REG - Edita Food Ind SAE - OGM Resolution

Edita Food Industries SAEAnnouncement

02/04/2024 07:00

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RNS Number : 8301I  Edita Food Industries S.A.E.  31 March 2024

Edita Food Industries - Summary of Resolutions of the Ordinary General
Assembly Meeting of the company convened on Thursday dated 28/03/2024

Giza, 28/03/2024

Edita Food Industries SAE ("the Company") announces that the Ordinary General
Assembly Meeting of the Company convened on 28/03/2024 and resolved the
following resolutions by majority:

1.    Approved the Board of Directors report on Company's activities for
the financial year ending on 31/12/2023, and approved the corporate governance
annual report & the auditor's report thereon;

2.    Approved the auditor's report related to the standalone and
consolidated financial statements for the financial year ending on 31/12/2023;

3.    Approved the Company's standalone and consolidated financial
statements for the financial year ending on 31/12/2023;

4.    Approved the proposed profit distribution, which entails:

 

(1) a distribution to the shareholders amounting to EGP 300,000,000 from the
Company's profits for the financial year ending on 31/12/2023 to be
distributed by way of coupon amounting to EGP 0.429 per share and a
distribution to the employees amounting to EGP 42,343,567 while the Board of
Directors have waived their percentage in said profit; and

 

(2) allocating an amount of EGP 140,002,731 from the retained earnings
according to the financial statements of 31/12/2023 to be distributed by way
of free shares with a percentage of 1:1 (one free share for every share). This
is subject to the issuance of the FRA's non objection on the publication of
the disclosure report prepared pursuant to Article (48) of the Listing Rules
on the EGX screens and subject to the Extraordinary General Assembly approval
on the capital increase of the Company with an amount equal to the free
distribution as well as the amendment of Articles (6 and 7) of the Articles of
Association of the Company.

5.    Approval of the discharge of the Board of Directors from their
liabilities for the financial year ending on 31/12/2023;

6.    Approval of the election of a Board of Directors for a new period of
three (3) years in light of the expiry of the term of the current Board of
Directors through cumulative voting and specifying their capacities as
follows:

 

 #         Name                                 Capacity       Entity of Representation
 1.        Eng. Hani Nabih Aziz Berzi           Chairman       Quantum Investment B.V.
 2.        Mr. Samir Nabih Aziz Berzi           Vice-Chairman  Quantum Investment B.V.
 3.        Mr. Mounir Amin Fakhry Abdel Nour    Board Member   Quantum Investment B.V.
 4.        Mr. Tamer Saeed                      Board Member   Kingsway Fund
 5.        Mr. Hassan Mohamed Hassan El Khatib  Board Member   Independent
 6.        Ms. Samiha El Sayed Fawzy Ibrahim    Board Member   Independent
 7.        Ms. Randa Ibrahim Abdo               Board Member   Independent

 

Approval of the Board of Directors' remuneration and allowances as well as the
Committees of the Board of Directors for the financial year ending on
31/12/2024 to be an amount of EGP 1,250,000 for each Board Member including
the remuneration and the allowances regarding the Ordinary General Assembly,
Extraordinary General Assembly meetings, the Board of Directors meetings in
addition to the Committees of the Board of Directors, without the
participation of the Board of Directors on this resolution. And Approval to
maintain banking signing authorities as they are without modification.

7.    Approval to postpone the discussion of this resolution.

8.    Approval of the renewal of the management agreement concluded with
Eng. Hani Nabih Berzi for a new period with the same terms and conditions
which were previously approved at the Ordinary General Assembly meeting dated
05/03/2015 and the Ordinary General Assembly meeting dated 30/03/2021.

9.    Approval of the related party agreements concluded by the
subsidiaries of Edita Food Industries S.A.E during the financial year ending
on 31/12/2023.

10.  Authorized the Board of Directors to grant donations during the fiscal
year ending on 31/12/2024 with a maximum of EGP 40,000,000 and approved the
donations granted during the fiscal year ending on 31/12/2023 which amounted
to EGP 11,118,876.

11.  Approved the renewal of appointment of Mr. Kamel Magdy Saleh, "Saleh,
Barsoum and Abdel Aziz firm "Grant Thornton"" as the company's auditor for the
financial year ending on 31/12/2024 and authorizing the Board of Directors to
determine his fees for reviewing the standalone and consolidated annual and
periodic financial statements with a maximum amount of USD 74,000 to be paid
in Egyptian currency.

 

-Ends

Contacts

Ms. Menna Shams El Din

Chief Investor Relations Officer & Corporate Affairs

T: +202 3851 6464 | M: +20 100 1542428 |  menna.shamseldin@edita.com.eg
(mailto:%20menna.shamseldin@edita.com.eg)

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