Efg-hold.gdr S Regulatory News (EFGD)

4 Sep 2006 07:00

EFG-Hermes Holdings SAE03 September 2006 Decisions of the Extraordinary General Assembly EFG-Hermes Extraordinary General Assembly has accepted Abraaj Capital's offer and has resolved the following: 1. Approved the suggestion to decrease the Company's issued capital by432,040 shares being the treasury shares acquired more than a calendar year ago;issued capital to become 290,789,990 shares instead of 291,222,030 shares 2. Approved to forgo the rights of first refusal by the existingshareholders as set in the Company's bylaws with respect to the capital increasein favour of ABRAAJ Capital Limited and/or or its subsidiaries but no others 3. Ratified the Board of Directors' decision to increase the Company'sissued capital from EGP 1,453,949,950 to EGP 1,939,320,000 through the issuanceof 97,074,010 ordinary shares with a with the fair value of EGP30 per share, allof which are to be paid in cash and allocated exclusively to ABRAAJ CapitalLimited and/or its subsidiaries 4. Ratified the fair value per share of EGP 30 being calculated as theaverage share price trading on the stock exchange during the period from21/5/2006 to 20/7/2006 using the guidelines of Article 33 as set out in thelisting and delisting rules and the Capital Markets Authority's decision duringits meeting number 4 of 2006 and as approved by the Company's Auditor in thecertificate dated 29/7/2006 5. Approved amending Articles 6 and 7 of the Company's bylaws relating tothe capital increase and Article 19 of the Company's bylaws to cancel thestipulation on guarantee shares for Board membership in line with Law 94 of 2005amending Law 159 of 1981 6. Delegating either of the Chief Executive Officers to sign all therequired documents pertaining to the deal, the capital increase and changing theCompany's bylaws accordingly as well as undertake all the required procedures This information is provided by RNS The company news service from the London Stock Exchange