Amlak Finance P.J.S.C

On June 30, 2025, Amlak Finance PJSC held a General Assembly meeting chaired by Mr. Jamal Hamed Almarri at Kempinski the Boulevard, with a quorum of 61.63% of the total attendance. The meeting resolved two key decisions: First, to approve the transfer of AED 307,392,000 from the legal reserve and AED 99,265,000 from the special reserve as of December 31, 2024, to partially offset accumulated losses, pending approval from relevant authorities. Second, to approve the strategic decision to exit the company's real estate finance portfolio through various means, including the sale of financing contracts to other financial institutions and mutual agreements with customers. The Board of Directors or authorized persons are empowered to approve these transactions and offer necessary discounts and waivers. The meeting concluded with the authorized signatory, Lama Takieddin, Head of Governance and Company Secretary, confirming the results.

The letter, dated 24 June 2025, is addressed to Mr. Hamed Ahmed Ali, the CEO of the Dubai Financial Market. It references an upcoming General Meeting scheduled for 30 June 2025. Due to an official holiday on 27 June 2025, it is noted that shareholders registered by 26 June 2025 will have the right to vote at the meeting. The letter is signed by Lama Takieddin, Head of Corporate Governance and Board Secretary, with a copy sent to the Securities & Commodities Authority.

The letter, dated June 9, 2025, from Lama Takieddin, Head of Corporate Governance and Board Secretary, addressed to Mr. Hamed Ahmed Ali, CEO of the Dubai Financial Market, discusses the recent increase in the company's share price. The increase is attributed to a disclosure on the Dubai Financial Market website about the company's Board of Directors meeting on May 29, 2025. During this meeting, the Board decided to proceed with the sale of the Ras Al Khor plots to Emaar Development PJSC for AED 2.9 billion. The company assures that no undisclosed material information exists and reiterates its commitment to transparency and compliance with disclosure and governance standards. A copy of the letter was also sent to the Securities & Commodities Authority.

The Board of Directors of Amlak Finance PJSC invites its shareholders to attend a General Meeting on June 30, 2025, at 3:00 PM, either remotely or in person at Kempinski the Boulevard, Downtown Dubai. The meeting will discuss two special resolutions: 1. Approval to transfer the legal and special reserve balances, totaling AED 307,392,000 and AED 99,265,000 respectively as of December 31, 2024, to partially offset accumulated losses, pending regulatory approval. 2. Approval of a strategic decision to exit the company's real estate finance portfolio through various means, including selling financing contracts to other institutions and exiting contracts through mutual agreements with customers. The Board, or an authorized person, is empowered to approve such transactions and offer necessary discounts and waivers. Shareholders can register to attend electronically from June 27, 2025, at 10 AM until June 30, 2025, at 10 AM via www.smartagm.ae. Shareholders may delegate someone to attend on their behalf, excluding Directors, through a written proxy. A proxy cannot represent more than 5% of the company's share capital. Minors or legally incapacitated shareholders must be represented by their legal representatives. The proxy signature must be approved by a recognized entity.

On May 29, 2025, Amlak Finance P.J.S.C held a board meeting attended by all seven members, achieving full quorum. The board decided to proceed with the sale of Ras Al Khor lands, following the General Assembly's approval on March 24, 2025. Details of the transaction are included in the disposal disclosure form. Additionally, the board called for a General Meeting on June 30, 2025, pending approval from the Securities and Commodities Authority, to discuss transferring the balance of Legal and Special Reserves as of December 31, 2024, to partially offset accumulated losses.

A meeting for Amlak Finance PJSC is scheduled for Thursday, 29 May 2025, at 3:30 PM. The agenda includes discussing the execution of the sale of the company's plots in Ras Al Khor, convening a General Meeting to address transferring the balance of the Legal and Special Reserves as of December 31, 2024, to partially offset accumulated losses, approving the company's exit from the real estate finance portfolio through various means, and discussing normal business activities and updates. The authorized signatory for this meeting is Lama Takieddin, Head of Corporate Governance and Company Secretary.

The document outlines that Amlak Finance PJSC has prepared a report in compliance with the SCA Board of Directors' Decision No. (32/R.M.) of 2019, which requires listed companies with accumulated losses of 20% or more of their paid-up capital to disclose relevant information. As of Q1 2025, Amlak's accumulated losses amount to AED 513 million, representing 34% of its paid-up capital. These losses primarily stem from the fair value loss of investment properties, which have been reduced from AED 2.3 billion in 2020 to AED 258 million in 2023. In 2024 and early 2025, losses from foreign currency translation reserves were reclassified to accumulated losses due to repatriation of funds from its Egyptian subsidiary to the UAE. Amlak is negotiating with financiers to exit the Common Terms Agreement to enhance operational flexibility and pursue growth opportunities. A repayment agreement has been reached, aiming to settle outstanding obligations by 2026 through asset sales. Shareholders approved this strategy in March and April 2025, allowing the sale of certain investment properties and investments outside the UAE. These actions are intended to address accumulated losses and strengthen Amlak's financial position.

Amlak Finance announced its financial results for Q1 2025, reporting a net profit after income tax of AED 28 million, a 4% increase from the previous year. The company's total assets are AED 2.42 billion, and it completed debt restructuring in March 2025. Total revenue increased by 15% to AED 76 million, while revenue from financing and investing activities decreased by 35% to AED 22 million. Operating costs decreased by 18% to AED 18 million, and the cost of distribution to financiers was reduced to AED 14 million. Amlak repaid AED 35 million to financiers and has settled 91% of its Islamic deposit liabilities. The company secured financier approval for a restated Common Terms Agreement and shareholder approval for the sale of plots in Ras Al Khor. Investments contributed AED 3 million in income during the quarter.