REG - Commercial Int Bank - Notice of AGM

Commercial International Bank Egypt CIBAnnouncement

20/02/2024 07:00

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RNS Number : 7479D  Commercial Intnl Bank (Egypt) SAE  20 February 2024

Commercial International Bank - Egypt (CIB) S.A.E.

Authorized Capital:    EGP 100 Billion

Issued and Paid-in Capital: EGP 30,195,010,000
Head Office: Nile Tower Building

21/23 Charles de Gaulle St., Giza,

C.R. 69826 Giza

 

Invitation to the Ordinary General Assembly

 

The Board of Directors of the Commercial International Bank - Egypt (CIB)
S.A.E cordially invites the Bank's shareholders to attend the Ordinary General
Assembly to be held Monday, March 25, 2024 at 2:00pm. The meeting will be held
at the Bank's premises in the Financial District, Smart Village, Zone F10,
Building B-219, (Km 28 Cairo-Alex. Desert Road).

 

In accordance to Article "73" of the Companies Law 159 of 1981 and its
amendment Law 4 of 2018 and in compliance with the Central and Banking System
Law 194 of 2020 and Article "39" of the Bank's Statutes, the General Assembly
will be held and participated in via virtual means, using "E-magles" Platform.
Shareholders are to attend the assembly in person or via the above mentioned
platform - which is considered an authentic attendance.

 

Shareholders voting on the items of the agenda should be via "E-magles"
Platform. that platform.

 

Shareholders who wish to attend virtually or in person should register using
the following link or the QR Code starting Monday, March 4, 2024.

 

For attendance and voting purposes, blocking shares certificates, powers of
attorney, and attendance authorizations are to be sent via the same link or QR
Code down below.

rebrand.ly/cibbank
(file:///C%3A/Users/disacr/AppData/Local/Microso%23%0dft/Windows/INetCache/Content.Outlook/RHICI2IJ/rebrand.ly/cibbank)

 

 

Shareholders can start voting via E-magles Platform as of Wednesday, March 20,
2024.

 

 

The Ordinary General Assembly Agenda:

 

The Assembly shall meet to consider the following items on the agenda:

 

 

 

 

(1)    Approve the Board of Directors' Report for the FY 2023.

 

(2)    Approve the Governance Report with its associated Auditors' Reports
for the FY 2023.

 

(3)    Approve the Auditors' Reports on the separate and consolidated
financial statements for the FY 2023.

 

(4)    Ratify the separate and consolidated financial statements for the FY
2023.

 

(5)    Approve the Appropriation Account for the FY 2023 and delegate the
Board to set and approve the guidelines for the staff profit share
distribution.

 

(6)    Approve the increase of the issued and paid in capital by
(23,657,000) shares, from EGP 30,195,010,000 to EGP 30,431,580,000 - an
increase of EGP 236,570,000 - in order to fulfill the bank's obligations
pertaining to "Year 15" of the "Promise to Sell - Employees' Stock Ownership
Plan" approved by the Financial Regulatory Authority and to delegate the Board
of Directors - subject to the approval of the Central Bank of Egypt - to amend
articles "Six" and "Seven" of the Bank's statues to reflect the above increase
in the issued capital. Procedures for said increase will pursue after the
approvals of the relevant authorities.

 

(7)    Approve the changes to the Board of Directors' composition since the
last General Assembly held March 20, 2023.

 

(8)    Discharge the Chair and Members of the Board from all liabilities
with regard to the Bank's activities during the FY 2023.

 

(9)    Approve the proposed Board and Board's Committees annual allowance
and remuneration for the Non-Executive Directors for the FY 2024.

 

(10)  Approve the appointment of the External Auditors and approve the
proposed fees for the FY 2024.

 

(11)  Authorize the Board of Directors to effect donations exceeding EGP 1000
during the FY 2024 and ratify all donations made during the FY 2023.

 

(12)  Authorize the Non-Executive Directors of the Board to assume full time
jobs in other shareholding companies.

 

Please note the following:

 

First:         Each shareholder is entitled to attend the General
Assembly meeting in person or by a power of attorney or written authorization
to another shareholder, other than CIB's Board Members.  Any shareholder is
not entitled to represent in the form of proxies more than 10% of the total
Bank shares and 20% of the shares represented at the Meeting.

 

 

Second:     For attendance purposes, each shareholder is requested to
present through the link on the E-magles Platform a certificate accompanied by
statement of blocked shares issued by an authorized custodian confirming
blocking of shares at least three days prior the meeting date.

 

Third:       Detailed statements and documents - as stipulated in
articles 219, 220 and 221 of the Executive Regulations of Law No. 159/1981 -
will be available at the Bank's Financial Controls Department, Head Office,
during the Bank's official working hours for the perusal of all shareholders.

 

Fourth:     Any inquiry concerning the General Assembly Agenda items should
be addressed in writing to the Bank's Financial Controls Department, Head
Office, via registered mail or hand delivered against a receipt, at least
three days prior the Assembly date.  Only items pertaining to the stated
agenda shall be discussed during the meetings.

 

Fifth:        The resolutions of the Ordinary General Assembly shall be
issued by the absolute majority of the shareholders' votes represented in the
meeting without prejudice to any other voting requirements stipulated in the
relevant regulations.

 

Sixth:        If the legal quorum of the Ordinary General Assembly is
not attained, a second meeting will take place Tuesday, March 26, 2024 at 2:00
pm at the same venue.  The second meeting of the Ordinary General Assembly
shall be considered valid regardless of the number of shares represented
therein.

 

 

 

 

 

 

Chairman of the Board

Amin Hisham Ezz Al-Arab

 

 

 

 

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