Jan, 19 2020

Amanat Board of Directors Meeting

Amanat Holdings' Board of Directors Meeting took place on Sunday, 19 January 2020 at 03:00 pm

Agenda
1. Presentation and discussion of a potential investment opportunity; and
2. Other ordinary business.

Resolutions
1. The Committee:
a. Formation of a special steering committee (“Committee”) to consider the potential investment opportunity (“Transaction”) for the Company to acquire a strategic stake in VPS Healthcare Group (“VPS Group”);
b. The Committee is instructed to pursue the assessment of the Transaction and to communicate with VPS Group regarding the terms of the Transaction;
c. The Committee is authorized to:
i. appoint external advisors;
ii. appoint an independent valuer, in order to evaluate the Transaction as stipulated under Article (152) of the Commercial Companies Law, as the Transaction is deemed a related party transaction;
iii. communicate and liaise with the Securities and Commodities Authority (“SCA”) and other regulators and governmental bodies to obtain all necessary approvals required for the Transaction; and
iv. enter into initial agreements and memoranda of understanding with VPS group.

2. Transaction:
a. Approved the Transaction in principle, having considered the legal structuring options and the financial considerations for the Transaction; and
b. Approved the initial offer of the Transaction subject to customary legal, financial and commercial due diligence, and then to obtain the approval of the Company's shareholders and the various regulatory authorities.

3. Other ordinary matters that have no impact on the Company’s share.