(1)    Approval by way of Special Resolution of the following items altogether as one agenda item:

(a)    the proposed merger of the Company with Emaar Properties PJSC through the issuance and allotment of (0.51) new shares in Emaar Properties PJSC shares for every one (1) share in the Company except the shares registered in the name of the Emaar Properties PJSC (the “Merger”);

(b)    the terms of the merger agreement (as amended);

(c)    the appointment of EY Consulting L.L.C. as independent valuer;

(d)    the valuation of the Company and Emaar Properties (PJSC);

(e)    the dissolution of the Company, and for Emaar Properties PJSC to become the legal successor of the Company in all rights and obligations; and

(f)     the authorisation of the Board of Directors of the Company, or any person so authorised by the Board of Directors, to take any action as may be necessary to implement the Merger and dissolve the Company.