Last checked at 1 Jun 2021 07:00
TRANSLATION FROM ARABIC
Summary of Resolutions for the Extraordinary General Meeting
EFG Hermes Holding S.A.E.
held on May 30th, 2021
1. In light of the disclosure statement prepared in accordance with article (50) of EGX Listing rules and article (61) of its executive regulations, which was published on EGX screens on 21/4/2021; and in light of the Company's Board of Directors' proposal of an Employee Stock Ownership Plan (ESOP) contemplated to be applicable to employees, managers and executive board members, and the share award contract template published on the Company's website and the online voting platform; the EGM approved, by 92.7% of the shares represented in the meeting, the Company's Board of Directors' proposed ESOP and the share award contract template for the Holding company and its subsidiaries, in compliance with the introduced amendments to the executive regulations of the Joint Stock Companies - Partnerships Limited by Shares and Limited Liabilities Companies Law number 159 for the year 1981. The tenure of the ESOP is 5 years, starting 1st January 2021; with a 3 years restriction on the shares, starting from the commencement of the program. Moreover, the EGM approved the delegation of the Company's Chairperson to introduce any changes required by the Financial Regulatory Authority "FRA" on the ESOP program and the share award contract template, and to take all legal procedures to obtain the FRA approval on the program. The EGM also gave the right to the Chairperson to delegate others in this regard. Additionally, the EGM gave the General Assembly the power to cancel or amend the ESOP program without affecting the beneficiaries' rights. The EGM approved the delegation of the company's Board to take necessary actions to issue ESOP shares and to amend Articles 6 & 7 of the Company's Statutes accordingly.
2. The EGM approved amending the following articles of the Statutes of the Company:
- Article (10), (16), (40), and (49) to remove all references to bearer shares and holders of such shares, in compliance with Law 17 for the year 2018, cancelling and disallowing bearer shares;
- Article (37) to change the place for holding the Company's general assembly meetings to be in Cairo and Giza governorates, and to remove the reference to the holders of bearer shares;
- Article (19) to state that the Board of Directors shall be constituted in accordance with EGX Listing Rules and the FRA Corporate Governance regulations, as amended from time to another, and delegating the Board's Nomination Committee to set the criteria for the board nominations.
For further information:
Investor Relations Department
Email: investor-relations@efg-hermes.com
Tel: +20 (0)2 35356710
Fax: +20 (0)2 3535 7017
Head of Investor Relations - Hanzada Nessim
Email: hnessim@efg-hermes.com
Tel: +20 (0)2 35356502
Fax: +20(0)2 3535 7017