Boubyan Petrochemical Co. KSC

Ticker: BPCC

Meeting date: 21/12/2022

Meeting type: Extraordinary Shareholders

	Proposal	Mgt rec	Vote
Management proposals
1	Ratify Merger Contract by Way of Amalgamation with Educational Holding Group Co K.S.C.P. Along with All Appendices Upon Obtaining Authorities Approvals Vote rationale: Mergers, acquisitions and other corporate transactions should maximise shareholder returns. When evaluating corporate transactions, we will also consider whether there is sufficient transparency to make a fully informed decision, whether all shareholders are treated equitably, and whether there are any unnecessary conflicts of interest. Global Voting Guidelines	For	Against
2	Approve Merger Between Boubyan Petrochemical Co K.S.C.P as the Merging Entity by Way of Amalgamation with Educational Holding Group Co K.S.C.P. as the Merged Entity Vote rationale: Mergers, acquisitions and other corporate transactions should maximise shareholder returns. When evaluating corporate transactions, we will also consider whether there is sufficient transparency to make a fully informed decision, whether all shareholders are treated equitably, and whether there are any unnecessary conflicts of interest. Global Voting Guidelines	For	Against
3	Approve Continuation of Trading of Company's Shares in the Boursa Kuwait after the Merger, Publishing the Merger in the Boursa Website, Official Gazette and Annotation in Commercial Registry Vote rationale: Mergers, acquisitions and other corporate transactions should maximise shareholder returns. When evaluating corporate transactions, we will also consider whether there is sufficient transparency to make a fully informed decision, whether all shareholders are treated equitably, and whether there are any unnecessary conflicts of interest. Global Voting Guidelines	For	Against
4	Approve Reduction in Issued and Paid Up Share Capital by Cancelling Part of the Treasury Shares Vote rationale: Mergers, acquisitions and other corporate transactions should maximise shareholder returns. When evaluating corporate transactions, we will also consider whether there is sufficient transparency to make a fully informed decision, whether all shareholders are treated equitably, and whether there are any unnecessary conflicts of interest. Global Voting Guidelines	For	Against
5	Amend Article 6 of Memorandum of Association and Article 5 of Articles of Association to Reflect Changes in Capital Vote rationale: Mergers, acquisitions and other corporate transactions should maximise shareholder returns. When evaluating corporate transactions, we will also consider whether there is sufficient transparency to make a fully informed decision, whether all shareholders are treated equitably, and whether there are any unnecessary conflicts of interest. Global Voting Guidelines	For	Against
6	Approve Increase in Issued and Paid Up Capital by Way of a Private Placement to be Allocated to Shareholders of Educational Holding Group Co K.S.C.P. and Authorized Board to Ratify and Execute Approved Resolution Vote rationale: Mergers, acquisitions and other corporate transactions should maximise shareholder returns. When evaluating corporate transactions, we will also consider whether there is sufficient transparency to make a fully informed decision, whether all shareholders are treated equitably, and whether there are any unnecessary conflicts of interest. Global Voting Guidelines	For	Against
7	Amend Article 6 of Memorandum of Association and Article 5 of Articles of Association to Reflect Changes in Capital Vote rationale: Mergers, acquisitions and other corporate transactions should maximise shareholder returns. When evaluating corporate transactions, we will also consider whether there is sufficient transparency to make a fully informed decision, whether all shareholders are treated equitably, and whether there are any unnecessary conflicts of interest. Global Voting Guidelines	For	Against

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