15 Oct 2012 16:00
Bank Audi sal - Audi Saradar Group
October 15, 2012
Resolutions adopted at the Extraordinary General Meeting of Shareholdersof October 15, 2012
Sole Resolution
The Extraordinary General Meeting of shareholders of Bank Audi s.a.l. - Audi Saradar Group, having reviewed all submitted documents, declares that it has verified the implementation of the increase of the Bank's share Capital by an amount of L.L. 387,812,040 through the issuance of 309,260 Common Shares fully subscribed to and paid up by the beneficiaries of Stock options who have exercised their option rights.
Pursuant thereto, the Extraordinary General Meeting of Shareholders of Bank Audi s.a.l. - Audi Saradar Group resolves to:
- Confirm the adequate completion of all formalities relating to the increase of Capital of Bank Audi SAL - Audi Saradar Group from L.L. 457,321,189,776 to L.L.457,709,001,816, i.e. by an amount of L.L. 387,812,040;
- Declare that the capital of Bank Audi s.a.l. - Audi Saradar Group is now L.L. 457,709,001,816 fully paid up and divided into 364,999,204 nominal shares (1) having a nominal value of L.L. 1,254 each;
- Declare, pursuant to the above, that the modification of articles 6 and 8 of the by-laws of Bank Audi s.a.l. - Audi Saradar Group, as per the fifth resolution of the Extraordinary General Meeting of Shareholders held on June 22, 2012, is now effective;
- Grant discharge to the Chairman and members of the Board of Directors in respect of all actions relating to the capital increase through the issuance of the 309,260 Common Shares fully subscribed to and paid up by the beneficiaries of Stock options who have exercised their option rights, including the subscription procedures and the payment of the nominal value of the issued shares and of their issuance premium. Furthermore, the Extraordinary General Meeting of shareholders grants each of the Chairman of the Board of Directors - General Manager, Mr. Raymond Audi, and the member of the Board of Directors - General Manager, Mr. Samir Hanna, acting jointly or severally, and any other person empowered by any of them, the power to carry out all legal formalities, including without limitation (i) the transfer of the capital increase and issue premium amounts to the Bank's ordinary accounts, and (ii) the publication, registration and execution of all related documents.
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(1) Including Common Shares and preferred shares