Last checked at 23 Mar 2010 08:46
TRANSLATION
Invitation to the Ordinary General Meeting
EFG-Herms Holding S.A.E
The Chairperson of EFG-Hermes Holding S.A.E., an Egyptian joint stock Company with authorized capital of EGP 3.2 billion (EGP three billion and two hundred million) and issued capital of EGP 1.91357 billion (EGP one billion nine hundred thirteen million five hundred and seventy thousand), registered under no. 64214 at Giza Commercial Registry, kindly invites the shareholders of the Company to attend its Ordinary General Meeting , at 9 am on Sunday April 11, 2010 in the Ramsis Ballroom at the Sofitel Sphinx Hotel, Giza, Giza, to discuss the following items of the agenda:
1. Ratification of the Board of Directors' report for the fiscal year ending 31/12/2009;
2. Ratification of the auditor's (KPMG - Hazem Hassan) report on the Financial Statements for the fiscal year ending 31/12/2009;
3. Ratification of the Financial Statements for the fiscal year ending 31/12/2009;
4. Approval of the appropriations account for the fiscal year ending 31/12/2009;
5. Approval of the release of the Board of Directors' from liability for management for the fiscal year ended December 31, 2009;
6. Approval of the Board of Directors' remuneration and allowances for the fiscal year 2010;
7. Approval of the re-appointment of the auditors (KPMG - Hazem Hassan) for the fiscal year 2010 and determining their fees;
8. Approval of the donations made in 2009 and authorization to the Board of Directors to make donations in excess of EGP 1,000 during the fiscal year 2010.
In this respect, please note the following:
First: Each shareholder has the right to attend the General Meeting either in person, or by delegating another shareholder who is not a board member. Delegation, to be valid, must be stated in a written proxy, and no shareholder, except for juridical persons, shall be entitled to represent, by proxy, a number of votes exceeding 10% of the total shares of the Company's capital and not to exceed 20% of the shares represented in the meeting.
Second: Shareholders who wish to attend the General Meeting must submit a statement of their shares deposited with a custodian , confirming that the balance of shares deposited have been temporarily blocked for purpose of attending the meeting.
Third: Any questions regarding the issues reviewed by the Ordinary General Meeting must be submitted in writing to Company's Management at the Head Office, either by registered mail or by hand delivery against receipt, at least three days prior to date of the General Meeting. Discussion in the General Meeting shall be limited to the issues contained in the agenda.
Fourth: Resolutions of the Ordinary General Meeting shall be issued by absolute majority of shares represented in the meeting.
Fifth: In case the quorum for holding an ordinary general meeting as set out in the Company's Statutes is not reached, the meeting will be held at 9:30am at the same venue.
Sixth: Attendance of the meeting is restricted to shareholders with no accompanying guests. We would like to ask the shareholders to arrive half an hour before the designated meeting time to allow for registration of attendance.
Mona Zulficar
Chairperson of the Board of Directors
TRANSLATION
Invitation to the Extraordinary General Meeting
EFG-Herms Holding S.A.E
The Chairperson of EFG-Hermes Holding S.A.E., an Egyptian joint stock Company with authorized capital of EGP 3.2 billion (EGP three billion and two hundred million) and issued capital of EGP 1.91357 billion (EGP one billion nine hundred thirteen million five hundred and seventy thousand), registered under no. 64214 at Giza Commercial Registry, kindly invites the shareholders of the Company to attend the Extraordinary General Meeting , at 10 am on Sunday April 11, 2010 in the Ramsis Ballroom at the Sofitel Sphinx Hotel, Giza, to discuss the following items of the agenda:
1. Approval on moving the Company's head office to the Smart Village and amending Article 4 of the Company's Statutes accordingly;
2. Consider amending Article 19 of the Company's Statutes to increase the maximum number of Directors from 11 to 13 including at least two expert members;
3. Consider having the flexibility to hold the ordinary and/or extraordinary general meetings in either the Governorate of Sixth of October or the Giza Governorate and amending Article 37 of the Company's Statutes accordingly;
4. Consider amending Article 55 of the Company's Statutes to allow for the distribution of interim dividends during the fiscal year after ratification by the ordinary general assembly of the quarterly financial statements.
In this respect, please note the following:
First: Each shareholder has the right to attend the General Meeting either in person, or by delegating another shareholder who is not a board member. Delegation, to be valid, must be stated in a written proxy, and no shareholder, except for juridical persons, shall be entitled to represent, by proxy, a number of votes exceeding 10% of the total shares of the Company's capital and not to exceed 20% of the shares represented in the meeting.
Second: Shareholders who wish to attend the General Meeting must submit a statement of their shares deposited with a custodian , confirming that the balance of shares deposited have been temporarily blocked for purpose of attending the meeting.
Third: Any questions regarding the issues reviewed by the Extraordinary General Meeting must be submitted in writing to Company's Management at the Head Office, either by registered mail or by hand delivery against receipt, at least three days prior to date of the General Meeting. Discussion in the General Meeting shall be limited to the issues contained in the agenda.
Fourth: Resolutions of the Extraordinary General Meeting shall be issued by two thirds of the shares present or represented in the meeting as per Article 47 of the Company's Statutes.
Fifth: In case the quorum for holding an extraordinary general meeting as set out in the Company's Statutes is not reached, the meeting will be held at 10:30am at the same venue.
Sixth: Attendance of the meeting is restricted to shareholders with no accompanying guests. We would like to ask the shareholders to arrive half an hour before the designated meeting time to allow for registration of attendance.
Mona Zulficar
Chairperson of the Board of Directors