Notice of AGM and EGM
Commercial International Bank (Egypt) S.A.E.
Authorized Capital: EGP 20 Billion
Issued and Paid-in Capital: EGP 5,901,443,600
Head Office: Nile Tower Building
21/23 Charles de Gaulle St., Giza,
C.R. 69826 Giza
Invitation To The Ordinary General Assembly and
the Extraordinary General Assembly
The Bank's Board of Directors cordially invites the shareholders to attend the Ordinary General Assembly to be held Monday, 21 March, 2011 at 02:30 P.M. to be followed by the Extraordinary General Assembly. The meetings will be held in Aida Ballroom, Cairo Marriott Hotel, 16 Saray El Gezera St., Zamalek, Cairo, to deliberate the following Agenda:
First: Ordinary General Assembly
(1) Board of Directors' Report for the financial year ending 31/12/2010.
(2) Auditors' Report on the financial statements for the year ending 31/12/2010.
(3) Approving the Financial Statements for the year ending 31/12/2010.
(4) Approving the Appropriation Account for the year 2010.
(5) Releasing Members of the Board of Directors for the financial year ending 31/12/2010 and determining their remuneration for the year 2011.
(6) Appointing the External Auditors for the financial year ending 31/12/2011 and determining their fees.
(7) Authorizing the Board of Directors to effect donations during 2011.
(8) Advising shareholders of the annual remuneration of the Board Committees for the year 2011 as approved by the Board of Directors according to the recommendation of the Governance and Compensation Committee.
(9) Appointing Directors of the Board for the term 2011 to 2013.
Second: Extraordinary General Assembly
(1) Approving the implementation of the Employee Stock Ownership Plan (ESOP) for another 5 years from 2011 to 2015 with the same terms as approved by the Extraordinary General Assembly on 26 June 2006.
(2) Approving bonds issuance for a maximum of EGP 5 billion or its equivalent in foreign currency and delegating the Board of Directors in fulfilling all related procedures and determining the date and terms of issuance and the return.
Please note the following:
First: Each shareholder is entitled to attend the General Assembly meeting in person or by a proxy to another shareholder, other than CIB's Board Members, in the form of a written power of attorney. Except for juristic individuals, 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 a certificate accompanied by statement of shares issued by an authorized bookkeeper confirming blocking of shares at least three days prior the meeting date.
Third: Detailed statements and documents - as stipulated in articles 219, 220, 221 & 228 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 items listed in the General Assembly Agenda 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: If the legal quorum of the Ordinary General Assembly is not attained, a second meeting will take place Monday, 28 March 2011 at 2:30 pm at the same venue. The second meeting shall be considered valid regardless of the number of shares represented therein. If the legal quorum of the Extraordinary General Assembly is not attained, a second meeting will take place Monday, 28 March 2011 at 3:30 pm at the same venue. The second meeting shall be considered valid if attended by a number of shareholders representing at least one fourth of the capital.
Sixth: The resolutions of the Ordinary General Assembly shall be issued by the absolute majority of the votes of the shareholders represented in the meeting. The resolutions of the Extraordinary General Assembly shall be issued by the majority of two-thirds of the shares represented in the meeting; except for the resolution with respect to the increase in authorized capital which requires the consent of the majority of three-fourth of the shares represented in the meeting.
Seventh: Meetings attendance is restricted to the Bank's shareholders, i.e. no escorts are allowed.
For registration purposes, you are kindly requested to be present one hour prior to the Assembly commencement.
With the compliments of the Commercial International Bank (Egypt).
Amin Hisham Ezz Al-Arab
Chairman & Managing Director
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