Agenda 2025 – English

Esterad Investment Company B.S.C. ("Company")

An Invitation to Attend the Annual General Meeting and Extraordinary General Meeting

The Board of Directors of Esterad Investment Company B.S.C. (Trading Code - ESTERAD, Commercial Registration Number: 1-1545) is pleased to invite the esteemed shareholders to attend the Company's Annual General Meeting and Extraordinary General Meeting for the nancial year ending on 31st December 2024, scheduled to be held at 11:00AM and 11:30AM, respectively, on Saturday, 29 March 2025 in Sky Hall at the Four Seasons Hotel Bahrain Bay - Manama, Kingdom of Bahrain, to consider the agenda below.

In the event that the required quorum is not met, a second meeting will be held on Sunday, 6 April 2025, or a third meeting will be held, if necessary, on Sunday, 13 April 2025.

First: The Agenda of the Annual General Meeting

1. To read and approve the minutes of the previous Annual General Meeting held on 26 March 2024.
2. To discuss and approve the Board of Directors' report on the Company's business activities for the nancial year ended on 31st December 2024.
3. To listen to the external auditors' report on the Company's consolidated nancial statements for the nancial year ended on 31st December 2024.
4. To discuss and approve the consolidated nancial statements for the nancial year ended on 31st December 2024.
5. To approve the Board of Directors' recommendation to allocate net prots for the nancial year 2024 amounting to *BHD 6,133,826, as follows:
6. 1. To transfer an amount of BHD 5,009 to the statutory reserve account.
   2. To distribute a total dividend of 20% of the Company's issued and paid-up capital, mounting to BHD 3,076,467 for the nancial year ended 31st December 2024, as follows:
   • To distribute 15% as Cash dividends, excluding treasury shares, equating to 15 ls for each share amounting to *BHD2,307,35, excluding treasury shares.
   • To distribute 5% as bonus shares, equating to *BHD 769,117 (5 shares for every 100 shares owned).

c. To allocate an amount of BHD 100,000 to charity activities and civil society organizations. d. To transfer the remaining amount of approximately BHD 2,772,350 to retained earnings.

1. To approve the Board of Directors recommendation to allocate an amount of BHD 180,000 as remuneration to the Board of Directors.
2. To discuss and approve the corporate governance report for the year 2024 and the Company's compliance with all the governance requirements issued by the Ministry of Industry and Commerce and the Central Bank of Bahrain.
3. To disclose and approve the transactions concluded during the nancial year ended 31st December 2024 with any of the related parties or major shareholders of the Company, as indicated in Note No. 21 of the consolidated nancial statements and the Board of Directors' report, pursuant to the provisions of Article (189) of Bahrain Commercial Companies Law.
4. To release the members of the Board of Directors from all liability in respect of their acts for the nancial year ended on 31st December 2024.
5. Approval to reduce the number of Board seats from eight to seven.
6. To approve the appointment/reappointment of external auditors of the Company for the nancial year 2025 and authorize the Board of Directors to x their fees.
7. To approve the buy back of the Company shares (treasury shares) not exceeding 10% of the total issued shares for the purpose of supporting the Company's share price, subject to obtaining the approval of the Central Bank of Bahrain.
8. To approve the appointment of a liquidity, provide in the market in which the Company's shares are listed, after obtaining the approval of the Central Bank of Bahrain, and authorizing the Board of Directors to identify the liquidity provider, the duration of its contract, and other relevant decisions.
9. Any recent issues in accordance with Article (207) of the Commercial Companies Law.

Second: The Agenda of the Extraordinary General Meeting

1. To read and approve the minutes of the previous Extraordinary General Meeting held on 26 March 2024
2. To approve the increase of the issued and paid-up share capital by BHD 769,117 from BHD 15,438,862 (from 154,388,620 shares) to BHD 16,207,979 (to 162,079,78 shares) by issuing 7,691,167 ordinary shares of nominal value BHD 0.100 each, in line with the decision of the annual ordinary general assembly to distribute bonus shares.
3. To approve amending the Company's Memorandum of Association and Articles of Association to reect the amendments mentioned in Clauses (2) and (3) above, and accordingly, approving an amended and re-stated Memorandum of Association and Articles of Association of the Company subject to the approval of the Central Bank of Bahrain and the Ministry of Industry and Commerce.
4. To authorize the Chairman of the Board of Directors and/or the CEO of the Company, or whomever they authorize, to singly carry out the necessary formalities, including signing the amended and restated Memorandum of Association and Articles of Association of the Company before the notary in the Kingdom of Bahrain, and submitting any relevant documents to the ocial authorities regarding the agenda (4) above.

Hisham Alrayes

Chairman

Important Notes to the Shareholders:

• Any shareholder whose name is registered in the Company's shareholder register at the date of the meeting is entitled to attend in person or to authorize another person through written proxy to attend and vote in the meeting on the shareholders' behalf.
• In the event that the shareholder is a legal person (a company), the agent who will attend the meeting must submit a proxy from the shareholder authorizing him to be the representative of that shareholder. The authorization must be in writing and issued by the company's authorized person, stamped with the company's seal, and must be submitted before the end of the specied date for depositing the proxy and attached with a valid copy of ID card or passport.
• It is not permissible to delegate the chairman, members of the board of directors, and employees of the Company to attend this meeting, without prejudice to the right to appoint rst-degree relatives in accordance with the provisions of Article 203 of the Commercial Companies Law No. 21 of 2001, amended by Law No. 50/2014.
• Esterad Investment Company pays special attention to the needs of shareholders with special needs, and if you wish to participate and attend the meeting, we ask you to inform the bank 14 days before the date of the Ordinary General Assembly meeting to ensure your smooth participation.
• The proxy forms must be deposited at least 24 hours before the meeting date as indicated above, making sure to deliver it before the end of the specied time. We note that the proxy forms submitted after the end of the specied time are considered invalid for the purposes of the meeting.
• Shareholders are requested to deposit the proxy forms at least 24 hours before the meeting date with Kevin Technologies LLC at the following address (Oce 74, Seventh Floor, Zamil Building No. 31, Road 383, Complex 305, Manama, Tel: 17215080, Fax: 17212055).
• You can view the annual report for the year 2024 and the documents related to the meeting on the Company's website www.esterad.net
• You can also view the nancial statements for the year ending December 31, 2024 and the proxy forms on the Company's ocial website www.esterad.net and the Bahrain Bourse website www.bahrainbourse.com
• For any inquiries, please contact the Secretary of the Board of Directors on the following number: +973 17585400.