Last checked at 25 Mar 2015 08:39
Telecom Egypt
An Egyptian Joint Stock Company
RESOLUTIONS OF THE ORDINARY GENERAL MEETING
CONVENED ON WEDNESDAY, 25TH OF MARCH 2015 AT 8:00 AM
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Resolution No. 1
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by unanimous vote of the Shareholders present and represented in the Meeting, approved the Board of Directors' Report regarding the Company's activities during the Financial Year ended on December 31st, 2014.
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Resolution No. 2
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by unanimous vote of the Shareholders present and represented in the Meeting, approved the Auditors' Report on the Company's Financial Statements for the Financial Year ended on December 31st, 2014.
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Resolution No. 3
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by unanimous vote of the Shareholders present and represented in the Meeting, approved the Company's Financial Statements for the Financial Year ended on December 31st, 2014.
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Resolution No. 4
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by majority vote of the Shareholders present and represented in the Meeting, approved the renewal of the appointment of Hazem Hassan KPMG as the Auditor of the Company for the Financial Year ending on 31st December 2015 and increased its fees as follows:
- Auditing the independent financial statements for the Financial Year 266 805 (two hundred sixty-six thousand, eight hundred five) Egyptian Pounds.
- Other auditing fees 1060 510 (one million, sixty thousand, five hundred ten) Egyptian Pounds.
-Taxes 417 500 (four hundred seventeen thousand, five hundred) Egyptian Pounds.
-Total amount of L.E. 1 744 815 (one million, seven hundred & forty four thousand, eight hundred fifteen) Egyptian Pounds.
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Resolution No. 5
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by unanimous vote of the Shareholders present and represented in the Meeting, approved the discharge of the current Chairman and members of the Board of Directors of Telecom Egypt from liability in connection with their activities in the Company during the Financial Year ended on December 31st, 2014.
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Resolution No. 6
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by majority vote of the Shareholders present and represented in the Meeting, approved the changes made to the composition of the Board of Directors of the Company, during the Financial Year ended on December 31st, 2014 as follows:
- The employment term of Mr. Mohamed Helmy Mohamed Dorra, the employees' representative on the Board of Directors of the Company, ended due to him having reached the legal age for retirement as of 14th June 2014.
- The nomination of Mr. Mohamed Abdel Latif to act as the employees' representative on the Board of Directors of the Company as of 6th July 2014, in lieu of Mr. Mohamed Helmy Mohamed Dorra.
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Resolution No. 7
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by majority vote of the Shareholders present and represented in the Meeting, approved the donations made during the Financial Year 2014 amounting to L.E. 32 905 251 (Thirty two million, nine hundred and five thousand, two hundred and fifty one) Egyptian Pounds, and authorizing the Board of Directors to make donations during the Financial Year 2015 within the limit of 50 million Egyptian Pounds, for donations approved by the Board of Directors during 2014 and for donations during 2015.
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Resolution No. 8
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by unanimous vote of the Shareholders present and represented in the Meeting, approved keeping the attendance and transportation allowances of the Members of the Board of Directors of Telecom Egypt for the financial year on 31st December 2015, as follows:
- An attendance allowance of L.E. 1.000 (one thousand) Egyptian Pounds for each member; and
- A transportation allowance of L.E 4.000 (Four thousand) Egyptian Pounds for each member.
Also approved an attendance allowance for each (Key or auxiliary) Board member for the committees formed from amongst the Board members to be L.E 2.000 (Two thousand) Egyptian Pounds.
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Resolution No. 9
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by unanimous vote of the Shareholders present and represented in the Meeting, approved authorizing the Board of Directors in advance to execute and approve compensatory contracts with the Company's shareholders, Board members, or any of their respective affiliates (Shareholders - Board members), taking into consideration the commitment of the member of the Board of Directors concerned with the contract or the shareholder representative concerned with the contract to not participate in the vote on the resolutions of the Board with regard to that matter.
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Resolution No. 10
The Ordinary General Assembly of Telecom Egypt held on Monday, 8th September 2014 approved Interim Dividends under the account of profits for the Financial Year 2014 per share 0.05 US Dollars as follows:
In LE 1,000 To be distributed as follows:
56 695 Legal Reserve
611 563 Shareholders' Share
67 951 Employees' Share
Therefore, the Interim Cash Dividends per share under the account of profits for the Financial Year 2014 is 0.05 US Dollars (5 US Cents).
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by majority vote of the Shareholders present and represented in the Meeting, approved second Proposed Dividends for the Financial Year ended on December 31st, 2014 as follows:
In LE 1,000 Description
1 515 878 Net Profit for the year 2014
18 054 Profit carried forward from the previous year
To be distributed as follows:
19 099 Legal Reserve
341 414 Shareholders' Share
403 720 Employees' Share
5 200 Board members' Remuneration
therefore, The dividends per share for 2014 shall be 0.20 L.E (20 piasters)
Therefore, the total dividends for the Financial Year ending December 31, 2014 shall be as follows:
In LE 1,000 Description
1 515 878 Net Profit for the year 2014
18 054 Profit carried forward from the previous year
To be distributed as follows:
75 794 Legal Reserve
952 977 Shareholders' share
471 671 Employees' share
5 200 Board members' remuneration
28 29 Profit carried forward for the next year
Therefore, the dividends per share for 2014 shall be Interim dividends of 0.36 EGP (5 US Cent).
And second Proposed dividends of 0.20 EGB, With total dividends for the Financial Year ending December 31, 2014 shall be 0.56 LE (56 piasters).
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Resolution No. 11
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by majority vote of the Shareholders present and represented in the Meeting, approved fixed assets disposals of the company's land plots as follows:
- To dispose-off all lands acquired and added before 1998 by an amount of EGP 4.8 Million.
- In addition to, according to what had been noted in the Company's fixed assets register, there is a land duplicated by an amount of EGP 10,257,000 and need to be eliminated from the company's accounting books.
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Resolution No. 12
The Ordinary General Assembly of Telecom Egypt held on Wednesday, 25th of March 2015, by majority vote of the Shareholders present and represented in the Meeting, approved authorizing the Board of Directors of the company to take necessary actions to dispose-off and sell the land plot of the Training Institute in Madinet Nasr an area of 4323.33 square meters from the company's books. In which, its legal title had been transferred to The National Telecommunication Regulatory Authority (NTRA).
Omar El Sheikh
Chairman