

END