Orascom Inv Regulatory News (OIH)

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

Authorized Capital: EGP 2,885,129,841 billion

Issued Capital: EGP 577,025,968.2 (fully paid)

Number of Issued Shares: 5,245,690,620

Commercial register number: 394061 Cairo

Summary of Board of Directors Resolutions

April 03, 2023

On the 03rd of April 2023 at 2:00 pm, pursuant to the invitation of Eng. Naguib Onsi Sawiris -Executive Chairman, the following matters were discussed, and the following resolutions were taken by the Company's Board of Directors ("BoD"), namely:

- Eng. Naguib Onsi Sawiris, Executive Chairman (via video call);

- Eng. Akil Hamed Beshir, Non-Executive Expert Board Member (independent);

- Eng. Iskandar Shalaby, Non-Executive Board Member (via video call);

- Mr. Hassan Mostafa Abdo - Non-Executive Board Member;

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

- Mr. Oussama Daniel Nassif, Executive Board Member (via video call);

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

- Mrs. Wafaa Shoukry Zaklama, Non-Executive Board Member.

The meeting quorum was accordingly met.

Also, attended the meeting via conference call:

- Mr. Ashraf Abdel Tawab Salman, Non-Executive Expert Board Member (independent); and

- Eng. Iskandar Shalaby, Non-Executive Board Member.

- Ms. Rita Ibrahim Ishak - Secretary of the Board

The Resolutions:

First resolution: The Board unanimously approved the AC report on the standalone and consolidated annual financial statements for the fiscal year ending on 31/12/2022, prepared in accordance with EAS and the Board approved appointing Mr. Mohamed Youssef, partner at KPMG, as Company's auditor for the fiscal year 2023 and determining their annual professional fees, subject to the approval of the General Assembly.

Second resolution: The Board unanimously approved the Board's annual report for the fiscal year ending on 31/12/2022.

Third resolution: The Board unanimously approved the ratification of standalone and consolidated financial statements for the fiscal year ending on 31/12/2022.

Fourth resolution: The Board unanimously approved the Company's governance report for the fiscal year ending on 31/12/2022

Fifth resolution: The Board unanimously approved the Report on Task Force on Climate Financial Disclosure TCFD for the fiscal year ending on 31/12/2022.

Sixth resolution: The Board unanimously approved the Company's Environmental, Social, and Governance (ESG) report for the fiscal year ending on 31/12/2022.

Seventh Resolution: The Board unanimously approved the following two investments 

a) An investment in the Electrical Mobility Sector catering for the 2 and 3 wheelers Electrical vehicles 

b) The establishment of a trading platform to mainly enhance intra-Africa trading and logistics services.

The Board unanimously approved incorporating the necessary companies and ratifying all procedures to incorporate a company in Egypt under the name (O-Trade & Logistics). The Board approved that the management continues the studies regarding the projects in real estate, touristic development, and commerce of all kinds, whether alone or with others, before submitting to the Investment Committee for its recommendations and the board for its approval.

Eighth Resolution: The Board unanimously approved the changes in certain subsidiaries' Board of Directors.

1. Orascom Pyramids Entertainment;

2. Orascom Pyramids for Touristic Establishments;

3. Orascom Telecom Ventures; and

4. OSL for Entertainment Projects.

Ninth Resolution: The Board unanimously approved the decision of the Executive Chairman to invite the shareholders to convene at a date of his choice, and to define the meeting's agenda.

  Head of Investors Relations

Malak El-Meteini