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Orascom Construction Industries announces annual general meeting

Invitation to the annual general meeting of shareholders scheduled for june 6, 2011 at Nile City South Tower.

Resolution 1
To approve the Board of Directors’ report on the activities and on the standalone unconsolidated financial
statements of the Parent Company (Orascom Construction Industries S.A.E.) for the fiscal year ended 31
December 2010.
Description:
The Board of Directors (hereunder referred to as the “Board” as well) will present the activities of Orascom
Construction Industries S.A.E (“Parent Company”) standalone for shareholders approval as required by
Egyptian regulations. The standalone Parent Company is represented by the unconsolidated financial
statements reflecting part of the OCI Construction Group operations in Egypt.
OCI has produced audited consolidated financial statements which are posted on the Company’s website at
www.orascomci.com. The standalone unconsolidated financial statements are considered to be the relevant
statutory accounts for the issuance of dividends.
Resolution 2
To approve the Auditor’s report on the standalone unconsolidated financial statements of the Parent
Company for the fiscal year ended 31 December 2010.
Description:
KPMG Hazem Hassan will present the auditor’s report on the stand alone financial statements for the Parent
Company for the fiscal year ended 31 December 2010.
Resolution 3
To approve the standalone financial statements of the Parent Company for the fiscal year ended 31
December 2010.
Description:
The Board of Directors will present the standalone unconsolidated Parent Company financial statements as
per law 159 1981.
Resolution 4
To authorize the Board of Directors to distribute up to EGP 3 billion of retained earnings as at 31 December
2010 through interm and year-end distributions at its discretion.
Description:
The Board of Directors seeks to achieve flexibility in the implementation and timing of the interim and yearend
cash dividend distribution. The last two cash dividend distributions were implemented using similar
approvals granted the previous year.
Resolution 5
To approve the release of the members of the Board of Directors from associated responsibility during the
fiscal year ended 31 December 2010
Description:
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The Board of Directors customarily seeks a summary approval from its shareholders on all decisions taken
throughout the year during the AGM as required by Egyptian law, and thereby seeks to be released from any
responsibility for the relevant fiscal year.
Resolution 6
To approve the remuneration for the Board of Directors of the Company during the fiscal year ending 31
December 2011.
Description:
Remuneration remains unchanged at the equivalent of US$ 50,000 for each independent executive on the
Board of Directors with a proposed increase capped at 10%. Executive Directors to waive their board
remuneration fees.
Resolution 7
To approve the re-appointment of the Company’s auditor and determine fees for the fiscal year ending 31
December 2010.
Description:
The shareholders are requested to delegate the negotiation of the auditor’s fees for the fiscal year ended 31
December 2010 to the Board of Directors’ Audit Committee comprised of non-executive directors. The fees
will be capped at EGP 435,600.
Resolution 8
To approve charitable donations made by the Company during the fiscal year ended 31 December 2010 and
to authorize the Board of Directors to make charitable donations during the fiscal year ending 31 December
2011 in excess of EGP 1,000 and to approve a ceiling for such donations of EGP 12 million.
Description:
Donations require AGM approval. Payments for charitable purposes made by the Group during the year
ended 31 December 2010 amounted to EGP 415,000. The primary beneficiaries of these charitable donations
were public sector institutions and qualified non-governmental organizations for social development
projects.
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II. ADMISSION TO THE ANNUAL GENERAL MEETING AND VOTING PROCEDURE
i. Each shareholder has the right to attend the General Meeting in person or by delegation. No shareholder
other than a board member may delegate any board member to attend the meeting. The delegation is
acceptable only if it is in writing, and the representative is a shareholder. No shareholder may delegate
representation in the General Meeting for votes exceeding 10% of the total nominal shares of the capital of
the Company and no more than 20% of the shares represented at the meeting.
ii. Shareholders wishing to attend the Annual General Meeting are required to show that a statement of
account issued by one of the authorized banks or one of the custodian banks has been deposited at the head
office of the Company at least three working days prior to the date of convening the General Meeting, along
with a certificate indicating that the shares reflected in the statement of account are frozen.
iii. Shareholders may inspect the information and documents relating to items (1), (2), and (3) on the
Ordinary General Meeting agenda at Company’s head office Legal Department at the following address:
NILE CITY SOUTH TOWER, 19TH FLOOR
2005 A CORNICHE EL NIL
CAIRO, EGYPT 11221
iv. In order for inquiries from shareholders to be addressed in the General Meeting, such inquiries must be
submitted in written form and sent to the Company’s head office at least three working days prior to the
General Meeting via registered mail or by physical delivery.
v. The Annual General Meeting may only deal with items on the agenda.
vi. For Holders of Global Depository Receipts (“GDRs”):
Any holder of GDRs wishing to attend the meeting in person must contact the Depositary Bank of New York
Mellon:
Attention Of: Tony Tooma
Vice President
Tel: (+1 212) 815-2136
Address: Bank of New York Mellon
101 Barclay Street
NY-NY 10286
GDR holders can vote by the Voting Instruction Card provided by the Depositary Bank of
New York Mellon. Voting instructions will be distributed by Bank of New York Mellon directly and
indirectly through relevant channels.
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OCI CONTACT INFORMATION
Investor Relations Department:
investor.relations@orascomci.com
Hassan Badrawi
Director
Omar Darwazah
Email: omar.darwazah@orascomci.com
Erika Wakid
Email: erika.wakid@orascomci.com
General Counsel:
Hussein Marei
Email: hussein.marei@orascomci.com
Tel: +202 2461 1039/1036/0727
Fax: +202 2461 9409
For additional information on OCI: www.orascomci.com
Orascom Construction Industries (OCI)
Nile City Towers – South Tower
2005A Corniche El Nil, Cairo, Egypt
OCI stock symbols: OCIC.CA / ORCI EY / OCICqL / ORSD