Ithmaar Holding B.S.C

Ithmaar Holding B.S.C. announced that it has mutually agreed with GFH Financial Group B.S.C. to terminate discussions regarding the acquisition of Ithmaar's financing and investment portfolios. This decision follows preliminary due diligence and discussions, as the requirements for the execution of the acquisition were not met. There is no expected financial impact from this termination.

Ithmaar Holding B.S.C. has announced that its Board of Directors is collaborating with the major shareholder to develop a plan aimed at improving the company's capital position. This plan may involve a capital injection or other measures and is subject to further review and necessary regulatory approvals. Additional details and the expected financial impact will be disclosed in due course.

The ordinary general assembly meeting of Ithmaar Holding B.S.C. took place on Wednesday, March 26, 2025, at 1:30 PM in the Noble Hall of the Westin City Centre Bahrain Hotel, located in the Seef District, Kingdom of Bahrain. Attendees included notable figures such as His Royal Highness Prince Amr bin Mohammed Al Faisal Al Saud, Mr. Juma Hassan Abo, Sheikh Dr. Osama Bahr, Mr. Maysan Faisal Al Muscati, Mr. Thaqib Mahmood Mustafa, Sheikh Dr. Adel Al Marzouqi, Ms. Fatima Abdullah Mufiz, Mr. Ali Ahmed Ali Mohammed, Mr. Mahesh Balasubramaniam, Mr. Hassan Jassim, Ms. Nouf Al Balushi, Mr. Hussein Mohammed, Ms. Zahra Al Mahfoodh, Ms. Rayan Ali, and Mr. Ahmed Salman, who is the Chairman of the Board of Directors. Additional participants included members of the Board of Directors, the Sharia Supervisory Board, the Chief Executive Officer, the Chief Financial Officer, the Head of Execution and Sharia Coordination, the Head of Legal Affairs, Compliance and Anti-Money Laundering, the Company Secretary, representatives from KPMG as external auditors, representatives from the Islamic Financial Institutions Supervision Directorate of the Central Bank of Bahrain, representatives from the Financial Markets Supervision Directorate of the Central Bank of Bahrain, and a representative from the Ministry of Industry and Commerce.

Ithmaar Holding B.S.C. announced the results of its Board of Directors election held during the Ordinary General Meeting on March 26, 2025, in Bahrain. The elected members by shareholder secret ballot are HRH Prince Amr Mohammed Al Faisal Al Saud (Non-Executive), Tunku Yaacob Khyra (Independent), Dr. Amani Khaled Bouresli (Independent), and Ms. Elham Ebrahim Hasan (Independent). Additionally, major shareholders appointed Sheikh Mohamed Abdullah El Khereiji (Non-Executive) and Mr. Juma Hasan Abul (Executive) in accordance with the Commercial Companies Law.

Ithmaar Holding B.S.C held its Annual General Meeting on March 26, 2025, achieving a quorum of 52.48%. The meeting approved several agenda items, including the minutes from the previous meeting, the Directors’ Report, the Sharia Supervisory Board’s Report, and the External Auditors’ Report for the financial year ending December 31, 2024. The company's consolidated financial statements for the same period were also approved. Additionally, the allocation of USD 1,046,000 to statutory reserves and USD 9,413,000 to accumulated losses was sanctioned, pending regulatory approvals. Transactions with related parties were reported, and the Board’s Corporate Governance report and compliance with regulatory requirements were approved. The Board of Directors was discharged from liability for the year 2024. The meeting also involved the election and appointment of new Board members and Sharia Supervisory Board members for the period 2025-2028. The benefits and remuneration of the Sharia Supervisory Board for 2025 were approved, and the appointment of external auditors for 2025 was authorized, subject to regulatory approval. Other matters were addressed as per Article 207 of the Bahrain Commercial Companies Law.

Ithmaar Holding B.S.C. has announced that its Board of Directors will meet to review and approve the financial results for the period ending 31 March 2025. The meeting is scheduled for Wednesday, 14 May 2025, at 2:00 pm.

Ithmaar Holding B.S.C. is inviting its shareholders to attend the Annual Ordinary General Meeting on March 26, 2025, at The Westin City Centre Bahrain Hotel. If a quorum is not met, subsequent meetings are scheduled for April 6 and April 13, 2025, at the same location and time. The agenda includes approving the minutes from the previous meeting, discussing and approving the Directors’ and Sharia Supervisory Board’s reports, reviewing the External Auditors’ report, and approving the Consolidated Financial Statements for 2024. The Board recommends transferring USD 1,046,000 to statutory reserves and USD 9,413,000 to accumulated losses, subject to regulatory approvals. The meeting will also cover transactions with related parties, discuss corporate governance compliance, and discharge the Board of Directors from liability for 2024.

Ithmaar Holding B.S.C. has announced the candidates for its Board of Directors for the 2025-2028 term. The candidates are HRH Prince Amr Mohammed Al Faisal Al Saud, Tunku Yaacob Khyra, Dr. Amani Khaled Bouresli, Ms. Elham Ebrahim Hasan, Dr. Jehad El-Nakla, Mr. Husain Abdulhameed Alshehab, and Mr. Ali Ghaleb Beshara. The election will take place during the Ordinary General Meeting on 26 March 2025 at The Westin City Centre Bahrain Hotel. Additionally, two other board members will be appointed by major shareholders as per the Commercial Companies Law.