OMAN NATIONAL INVESTMENT CORPORATION HOLDING SAOG

NOTICE OF EXTRAORDINARY GENERAL MEETING

The Board of Directors of Oman National Investment Corporation Holding SAOG (the “Company”) is pleased to invite all the shareholders to an Extraordinary General Meeting of the Company to be held on 31 May 2015, at 3 p.m. at the Grand Hyatt Hotel, Muscat (Afrah Ballroom)  to discuss the following agenda:

1. 1.                 To approve the dissolution of the Company and its merger (the “Merger”) by incorporation into Oman International Development and Investment Company SAOG (“OMINVEST”), and to authorise the Board of Directors of the Company to complete all the formalities with the concerned authorities in respect of the Merger, the details of which are set out in the attached Information Memorandum (Annexure 1).
2. 2.                 To approve the Merger consideration for the Company’s shareholders being 1.052 shares for every 1 share held by each shareholder of the Company and to authorise the Board of Directors to determine the effective date of the Merger.

Pursuant to the Articles of Association of the Company, each shareholder is entitled to give a written proxy to another person to attend the meeting and vote on his/her behalf at the EGM, provided that such delegation be stated on the proxy form enclosed with the EGM notice. With regards to natural persons, they must enclose with the proxy form a copy of the identity card for adults, or of the passport for females and minors who do not have an identity card; as for non-Omanis, a copy of the resident card or passport is required. As for legal persons, the proxy form must be signed by an authorised signatory of the company and stamped by the company’s seal and attached thereto a copy of the company’s commercial registration certificate and authorised signatories form.

Respected shareholders may kindly attend at the EGM venue at least half an hour before the meeting.

If you wish to appoint a proxy, please complete and submit the attached Proxy Form to the Company office.

For queries please contact Mr. Mohammed Al Rahbi at Phone No +968 24762015