Oman Investment & Finance Co. SAOG (OIFC)

(08.June.2020 )Important Resolutions Adopted at Extraordinary General Meeting & Annual General Meeting

The Extraordinary General Meeting & Annual General Meeting of Oman Investment & Finance Co. SAOG (“the Company”) shareholders was held on Thrusday, 04th June,2020 at 5 PM via the online platform for general meetings, through the Muscat Clearing & Depository website. The Quorum of the meeting was 80.63% and the important resolutions passed during the meeting are as under:

First : Extraordinary General Meeting

1	The amendment of the company’s articles of association in accordance with the requirements of the Commercial Companies Law and promulgated by Royal Decree No. 18/2019 was approved.

Second : Annual Ordinary General Meeting

1	The Board of Directors’ Report on Corporate Governance for the financial year ended 31/12/2019 was approved.
2	The Board of Directors’ Report on Corporate Governance for the financial year ended 31/12/2019 was approved.
3	The Auditors Report of on the audit financial statements of the company for the financial year ended 31/12/2019 was approved.
4	The cash dividends distributed to the shareholders on 29/03/2020, at a value of 8 baizes per share was brought to the to the knowledge of the AGM.
5	The sitting fees being availed by the members of the Board of Directors and sub-committees for the financial year ended 31st December 2019, were ratified and the sitting fees for the next financial year were specified.
6	The proposed Directors' remuneration of RO )74,200( for the financial year ended 31 st December 2019, was approved.
7	The transactions carried out by the Company with related parties during the financial year ended 31/12/2019 were brought to the knowledge of the AGM.
8	The donations spent on voluntary and social services for the financial year ended 31/12/2019 was brought to the knowledge of the AGM.
9	The donations spent on voluntary and social services for the financial year ended 31/12/2019 was brought to the knowledge of the AGM.
10	The proposal of allocating RO )50,000) for supporting local community services for the financial year ending 31/12/2020 was approved.
11	The company's contribution of RO. 50,000 (RO. Fifty Thousand) in combating the Coronavirus (Covid-19) during the current year was brought to the knowledge of the AGM.
12	The following members were elected to the Board of Directors for a period of three years: 2 Mr. Nasser Mohamed Al Harthy Independent 3 Mr. Tariq Abdul Hafid Al Aujaili Non-Independent 4 Shaikh Salah Hilal Al Mawali Non-Independent 5 Shaikh Mohamed Salim Al Saadi Non-Independent 6 Shaikh Ahmed Said Al Mashan Non-Independent 7 Mr. Majid Sultan Al Toki Non-Independent 1 Mr. Ahmed Mohamed Al Abri Chairman
13	BDO was appointed as the External Auditors for the financial year ending 31.12.2020, and their fees year were specified.
14	Protiviti was appointed as an independent body to measure the performance of the new board of directors for the next three years that will end on 31/12/2022 and their fees year were specified.

With Regards,

Secretary to the Board

(07.June.2020)Board Resolution Regarding Formation of the Board Sub- Committees

(15.Mar.2020) Invitation to Attend Extraordinary General Meeting & Annual General Meeting

The Board of Directors of Oman Investment & Finance Co. SAOG has the pleasure to invite all shareholders to attend the Extraordinary General Meeting & Annual General Meeting to be held at Sheraton Hotel in Ruwi on Sunday 29th March, 2020 at 3.00 PM. If the quorum for the Extraordinary General Meeting or/and Annual General Meeting is not met, a second meeting will be held on Sunday 5th April, 2020 at the same time and place mentioned above to consider the following agenda:

First : Extraordinary General Meeting

1	Approving the amendment of the company’s articles of association in accordance with the requirements of the Commercial Companies Law and promulgated by Royal Decree No. 18/2019. (As per annexture No. 1)

Second : Annual Ordinary General Meeting

1	Consideration and approval of the report of the Board of Directors’ for the financial year ended 31/12/2019.
2	Consideration and approval of the Corporate Governance Report for the financial year ended 31/12/2019.
3	Consideration of the Auditors Report and approval of the Statement of Financial Position and Statement of Comprehensive Income for the financial year ended 31/12/2019.
4	Consideration and approval of the proposal to distribute cash dividend at the rate of 8 baizas per share for the financial year ended 31/12/2019.
5	Approval of sitting fees for the Directors and Sub Committees for the year ended and determination of the sitting fees for the next financial year. (As per annexture No. 2)
6	Consideration and approval of Directors’ Remuneration amounting to RO.74,200 for the financial year ended 31/12/2019.
7	To bring to the knowledge of the AGM the transactions carried out by the Company with related parties during the financial year ended 31/12/2019. (As per annexture No. 3)
8	Consideration and approval of the Related Party Transactions proposed to be carried out during the financial year ended 31/12/2020. (As per annexture No. 4)
9	To inform the the AGM of the amount spent on voluntary and social services for the financial year ended 31/12/2019. (As per annexture No. 5)
10	To consider and approve the proposal of allocating RO )50,000) for supporting local community services for the financial year ending 31/12/2020.
11	To elect new Board of Directors for then next three years to fill the seven seats from among the shareholders and/or non-shareholders. Anyone who wishes to nominate himself /herself must fill the form and submit it to the company two working days prior to the General Meeting: on or before Tuesday, 24/03/2020. If such a person is a shareholder, then, as per the Articles of Association of the company, he or she must own at least one share.
12	Appointment of the Auditors for the financial year ending on 31/12/2019.and to determine their fees.
13	Appointment of an independent body to measure the performance of the new board of directors for the next three years that will end on 31/12/2022 and determine its fees.

In accordance with the company’s Articles of Association, every shareholder has the right to appoint any other person as a proxy to attend the meeting and vote on his/her behalf by authorizing such person in writing on the proxy card. Adult natural persons must attach to the proxy form a copy of their IDs, women and minors who have no IDs must attach a copy of their passports, and non-Omanis must attach a copy of their civil card or passport. For juristic persons, the proxy form must be signed by one of the authorized signatories, sealed by the company’s stamp, and accompanied with copies of the commercial registration certificate and the specimen signature form. Please attend to the meeting venue at least half an hour before the meeting. In case of any queries, please contact Mr. Aiman Khair or Mr. Ammar Al Haj on telephone number 24817878 - 99377572.

Important note:

Public shareholding companies shall deposit all amounts owed to investors, which have not been received, within six months after the due date in the Investors' Trust Fund. Each shareholder should contact Muscat Clearing and Depository at Mutrah Commerical Area opposite to Oman Development Bank for any enquiries in this regard.

Chairman External Auditors Legal Advisor

	Year Ended 31.12.2019 RO. In ‘000s	Year Ended 31.12.2018 RO. In ‘000s
Revenue (Incl Investment & Other Income)	16,438	15,150
Share of Profits of Associates	5,346	4,451
Net Profit Before Tax	3,445	543
Net Profit After Tax	3,652	571
Earning Per Share (RO)	0.019	0.003
Total Assets	109,071	102,598
Total shareholders Funds	30,675	27,880
Net Asset Per share (RO)	0.153	0.139

	Parent		Group
Details	Unaudited year ended 31.12.2019 (RO in 000's)	Audited year ended 31.12.2018 (RO in 000's)	Unaudited year ended 31.12.2019 (RO in 000's)	Audited year ended 31.12.2018 (RO in 000's)
Total Revenue	21,306	19,594	16,108	14,645
Total Expenditure	<18,029	19,051	12,372	11,827
Net Profit before tax	3,277	543	3,736	2,818
Net Profit after tax	3,492	571	3,980	2,861

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