Bahrain Islamic Bank (BisB) Convenes its Ordinary and Extra-Ordinary General Meetings for the Year 2019 via Video Conferencing

20-April-2020

Bahrain Islamic Bank (BisB) announced the successful completion of its Ordinary and Extra-Ordinary General Meetings held on Sunday 19th April 2020 at 10:00am via video conferencing. The Meeting was held virtually in compliance with the precautionary guidelines for holding general assembly meetings and in accordance with the laws of Bahrain, as a precaution against the spread of the Coronavirus.

After confirming that the meeting quorum had been met at 78.81%, Dr. Esam Abdulla Fakhro, Chairman of the Board of Directors of BisB, welcomed the shareholders, representatives from the Central Bank of Bahrain (CBB), the Ministry of Industry, Commerce and Tourism, Bahrain Bourse, Chairman of the Sharia Supervisory Board, the Bank’s External Auditors, and Bahrain Clear (the shares registrars), all joining the meeting through video conferencing.

The meeting continued by discussing the agenda of the Ordinary General Meeting which included the approval of the OGM minutes number 43 held on 21st March 2019; the discussion and approval of the Board of Directors’ report on the Bank’s activities and its financial position for the financial year ended 31st December 2019; the review of External Auditors’ report as well as the Shari’a Supervisory Board’s report for the financial year ended 31st December 2019; the discussion and approval of the financial statements for the year ended 31st December 2019, in addition to notifying transactions carried out during the year ended 31st December 2019 between the Bank and related parties.

The Ordinary General Meeting also approved the Board of Directors' recommendation to distribute the net profit of BD 6,213,594 for the year ended 31st December 2019 by transferring BD 621,359 to the statutory reserve, allocating BD 328,423 to the Zakat fund and BD 250,000 for charitable donations with the authorisation of the Board of Directors of the Bank to distribute, and transferring BD 5,013,812 to retained earnings.

The agenda of the Ordinary General Meeting also included the approval of the payment of a total amount of BD 282,285 as remuneration to the Board of Directors for the financial year ended on 31st December 2019 and discussed the Bank’s Corporate Governance report for the year ended 31st December 2019. It also requested to absolve the members of the Board of Directors from liability for their actions during the year ended 31st December 2019 and notified the appointment of Mr. Jean-Christophe Durand, Mr. Yaser Alsharifi and Ms. Dana Buheji to the Board of the Bank pursuant to National Bank of Bahrain B.S.C. acquiring additional 49.75% shares of Bahrain Islamic Bank B.S.C. The Meeting also approved the increase in the number of board members, from 9 to 10 members, as well as the re-appointment of KPMG as external auditors for the year 2020 and authorised the Board of Directors to determine their fees.

The agenda of the Extra-Ordinary General Meeting was addressed, beginning with the approval of the minutes of the previous Extra-Ordinary General Meeting no (24) for the year 2017 held on 28th March 2018. The Meeting approved, subject to obtaining regulatory approvals, adopting an Amended and Restated Memorandum and Articles of Association to reflect the amendments to the Commercial Companies Law No. 21 of 2001 for the year 2014, 2015 and 2018 and the Central Bank of Bahrain Rulebook Volume No. (2),s and to incorporate the Shari’a Board Resolution of the Bank passed in 2019 for the purposes of combining the initial Memorandum and Articles of Association issued in 2004 and any subsequent amendments issued until this date, subject to the approval of the Central Bank of Bahrain. It further authorised the Chairman or whom he may delegate to take all required legal and official actions to execute the amendments to the Bank’s Memorandum and Articles of Association.

Dr. Esam Abdulla Fakhro concluded his remarks by expressing his deep appreciation to His Majesty King Hamad bin Isa Al Khalifa, His Royal Highness Prince Khalifa bin Salman Al Khalifa, the Prime Minister of the Kingdom of Bahrain and His Royal Highness Prince Salman bin Hamad Al Khalifa, the Crown Prince, Deputy Supreme Commander and First Deputy Prime Minister of the Kingdom of Bahrain for their guidance, and thanked the honorable members of the Shari’a Supervisory Board for their efforts. Dr. Esam also expressed his gratitude to the Bank’s Board, Executive Management and employees for their hard work and dedication, and to the shareholders and customers for their support and confidence.