FIMBank plc – Approval of Resolutions at the Annual General Meeting 2017

May 12, 2017
|In Company Announcements
|By Jesmond Mizzi Financial Advisors

 The Annual General Meeting of the Bank was held at the Hilton Malta, St. Julian’s, Malta on Thursday, 11 May 2017. The Members were referred to the Agenda of the Meeting as contained in the Notice to Members dated 18 April 2017, as well as other documentation mailed out to them which may be viewed at www.fimbank.com. The Members considered and approved the following resolutions

Ordinary Resolutions

1. The Audited Accounts for the Financial Year ended 31 December 2016, together with the Report of the Directors, the Corporate Government Statement, the Remuneration Report and the Report of the Auditors thereon.

2. The appointment of KPMG Registered Auditors as auditors and the authority of the Board of Directors to fix their remuneration.

3. The maximum aggregate emoluments of the Directors for the Financial Year Ending 31 December 2017 be fixed at USD 450,000.

4. The appointment of the following persons as Directors: John C. Grech, Masaud M. J. Hayat, Majed E. Al-Ajeel, Eduardo Eguren Linsen, Adrian Alejandro Gostuski, Rabih Soukarieh, Mohamed Fekih Ahmed, Rogers David LeBaron, Osama Talat AlGhoussein, Hussain Abdul Aziz Lalani, Edmond Brincat.

 Special business – Ordinary Resolutions

5. The authority to issue bonus ordinary shares of a nominal value of USD 0.50 per share in the ratio of 1:80 (bonus shares: ordinary shares held) to those Members on the register of the Central Securities Depository of the Malta Stock Exchange as at the Record Date (11 April 2017) by means of a capitalisation of not less than USD 1,900,000 from the Company’s share premium account.

6. The authority to make one or more rights issues over a period of three (3) years to raise in aggregate a minimum of USD 100,000,000 (the “Rights Issues”) by the issuance of ordinary shares to its Members on such terms and conditions as may be determined by the Board of Directors.

Special Business – Extraordinary Resolutions

7. The authority to the Board of Directors of the Company to restrict or withdraw Statutory PreEmption Rights of the Company’s Equity Securities holder for as long as the Board of Directors remains authorised to issue and allot Equity Security.

8. The amendment to Article 7 of the Memorandum of Association of the Company to read as follows: “7. The administration and management of the Company shall be vested in a Board of Directors consisting of not less than five (5) and not more than eleven (11) Directors who shall be elected in accordance with the Articles of Association of the Company.”

The Audited Financial Statements of the Company are available to the public and may also be viewed at www.fimbank.com.