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Doha Bank AGM and EGM Approve Increasing the Capital
and Distributing 30% Cash Dividends
March 06, 2017
Doha Bank announced the results of the Ordinary and
Extraordinary General Assembly Meetings held on Sunday 6/3/2017
and has approved the following resolutions:
Extra Ordinary General Assembly of the Shareholders:
1.
The EGM has unanimously agreed to
increase 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 offering 51,674,450 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 March 2017 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.
The EGM has unanimously agreed 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.
The EGM has unanimously agreed to waive the 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.
The EGM has unanimously agreed to waive priority rights of the
eligible shareholder who does not subscribe during the specified
subscription period.
5.
The EGM has unanimously agreed to offer 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.
The EGM has unanimously agreed to list the Rights Issue at Qatar
Exchange in relation to Bank’s raised capital as per QFMA and
any other applicable rules/regulations.
7.
The EGM has unanimously agreed to authorize the Board to deal
with fractional shares that would arise from subscription.
8.
The EGM has unanimously agreed to amend the Article No. (6) of
the Articles of Association of the Bank to reflect the impact of
the aforementioned capital increase to be read as follows:
“The company's capital is QR 3,100,467,024 (three billion, one
hundred million, four hundred sixty seven thousand, twenty four
Qatari Riyals) divided into 310,046,702 (three hundred ten
million, forty six thousand, seven hundred two) ordinary shares.
The nominal value of each share is QR 10 (Ten Qatari Riyals)”.
9.
The EGM has unanimously agreed to
amend Article No. (23) of the Articles of Association of the
Bank to be read 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".
Ordinary General Assembly of the Shareholders:
1
The AGM has unanimously endorsed
the Board of Directors’ Corporate Governance Report for year
2016.
2
The AGM has unanimously endorsed
the balance sheet and the profit and loss accounts for the
financial year ended on 31st of December 2016 and the Board of
Directors “the BOD” recommendation to distribute cash dividends
to shareholders for QR (3) per share.
3
The AGM has unanimously agreed to
discharge the BOD from the liability for the fiscal year 2016
and determined the remuneration for the Board members as per QCB
instructions/ Bank’s internal remuneration policy and would be
paid accordingly.
4
The AGM has unanimously approved
by uncontested election the nomination of the below mentioned
candidates to the membership of the Board of Directors for the
next three years’ term 2017, 2018 and 2019
- Sh. Abdullah Mohammed Jabor Al-Thani.
- Sh. Abdul Rahman bin Mohammed bin Jabor Al Thani
- Fahad Mohammed Jabor Holding Co. Represented by Sh. Fahad bin
Mohammed bin Jabor Al Thani
- Jasim and Falah Trading & Contracting Co. Represented by Sh.
Falah bin Jasim bin Jabor Al Thani
- Mr. Ahmed Abdul Rahman Yousif Obaidan.
- Mr. Hamad Mohammed Hamad Abdullah Al-Mana
- Mr. Ahmed Abdulla Ahmed Al Khal
5
The AGM has unanimously agreed to
appoint “KPMG” to audit the Bank’s accounts for year ending on
31/12/2017 for a fee of QR 2,350,000. The fees include auditing
the Islamic activities, foreign branches accounts, Doha Bank
Assurance Company accounts, Investment fund’s accounts and
periodical reports as per QCB requirements during 2017.
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