Vodafone Qatar Company announcesthe results of the Extra-Ordinary General Assembly held on Wednesday 18 October 2017  And discussed the belowagenda:-

 1- Approved(subject to obtaining the relevant regulatory approvals) the proposed changesto the Company’s Articles of Association (“AoA”)in order to (including but not limited to):

 

a) amendArticle 73 to change the financial year-end of the Company to start on 1January and end on 31 December;

 

b) amendArticle 29.3 in relation to the procedures for the election of the Chairman;

 

c) introduce activitiesto Article 3 related to the objects of the Company to expressly permit theCompany to enter into potential financing arrangements and to grant security inrespect of such financing arrangements;

 

d) amendArticle 7 of the AoA so that no natural or legal person shall, directly orindirectly, or through subsidiaries, funds, local or international investmentportfolios, own more than 5% of the capital of the Company. The Founders Group(consisting of the Private Founder and Institutional Investors, includingthose who replace any of them under any legal act such as sale, gift, pledgeand other conduct), Vodafone Group Plc and its subsidiaries, Qatari Governmentand its companies and establishments in which the Qatari Government owns notless (51%) will be exempt from the aforesaid threshold;

 

e) amendArticle 30 of the AoA by adding new board membership conditions;

 

f) amendArticle 53 by:

a. adding arequirement for foreign incorporated companies, and foreign portfolios andfunds to provide documentation setting out the full ownership details uponregistration for attendance at such General Assembly meeting, in order toattend and vote in the General Assembly (whether an ordinary or extraordinaryGeneral Assembly meeting); and

b. setting outa prohibition for shareholders holding shares in breach of the 5% maximumthreshold to vote using shares exceeding the said 5% threshold in the GeneralAssembly (directly or through proxy). The Founders Group (consisting of thePrivate Founder and Institutional Investors, including those whoreplace any of them under any legal act such as sale, gift, pledge and otherconduct), Vodafone Group Plc and its subsidiaries, Qatari Government and itscompanies and establishments in which the Qatari Government owns not less (51%)will be exempt from the aforesaid prohibition.

 

2. Authorised theChairman of the Board, the Vice Chairman, the Company’s Chief Executive Officer(and/or whomever they may delegate) individually to complete the requiredformalities in relation to the aforementioned amendments to the AoA, includingsigning the amended and restated AoA, subject to obtaining the necessaryregulatory approvals, and to agree with the Qatar Financial Markets Authorityon the changes required to the AoA in order to ensure compliance with the newCorporate Governance Rules for Companies and Legal Entities listed on the StockExchange issued by the Qatar Financial Markets Authority Board Decision No. 5of 2016.