Last checked at 22 Apr 2021 08:24
TRANSLATION FROM ARABIC
Invitation to
The Annual General Meeting
EFG Hermes Holding S.A.E.
Cairo, April 22nd, 2021: In light of the precautionary measures taken in Egypt against the Covid-19 pandemic; EFG Hermes has decided to hold its Annual General Meeting through remote participation and voting to ensure the safety of its shareholders, directors and employees, and to facilitate the participation of the company's shareholders inside and outside of Egypt.
The shareholders who wish to attend and vote remotely in the Company's general assembly meeting are kindly requested to submit the following data/documents via the email address generalassembly@efg-hermes.com. : (i) a copy of the personal identification/passport (for natural persons); (ii) mobile number; (iii) an email address, (iv) shares freezing certificates (issued at least three days prior to the meeting date and stating that the shares will be frozen until the Annual General Meeting closes), and (v) a written delegation for attendance and voting (for legal entities). Such submissions will be acceptable starting from the invitation date until two days prior to the general meeting date. After the authentication of the data/documents submitted, the Company will send the login credentials to each shareholder through the provided email address or via a text message. Legal entities only shall be allowed to delegate a proxy, including their custodian or fund/portfolio managers, to attend and vote on their behalf.
The Chairperson of the Board of Directors of EFG Hermes Holding S.A.E., an Egyptian joint stock company with authorized capital of EGP6 billion (Only EGP Six billion) and issued and paid-in capital of EGP 3,843,091,115 (Only three billion eight hundred forty three million ninety one thousand one hundred fifteen Egyptian Pounds), registered under no. 12665 at 6th October Commercial Registry of Giza, and headquartered at Building No. B129, Phase 3, Smart Village, KM 28, Cairo Alexandria Desert Road, Egypt, kindly invites its shareholders to attend the Company's Annual General Meeting in the Company's headquarters through remote participation and voting, at 2:30 PM CLT on 20th May 2021, in order to consider the following items on the agenda:
1. Approve the Board of Directors report on the Company's activities for the fiscal year ended 31/12/2020;
2. Approve the auditor's report on the financial statements for the fiscal year ended 31/12/2020;
3. Ratify the financial statements for the fiscal year ended 31/12/2020;
4. Approve the corporate governance report for the fiscal year ended 31/12/2020;
5. Approve the transfer of EGP768,618,225 (Only seven hundred sixty eight million and six hundred eighteen thousand and two hundred twenty five Egyptian pounds) from the retained earnings account as at 31/12/2020 to the capital increase account, to distribute (1) bonus share for every (5) shares held by each shareholder;
6. Approve the appropriations account for the fiscal year ended 31/12/2020;
7. Amending Articles (6) and (7) of the Company's Statutes in light of the proposed bonus shares distribution;
8. Discharge the Chairperson and Members of the Board from all liabilities with regard to the Company's activities during the fiscal year 2020;
9. Approve non-executive Board members' remunerations for the fiscal year 2020, and approve the Board of Directors' remunerations, attendance and travel allowances for the fiscal year 2021;
10. Approve the re-appointment of the Company's auditors for the fiscal year 2021 and delegate the Board of Directors to determine their fees;
11. Ratify all donations during 2020 and authorize the Board of Directors to approve donations in excess of EGP1 thousand during the fiscal year 2021.
In this respect, please note the following:
First: Each Juridical shareholder (legal entity) has the right to delegate a representative for the purpose of attendance and voting on its behalf. For such a delegation to be valid, it must be in a written proxy, and sent along with the above stated documents through email.
Second: It is required to submit any questions related to the agenda items through the e-voting platform or by registered mail at least three days prior to the date of the general meeting. Discussions in the general meeting shall be limited to the issues listed on the agenda.
Third: Resolutions of the Ordinary General Assembly shall be issued by absolute majority of the shares represented in the meeting.
Fourth: This meeting shall be considered valid upon the attendance or representation of at least 25% of the Company's total outstanding shares. In the event the legal quorum is not satisfied, a second meeting will be convened on the following day at the same time through the remote participation and voting mechanism and will be valid irrespective of the percentage of shares represented thereat.
Fifth: General assembly documents/reports and remote voting will be available on the e-voting platform five days prior to the date of the general meeting.
Sixth: Natural persons who will not be able to attend and vote through the e-voting platform could review the documents/reports and vote in writing through voting cards available on the Company's website (www.efghermes.com). Voting cards must be signed by the shareholder and received by registered mail or placed in the designated mailbox at the main entrance of the Company's headquarters, at least one hour before the Ordinary General Assembly convenes, along with: (i) a copy of the personal identification card/passport; (ii) shares freezing certificate (issued three days prior to the meeting date and including that the shares will be frozen until the closing of the General Assembly), (iii) and a mobile number. Such shareholders wishing to listen to discussions of the meeting may do so through a landline telephone using the login details provided by the Company via text message.
Looking forward for your participation in the upcoming Annual General Meeting
Mona Zulficar
Chairperson of the Board of Directors