Cairo Mezz PlcATHEX: CAIROMEZ

Resolutions of the Extraordinary General Meeting of 10.12.2024

· Issued by Cairo Mezz Plc

Wednesday, 11 December 2024

ANNOUNCEMENT

Resolutions of the Extraordinary General Meeting of 10.12.2024

Cairo Mezz Plc (the Company) announces the following:

At the Extraordinary General Meeting of the Company, held on 10.12.2024 at 10.00, via real-time teleconference, with regards to matters of the agenda numbered 1 - 4 and as specifically stated in the notice dated 18.11.2024; the shareholders that participated in relation to the said matters of the agenda represent 199,209,786 of the Company's shares and 64.45% of the issued share capital with voting rights.

Regarding the matters of the agenda, the Extraordinary General Meeting:

  1. Approved that, the board of directors of the Company be generally and unconditionally authorized to negotiate, enter into and execute on behalf of the Company, loan agreements and other financial facilities with one or more lenders, up to an aggregate maximum principal amount of EUR 2,500,000 on such terms as the board may deem appropriate and in the best interests of the Company.
    The voting results on the said matter were the following:
    • Number of shares for valid votes given: 199,209,786 (100% of the share capital, i.e. shareholders present with voting rights for the said matter of the agenda), out of which:
      o For: 187,028,296
      o Against: 11,968,245
    • Abstain: 213,245
  2. Approved that the board be authorized to create, grant and register security interests over any or all assets of the Company, whether present or future, as it considers necessary or as required to secure the obligations of the Company under any loan or financial facility entered into pursuant to Resolution 1 above and that such security may include (without limitation) charges, mortgages, pledges, liens or other encumbrances as required by the lending party or parties.
    The voting results on the said matter were the following:
    • Number of shares for valid votes given: 199,209,786 (100% of the share capital, i.e. shareholders present with voting rights for the said matter of the agenda), out of which:
      o For: 187,028,296
      o Against: 11,968,245
    • Abstain: 213,245

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  1. Approved that any and all actions taken by the board, individual directors or the Company secretary in connection with the negotiation, preparation and finalization of the above mentioned loan agreement(s) and security document(s) be ratified, confirmed and approved, and that the board be authorized to take all such further steps, do all acts and things and execute all documents as may be deemed necessary or desirable to give effect to the above resolutions.
    The voting results on the said matter were the following:
    • Number of shares for valid votes given: 199,209,786 (100% of the share capital, i.e. shareholders present with voting rights for the said matter of the agenda), out of which:
      o For: 187,028,296
      o Against: 11,968,245
    • Abstain: 213,245
  2. Approved that the board be authorized, on behalf of the Company, to negotiate, finalise, execute and deliver any additional documents, agreements or instruments as may be required or deemed necessary to give full effect to the aforementioned loan agreements and security arrangements, including but not limited to any amendments, extensions, waivers or supplemental agreements related thereto, provided that such actions remain within the terms and scope of the approved loan amount or security arrangements.
    The voting results on the said matter were the following:
    • Number of shares for valid votes given: 199,209,786 (100% of the share capital, i.e. shareholders present with voting rights for the said matter of the agenda), out of which:
      o For: 187,028,296
      o Against: 11,968,245
    • Abstain: 213,245

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