Invitation of the Annual General Meeting
29 March 2025 or any other scheduled date
Proxy Form
I am the undersigned /____________________________ CPR: _________________________ as a shareholder of Esterad
Investment Company B.S.C. (CR: 1-1545), I have assigned ______________________________________________________
CPR:________________________________ to attend and vote on my behalf at the Company's Annual General Meeting
- AGM ) for the financial year ending on 31st December 2024, scheduled to be held at 11:00AM, 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, at the same time and place.
Agenda of the Annual General Meeting
The Approval of The Following Points | Yes |
1. To read and approve the minutes of the previous Annual General Meeting held on 26 March 2024.
- To discuss and approve the Board of Directors' report on the Company's business activities for the financial year ended on 31st December 2024.
- To listen to the external auditors' report on the Company's consolidated financial statements for the financial year ended on 31st December 2024.
- To discuss and approve the consolidated financial statements for the financial year ended on 31st December 2024.
- To approve the Board of Directors' recommendation to allocate net profits for the financial year 2024 amounting to *BHD 6,133,826, as follows:
A. To transfer an amount of BHD 5,009 to the statutory reserve account.
B. To distribute a total dividend of %20 of the Company's issued and paid-up
capital, mounting to BHD 3,076,467 for the financial year ended 31st
December 2024, as follows:
- To distribute %15 as Cash dividends, excluding treasury shares, equating to 15 fils 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).
No
Abstain
Event | Date |
Annual General Meeting Date | 29th March 2025 |
(Shareholders' approval date) | |
Cum-Dividend Date | 6th April 2025 |
(Last day of trading with entitlement to dividends) | |
Ex-Dividend Date | 7th April 2025 |
(First day of trading without entitlement to dividends) | |
Record Date | 8th April 2025 |
(The day on which all shareholders whose names are on the share register will be entitled to dividends) | |
Payment Date | 22th April 2025 |
(The day on which the dividends will be paid to the entitled shareholders) | |
"If a public holiday falls on any of the specified dates above, the recommended date will be moved to the next business day" | |
*Based on the number of shares outstanding (net of treasury shares) as f 31st December 2024. |
Esterad Investment Co B.s.c. Commercial Registration No: 1-1545
Invitation of the Annual General Meeting
29 March 2025 or any other scheduled date
The Approval of The Following Points | Yes |
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.
- To approve the Board of Directors recommendation to allocate an amount of BHD 180,000 as remuneration to the Board of Directors.
- 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.
8. To disclose and approve the transactions concluded during the financial 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 financial statements and the Board of Directors' report, pursuant to the provisions of Article (189) of Bahrain Commercial Companies Law.
9. To release the members of the Board of Directors from all liability in respect
of their acts for the financial year ended on 31st December 2024.
10. Approval to reduce the number of Board seats from eight to seven.
11. To approve the appointment/reappointment of external auditors of the Company for the financial year 2025 and authorize the Board of Directors to fix their fees.
- 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.
-
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. - Any recent issues in accordance with Article (207) of the Commercial Companies Law.
No
Abstain
Shareholder Name: | Number of Share: |
Shareholder No. / CPR: | Signature: |
Shareholder Mobile No.:
Date: | / | / 2025 |
Esterad Investment Co B.s.c. Commercial Registration No: 1-1545
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 specified 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 first-degree relatives in accordance with the provisions of Article 203 of the Commercial Companies Law No. 21 of 2001, amended by Law No. 2014/50.
- 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 specified time. We note that the proxy forms submitted after the end of the specified 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 (Office 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 financial statements for the year ending December 2024 ,31 and the proxy forms on the Company's official 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: +17585400 973.
Esterad Investment Co B.s.c. Commercial Registration No: 1-1545