Invitation to attend the Annual Ordinary General Meeting

The Board of Directors of National Finance Co. SAOG (the “Company”) are pleased to invite the shareholders for the Company’s Annual Ordinary General Meeting (“AGM”) to be held at 3 PM, on Thursday the 30^th of March 2023, through the electronic platform for holding General Meetings, which can be accessed through Muscat Clearing and Depository Company (“MCDC”) website (www.mcd.gov.om). In the event that the quorum for the first AGM is not met, the date of the second AGM will be on Wednesday, the 5^th of April 2023, at 3 PM, through the aforesaid electronic platform to consider the following agenda:

1. To consider and approve the report of the Board of Directors’ on Company’s activity and its financial position for the financial year ended 31^st December 2022.

2. To consider and approve the report of the Board of Directors’ on corporate governance for the financial year ended 31^st December 2022.

3. To approve the Board evaluation report of the financial year ended 31^st December 2022.

4. To consider the statutory auditors’ report and to approve the financial statements and the profit and loss account for the financial year ended 31^st December 2022.

5. To consider and approve distribution of cash dividend to the shareholders as on the date of the meeting at the rate of 8 baizas per share.

6. To consider and approve distribution of bonus shares to the shareholders as on the date of the meeting at the rate of 6% (6 additional shares for every 100 shares held by the shareholders at face value). This distribution will result in an increase in the number of shares of the Company's capital from 541,230,454 shares to 573,704,281 shares.

7. To approve the sitting fees paid to Directors’ for attending meetings of the Board and sub committees for the previous financial year and to determine the Directors’ sitting fees for the upcoming financial year, as per (Annexure ‘A’).

8. To consider and approve the proposed Directors Remuneration of RO 300,000/- for the financial year ended on 31^st December 2022.

9. To ratify the transactions carried out with related parties during the financial year ended 31^st December 2022(Annexure ‘B’).

10. To ratify the amounts paid towards social responsibility activities during the year ended 31^st December 2022, as per (Annexure ‘C’).

11. To consider the allocation of an amount of RO 150,000/- for Corporate Social Responsibility for the financial year ending 31st December 2023.

12. To elect the Board of Directors for a new term of office (from the shareholders and/or non-shareholders). Any person wishing to be elected to the Board of Directors may fill out the nomination form that can be obtained from the company’s head office. The completed form should be delivered to the company at least 5 days prior to the Annual Ordinary General Meeting, not later than Thursday, 23^rd March 2023. The nomination form will not be accepted after this date. The candidate must satisfy the company’s board membership requirements.

13. To appoint statutory auditors for the financial year ending 31^st December 2023 and determine their fees.

Pursuant to the Company’s articles of association and general meeting regulations, through modern technology means issued by the Capital Market Authority, we would like to draw your attention to the following:

1. A juristic person, exclusively, has the right to authorize a natural person to attend the general meeting and vote on its behalf through technical means, provided that this natural person has an investor number in MCDC.

2. Voting on any of the items on the agenda begins no more than three days before the date set for the Meeting until the end of the voting process on the day of the meeting, and in the event that the shareholder’s balance is increased or decreased, the voting process will be invalid, and he must re-vote again on the day of the Meeting.

For further information, please contact on telephone No 99609667 or email: r.panneerselvam@nationalfinance.co.om

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