Doha Bank Announces the Agenda for Its AGM and EGM Expected on 6/3/2017

 

February 19, 2017

 

The Board of Directors of Doha Bank called on its shareholders to attend the Extra Ordinary and Ordinary General Assembly Meeting of the Shareholders, which will be held at 04:00 PM on Monday 6/3/2017 in Head Office Tower – West Bay – floor no. (1). However, if the required quorum is not attained, a second meeting will be held on Monday 13/3/2017 at the same time and venue to look into:

 

The EGM Agenda:

1.         To approve an increase in the bank’s capital from QR 2,583,722,520 to up to QR 3,100,467,024 (representing an increase of 20% from the current paid-up share capital) by way of offering51,674,450 new ordinary shares for subscription to Doha Bank’s eligible shareholders who are registered in the shareholders’ register with Qatar Central Securities Depository (QCSD) at the close of trading on Wednesday 15th of March2017 and the holders of subscription rights, at a price of QR (25) per share representing a premium of QR (15) in addition to a nominal value of QR (10) per share.

2.         To grant the Board of Directors of Doha Bank and those authorized by the Board full authority to execute this issuance and to determine the time and the related terms and conditions, deal with unsubscribed shares and any other issue that may arise during the subscription process, after obtaining the approval of QFMA, the Ministry of Economy and Commerce and any other related competent authority.

3.         To approve waiving priority rights of eligible shareholders to third parties who would be the holders of those rights as a result of buying the subscription rights from the shareholders as per QFMA rules and commercial companies by law No. (11) of year 2015.

4.         To approve waiving priority rights of the eligible shareholder who does not subscribe during the specified subscription period.

5.         To approve offering the unsubscribed shares by eligible shareholders and the holders of subscription rights for public subscription in accordance with QFMA and any other applicable rules/regulations.

6.         To approve listing the Rights Issue at Qatar Exchange in relation to Bank’s raised capital as per QFMA and any other applicable rules/regulations.

7.         To authorize the Board to deal with fractional shares that would arise from subscription.

8.         To approve amending Article No. (6) of the Articles of Association of the Bank to reflect the impact of the aforementioned capital increase.

9.         To approve amending Article No. (23) of the Articles of Association of the Bank as follows:

"The company’s board of directors consists of (9) nine members. The ordinary General Assembly elects (7) seven members by secret ballot and (2) two members are appointed as independent members, according to the law and the instructions of Qatar Central Bank".

The AGM Agenda:

1.         Hearing the report of the Board of Directors on the Bank’s activities and its financial position for the financial year ended on 31/12/2016 and discussing the Bank’s future plans.

2.         To discuss and endorse the Board of Directors’ report on Corporate Governance for the year 2016.

3.         Hearing the External Auditors’ report on the balance sheet and the accounts presented by the Board of Directors for the financial year ended on 31/12/2016.

4.         To discuss and endorse the balance sheet and the profit & loss account for the financial year ended on31/12/2016 and approve the Board’s recommendation for distributing cash dividends of QR (3) per share to the shareholders.

5.         Discharging the Board of Directors from the responsibility for the year 2016 and determining their remuneration.

6.         To elect the members of Board of Directors for the next three years 2017, 2018 and 2019.

7.         Appointing the External Auditor for the financial year 2017 and determining their audit fees.