Resolutions of the Ordinary General Assembly

RNS Number : 4782Z

Commercial Intnl Bank (Egypt) SAE

14 March 2017

 

CIB Ordinary General Assembly

14 March 2017

Resolutions Summary

First

Board of Directors Report

The General Assembly discussed and approved the presented Board of Directors' Report for the financial year ended 31/12/2016.

Second

External Auditors Report

The General Assembly was advised with the External Auditors' Report on CIB's Financial Statements for the year ended 31/12/2016.

Third

Financial Statements for the Year Ended 31/12/2016

The General Assembly approved the Financial Statements for the year ended 31/12/2016.

Fourth

2016  Proposed Profit Distribution

                                                                                 Egyptian Pounds

                                                                                     In thousands

    Available Net Profit for Distribution                             5,948,258

                                                                                         ===========   

To be distributed as follows:

·   Legal Reserve                                                                297,444     

·   General Reserve                                                           4,300,607

·   Shareholders' Dividends                                                576,933

·   Staff Profit Share                                                           594,826

·   Board of Directors' Remuneration                                   89,224

·   CIB Foundation                                                              89,224

    =========== 

     5,948,258

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Resolutions Outline (Con't)

CIB Ordinary General Assembly 14 March 2017

The General Assembly approved the Profit Share Distribution for the year 2016 and delegated the Board of Directors to approve the guidelines for the profit share distribution to the Bank's staff.  Dividends of EGP 0.50 per stock was approved and will be paid to the shareholders on Thursday, 6 April 2017.

Fifth

Releasing Board Members for the Year 2016

The General Assembly approved releasing members of the Board of Directors for the Financial Year ended 31/12/2016 and approved their board meetings attendance remuneration for the year 2017 to be EGP 75,000 to be paid directly to each member.

Sixth

Appointment of the External Auditors

Based on the recommendation of the Bank's Audit Committee and as concurred by the Board of Directors, the General Assembly approved appointing Mr. Hassan Bassiouni El Bashah, Partner, (KPMG & Hazem Hassan Public Accountants and Consultants) and Mr. Kamel Magdy Saleh, Managing Partner (Deloitte - Saleh, Barsoum & Abdel Aziz Auditing Firm) as the Bank's External Auditors for the Financial Year 2017.

The General Assembly approved the 2017 external auditing fees to be as follows and divided equally between the two auditors for rending the following services:

·     EGP 1,056,000 for auditing annually and quarterly the Bank's Financial Statements and issuing the related audit reports as required by the Central Bank of Egypt and the Egyptian Financial Supervisory Authority.

·     EGP 480,000 for auditing annually and quarterly the Consolidated Financial Statements and issuing the related audit reports as required by the Central Bank of Egypt and the Egyptian Financial Supervisory Authority.

Seventh

Authorization to Donate

The General Assembly approved authorizing the Board of Directors to effect donations during the year 2017 for over EGP 1000 each in accordance to Article 101 of Companies' Law 159 for 1981.

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Resolutions Outline (Con't)

CIB Ordinary General Assembly 14 March 2017

Eighth

2017 Compensation for the Board's Committees

Based on the recommendation of the Governance and Compensation Committee and the approval of the Board, CIB Ordinary General Assembly was advised of the approved 2017 remuneration for the Audit Committee Members to be a net of EGP 72k for the chairperson of the committee and EGP 60k for each member.

Ninth

Electing Directors for the Board Term (2017-2019)

In compliance with the Board Directorship Nomination Process as stipulated by the governing articles of the prevailing laws and the Bank's Statute, the General Assembly unanimously elected the following nominees to serve as directors of CIB Board for its coming Board Term (2017-2019).  Based on such decision, the Board composition shall be as follows

·    Mr. Amin Hisham Ezz Al-Arab

·    Mr. Jawaid Ahmed Mirza

·    Dr. Sherif Hussein Kamel

·    Mr. Yasser Zaki Hashem

·    Mr. Mark William Richards

·    Mr. Bijan Khosrowshahi

The General Assembly was informed that Dr. Medhat Hassanien has withdrawn his candidacy on CIB's Board. The General Assembly was also informed that the Central Bank of Egypt has approved the appointment of Mr. Hussein Abaza  as a member of the Board of Directors and Chief Executive Officer of the bank.

Tenth

Dealing with Related Parties

The General Assembly approved management's request to continue the contractual relationships with both Dr. Zaki Hashem & Partners Attorney at Law Firm and the Egyptian Company for Services & Collection Ltd. Such request was based on the vast experience and professional expertise of both entities to provide the Bank with proficient legal services pertaining to the execution of verdicts issued in favor of the Bank vs. problematic customers and the collection of prolonged outstanding debt.

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