Orascom Development Holding AG — Board/Management Information 2018

Sep 24, 2018

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RNS Number : 6279B

Orascom Investment Holdings S.A.E

23 September 2018

Orascom Investment Holding S.A.E.

Established pursuant to the provisions of Law 95/1992

Head Office: Nile City Towers, South Tower, 29 Floor,

2005 A Croniche El Nile, Ramlet Beaulac, 11221, Cairo, Egypt

Authorized Capital: EGP 22 Billion

Issued Capital:

EGP: 2,203,190,060.40

(Fully paid)

Number of Issued Shares:

5,245,690,620

Commercial registration number: 394061 Cairo

Summary of Board of Directors Resolutions

No: (4) of 2018

20 September 2018

On Thursday, 20 of September 2018 at 2:30 pm, the Company's Board of Directors meeting was held, under the chairmanship of Eng. Naguib Onsi Naguib Sawiris - Executive Chairman upon the invitation of the Chairman. The Board meeting was attended by the following members of the Board of Directors:

·    Eng. Naguib Onsi Naguib Sawiris - Executive Chairman;

·    Eng. Akil Hamed Bashir, Non-Executive Deputy Chairman (independent);

·    Eng. Tamer Mokhtar Ahmed El Mahdi - Managing Director;

·    Mr. Ayman Mohamed El Tayeb Soliman - Non-Executive Expert Board Member;

·    Eng. Iskandar Shalaby Naguib Rizk Shalaby - Non-Executive Board Member;

·    Dr. Sameh Youssef El Torgoman - Non-Executive Expert Board Member;

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

·    Mr. Mohamed Hamdan Mahmoud Ashmawy - Non-Executive board member (independent); and

·    Mr. Oussama Daniel Nassif Faltas - Executive Board Member.

The Board of Directors has decided the following:

Fist resolution: The Board unanimously approved the Audit Committee's report on the consolidated financial statement prepared according to the IFRS for the financial period from 1/1/2017 and ending at 31/12/2017.

Second resolution: The Board unanimously approved the Auditor's Report on the consolidated financial statement prepared according to the IFRS for the financial period from 1/1/2017 and ending at 31/12/2017.

Third Resolution: The Board unanimously ratified the Board of Directors' Report on the consolidated financial statement prepared according to the IFRS for the financial period starting at 1/1/2017 and ending at 31/12/2017.

Fourth resolution: The Board unanimously ratified the consolidated financial statement prepared according to the IFRS for the financial period from 1/1/2017 and ending at 31/12/2017.

Fifth resolution: 

1.   Approve on a preliminary basis the Investment Committee's recommendation to acquire 100% of Nile Sugar SAE, as it is in accordance with OIH's strategy.

2.   Delegate Eng.  Akil Hamed Bashir, Vice Chairman, jointly with either Mr. Tamer El Mahdi, Managing Director, or Mr. Khalid Ellaicy, CFO or any person or persons delegated by the Vice Chairman, in conducting preliminary negotiations with the Nile Sugar shareholders to explore the possibility of the acquisition and its terms and conditions.

The Board of Directors delegated Mr. Mostafa Mamdouh Abdel Razek, Mr. Sherif Maher Samy, Mr. Gamal Gamil El Sayed Mahmoud, Mr. Ashraf Hassan Zaki Elibrachy, Mr. Mostafa Mohamed Gaber Mohamed Elshafei, Mr. Hatem Hassan Tolba Mohamed and Mr. Mostafa Said Aly Mohamed jointly or severally to undertake all required procedures to ratify and receive these minutes from the Egyptian Financial Supervisory Authority, receive it and annotate all the afore-mentioned in the company's commercial register.

Head of Investor Relation

Marwan Mohamed Hussein

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