Edita Food Industries - Invitation of Extraordinary General Assembly Meeting

The Chairman of the Board of Directors of Edita Food Industries S.A.E. ("the Company"), has the pleasure to invite the shareholders of the Company to attend the Extraordinary General Assembly Meeting of the Company set to convene on 26 November 2023 at 3:00 p.m. through the E-MAGLES system, where the shareholders would be able to remotely vote electronically vote on all items of the agenda, and to attend the meeting through video call, which is deemed valid attendance to the meeting. Shareholders shall register and complete all data through the following QR Code:

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To discuss the set forth agenda:

1.    Discussing the approval of the amendment of the objective of the company and accordingly the amendment of Article (3) of the company's articles of association.

2.    Discussing the approval of the reduction of the capital of the Company by way of Cancelling treasury shares of the company.

3.    Discussing the approval of the amendment of Articles (6) and (7) of the articles of association of the Company.

We draw the attention of the shareholders to the following:

·    Each shareholder shall be entitled to attend the extraordinary general meeting in person or by proxy to another shareholder who is not a board member, by virtue of a written power of attorney.

·    No shareholder may represent more than 10% of the issued share capital of the Company by proxy at the extraordinary general meeting, and not exceeding 20% of the shares represented at the meeting.

·    Shareholders wishing to attend the extraordinary general meeting must submit an evidence that they have deposited their shares at the Company's headquarters, at a certified bank or a financial entity which is licensed by the Financial Regulatory Authority or submit a statement issued by a central custodian or Misr for Central Clearing, Depository and Registry stating that the shares have been frozen for purposes of attending the meeting and until its adjournment. The shares may not be withdrawn until the end of the extraordinary general assembly meeting.

·    The extraordinary general meeting shall be valid if attended by shareholders representing at least 50% of the issued share capital. If the quorum not attained at the meeting, a second meeting shall convene the following day at the same time and with the same mechanism set for the first meeting specified in the invitation, and the second meeting shall be deemed valid if attended by shareholders representing at least 25% of the issued share capital of the company.   

·    Resolutions of the extraordinary general meeting shall be adopted by a majority of three quarters of the shares represented.

·    Any inquiries relating to the agenda of the extraordinary general meeting shall be delivered in writing by registered mail or hand delivered at the Company's headquarters at least three days prior to the extraordinary general meeting.

·    All documents to be made available to shareholders in accordance with Article 221/228 of the Executive Regulations of the Companies Law No. 159 of 1981 are available for review at the Company's headquarters located at Shaikh Zayed City - Sixth of October - Plot No. (13) - Central Pivot - Giza, during official working hours.

Please note that electronic voting on all items of the agenda of the extraordinary general assembly meeting will be open and all shareholders must follow the procedures prescribed in the system for the electronic registration and voting through the above QR Code.

The attached invitation in Arabic will be published in two daily newspapers.

Eng. Hani Berzi

 Chairman