Mezzan K S C P : Annual general meeting outcome

Date: 14/05/2023

Ref.: MHC/Disclosure/2023/034

Boursa Kuwait Company

Mubarak Al Kabeer St.

AlSharq, Kuwait

P.O.Box 22235 Safat, 13083 Kuwait

Subject: Disclosure on Results of Annual Ordinary General Assembly Meeting & Extra Ordinary General Meeting for Mezzan Holding Company KSCP for Fiscal year ended on 31/12/2022

Reference to the above subject and pursuant to the provisions of Article (4-1-1), Chapter 4 of Module 10 (Disclosure and Transparency) of the Executive Bylaws of Law No. 7 of 2010 concerning establishment of the Capital Markets Authority.

Mezzan Holding Company KSCP would like to disclose that it held the Annual General Assembly Meeting for Company shareholders today 14 May 2023 at 10:00 am at The Four Seasons Hotel - AlSoor Street - Kuwait City.

Please find attached Disclosure of Material Information Form for AGM & EGM Results and Corporate Action Disclosure Form.

For: Mezzan Holding Company KSCP

Head of Legal

Walid Ali Khalil

	Disclosure of Material Information Form
Date	14/05/2023
Name of the Listed Company Mezzan Holding Company (KSCP)
	Mezzan Holding Company KSCP would like to disclose that it held the Ordinary Annual
	General Assembly Meeting and the Extraordinary General Meeting for Company
	shareholders today 14 May 2023 at 10:00 am at The Four Seasons Hotel - AlSoor Street -
	Kuwait City in accordance with Kuwait Clearing Company guidelines for holding annual
	general assemblies via the Electronic Annual General Assemblies System.
	Mr. Mohamed AlWazzan - Company Vice Chairman of the Board chaired the meeting in the
	presence of :
	Present were:
	 Mr. Talal AlMuzaini - External Auditor - Misers Deloitte & Touche (Bader AlWazzan
	& Partners )
	 Mrs. Bodoor Jarragh - Representative of Ministry of Commerce and Industry (MOCI)
	 Mr. Fahad AlHudaib - Representative of Kuwait Clearing Company
	Mr. Mohammed Al-Wazzan recited the meeting Attendance Report and declared the quorum
	of the Ordinary & Extraordinary General Assembly of Mezzan Holding Company as follows:
	The attendance percentage of the shareholders attending physically and via e-AGM
	electronic system reached 98.371% with 304,679,678 shares out of the company's total
	issued and paid up capital of 311,325,000 shares after excluding the 1,599,000 treasury
	shares.
Material Information	 Attendance through e-AGM electronic system
Shareholders attending the General Assembly via the e-AGM electronic system held
	34,273,504 shares - representing 11.066% (electronic voting percentage) of the Company's
	capital of 311,325,000 shares after excluding treasury shares.

 Attendance through Physical Attendance

Shareholders attending the General Assembly physically at the AGM venue held 270,405,047 shares representing 87.305% (Physical attendance votes) of Company's Capital of 311,325,000 after exclusion of treasury shares

The Chairman of the meeting, Mr. Mohammed Al-Wazzan, thanked the shareholders present for responding to the invitation to attend and participate in the meeting. He proceeded to declare a quorum for the AGM, and then moved on to present the items on the agenda to the attendees for discussion.

AGM Results: The Ordinary General Assembly has ratified the following resolutions:

1- Review and approval of the Board of Directors' report for the fiscal year ending 31/12/2022. Resolution was ratified by the shareholders as follows:

Attendance through Physical Attendance

• Shareholders representing 86.614% (equivalent to 268,265,819 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 0.69% (equivalent to 2,139,679 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Attendance through e-AGM electronic system

• Shareholders representing 7.745% from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 3.321% from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Total percentage of shareholders approval of this Agenda item is 94.359%. Total percentage of shareholders who abstained from voting is 4.012% .

2- Recite Corporate Governance Report, and Audit Committee Report for the fiscal year ending 31/12/2022.

Resolution was ratified by the shareholders as follows:

Attendance through Physical Attendance

• Shareholders representing 86.614% (equivalent to 268,265,819 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 0.69% (equivalent to 2,139,679 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Attendance through e-AGM electronic system

• Shareholders representing 7.411% from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 4.012% from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting .
• Shareholders representing 0.334% from total issued and paid up capital of the Company after exclusion of treasury shares - did not approve this item.

Total percentage of shareholders approval of this Agenda item is 94.025%. Total percentage of shareholders who did not approve is 0.334% and total percentage of those who abstained from voting is 4.012%.

3- Discuss and approve the External Auditor's Report for the fiscal year ending 31/12/2022.

Resolution was ratified by the shareholders as follows:

Attendance through Physical Attendance

• Shareholders representing 86.614% (equivalent to 268,265,819 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 0.69% (equivalent to 2,139,679 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Attendance through e-AGM electronic system

• Shareholders representing 8.467% from total issued and paid up capital of the Company after exclusion of treasury shares - approved.

- Shareholders representing 2.60% from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Total percentage of shareholders approval of this Agenda item is 95.081%. Total percentage of shareholders who abstained from voting is 3.290% .

4- Discuss and approve the Company's consolidated financial statements for the fiscal year ending 31/12/2022.

Resolution was ratified by the shareholders as follows:

Attendance through Physical Attendance

• Shareholders representing 86.614% (equivalent to 268,265,819 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 0.69% (equivalent to 2,139,679 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Attendance through e-AGM electronic system

• Shareholders representing 8.467% from total issued and paid up capital of the Company after exclusion of treasury shares - approved.

- Shareholders representing 2.60% from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Total percentage of shareholders approval of this Agenda item is 95.081%. Total percentage of shareholders who abstained from voting is 3.290% .

5- Recite the Company report on any violations observed and/or penalties imposed on the Company by regulatory authorities (if any) whether financial or non-financial. It was noted that the Company has not been subject to any penalties of fines for any violations by the regulatory authorities in the year 2022.

Resolution was ratified by the shareholders as follows:

Attendance through Physical Attendance

• Shareholders representing 86.614% (equivalent to 268,265,819 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 0.69% (equivalent to 2,139,679shares) from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Attendance through e-AGM electronic system

• Shareholders representing 8.467% from total issued and paid up capital of the Company after exclusion of treasury shares - approved.

- Shareholders representing 2.60% from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Total percentage of shareholders approval of this Agenda item is 95.081%. Total percentage of shareholders who abstained from voting is 3.290% .

6- Discuss the Board of Directors' proposal concerning dividends distribution for the fiscal year ended on 31/12/2022 as per the following timetable to distribute cash dividends for the fiscal year ended on 31/12/2022 of 12 % of nominal share value (Twelve Fils per share) to the shareholders registered in the Company shareholders' register as of the end of the Record Date, specified 15 working days after the date of the Ordinary General Assembly Meeting.

The distribution of cash dividends and transfer of the treasury shares to the eligible shareholders of the Company shall commence five (5) working days from the end of the Record Date. (if needed). AGM approved to authorize the Board to amend the timetable of corporate action dates and take all necessary procedures in relation to distribution of

dividend shares in case of any delays in completion of procedures 8 days prior to Record Date.

Corporate Action Dates.	Record Date	:	04/06/2023

	Payment Date	:	11/06/2023
	Confirmation Date	:	22/05/2023
	Cum-Div Date (Dev+)	:	29/05/2023
	Ex-Div Date (No Dev):	30/05/2023

Resolution was ratified by the shareholders as follows:

Attendance through Physical Attendance

• Shareholders representing 86.614% (equivalent to 268,265,819 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 0.69% (equivalent to 2,139,679shares) from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Attendance through e-AGM electronic system

• Shareholders representing 8.467% from total issued and paid up capital of the Company after exclusion of treasury shares - approved.

- Shareholders representing 2.60% from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Total percentage of shareholders approval of this Agenda item is 95.081%. Total percentage of shareholders who abstained from voting is 3.290% .

7- Discuss the recommendation of the Board regarding proposal of distribution/non- distribution of remuneration to the Board members for the fiscal year ending 31 /12/2022.

Resolution was ratified by the shareholders as follows:

Attendance through Physical Attendance

• Shareholders representing 86.614% (equivalent to 268,265,819 shares) from total issued and paid up capital of the Company after exclusion of treasury shares - approved.
• Shareholders representing 0.69% (equivalent to 2,139,679shares) from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Attendance through e-AGM electronic system

• Shareholders representing 8.467% from total issued and paid up capital of the Company after exclusion of treasury shares - approved.

- Shareholders representing 2.60% from total issued and paid up capital of the Company after exclusion of treasury shares - abstained from voting.

Total percentage of shareholders approval of this Agenda item is 95.081%. Total percentage of shareholders who abstained from voting is 3.290% .