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AL MAZAYA HOLDING COMPANY K.S.C.P. AND ITS SUBSIDIARIES
            NOTES TO INTERIM CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED)
            SEPTEMBER 30, 2023
            (All amounts are in Kuwaiti Dinars)

               d)  The recommendation to the Extraordinary General Assembly to discuss the approval of increasing the capital of
                   Al  Mazaya  Holding  Company  K.S.C.P.  from  KD  48,474,817  to  KD  52,556,117  distributed  over  525,561,174
                   ordinary shares, through in-kind increase amounting to KD 4,081,300, equivalent to an increase of approximately
                   8.4% of the company’s total authorized, issued and paid up capital by issuing and allocating 40,813,008 new
                   ordinary shares with a par value of 100 fils per share and without a share premium, while having the current
                   shareholders of  Al  Mazaya Holding  Company  K.S.C.P.  (the  merging  company)  waiving  their  priority  right  in
                   subscribing to the capital increase shares, provided that the entire shares related to the capital increase will be
                   allocated to the shareholders of First Dubai Real Estate Development Company K.S.C.P. (the merged company)
                   – apart from the shares owned by Al Mazaya Holding Company K.S.C.P in First Dubai Real Estate Development
                   Company K.S.C..P. - which are registered in the register of shareholders of First Dubai Real Estate Development
                   Company K.S.C.P. as on the record date, with a Share Swap Rate of (0.497 shares) of Al Mazaya Holding
                   Company K.S.C.P. (Holding) in exchange for (1) share of First Dubai Real Estate Development Company K.S.C.P.,
                   in addition to authorizing the Board of Directors and/or Executive Management to determine the timetable for stock
                   entitlements to execute the resolution of increasing the company’s capital allocated to the shareholders of First
                   Dubai Real Estate Development Company K.S.C.P. and to amend the timetable for stock entitlements, as well as
                   taking the necessary actions regarding shares fractions.

               e)  The recommendation to the Extraordinary General Assembly to discuss the amendment of Article (5) of the
                   Memorandum of Incorporation and Article (6) of the Articles of Association regarding the increase of the company’s
                   capital as a result of the merger from KD 48,474,817 distributed over 484,748,166 shares to KD 52,556,117
                   distributed over 525,561,174 shares.

               These recommendations are subject to the approval of the Parent Company’s Extraordinary General Assembly and
               the relevant regulatory authorities.















































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