Emirates NBD Clarifies Proxy Rules for General Meeting
Emirates NBD has issued a clarification regarding proxy approvals for its upcoming general meeting.
Summary
Emirates NBD clarifies proxy approvals for its general meeting, emphasizing adherence to corporate governance rules and shareholder rights.
In a recent press release, Emirates NBD PJSC has provided a clarification regarding the approval of proxies for its upcoming general meeting. This announcement underscores the bank's commitment to transparency and adherence to corporate governance standards as outlined in the Corporate Governance Manual.
According to Clauses 1 & 2 of Article 40 of the Corporate Governance Manual, shareholders who are entitled to attend the general assembly may delegate a representative. However, this representative cannot be a member of the Board, an employee of the company, or associated with a securities brokerage company. This stipulation ensures that the proxy holder is independent and can represent the shareholder's interests without any conflict of interest.
Moreover, the delegated person must not hold more than 5% of the company's issued capital through such delegation. This limit is in place to prevent undue influence by a single proxy holder, thereby maintaining a balanced representation of shareholder interests.
The bank has also clarified the process for verifying the authenticity of the shareholder's signature on the power of attorney. The signature must be approved by a recognized entity such as a Notary Public, a chamber of commerce, a licensed bank or company, financial markets, or any other authorized entity. This verification process is crucial for ensuring the legitimacy of the proxy and the integrity of the voting process at the general meeting.
Emirates NBD's emphasis on clear and stringent proxy rules reflects its commitment to good corporate governance practices. By ensuring that proxies are handled transparently and fairly, the bank is reinforcing its reputation as a trustworthy financial institution.
From an investment perspective, the bank's adherence to corporate governance standards is a positive sign. It indicates a stable and well-managed organization, which is crucial for investor confidence. However, given the current neutral outlook, it may be prudent for investors to hold their positions and monitor the bank's ongoing governance practices and financial performance.
Source
Summary
The disclosure clarifies the approval process for proxies to attend the General Meeting in accordance with Clauses 1 and 2 of Article 40 of the Corporate Governance Manual. Shareholders can delegate someone, not a board member, company staff, or securities brokerage employee, to attend and vote at the general assembly on their behalf through a written delegation. The delegate cannot represent more than 5% of the company's issued capital. Legal representatives must represent those lacking legal capacity. The shareholder's signature on the power of attorney must be verified by a Notary Public, a chamber of commerce or economic department, a licensed bank or company where the shareholder holds an account, licensed financial markets, or any other licensed attestation entity.
Summary
The 18th general assembly meeting of Emirates NBD Bank (Public Joint Stock Company) is scheduled to be held at Meydan Hotel, Dubai, and online at 4:00 PM on Monday, February 24, 2025. The meeting will consider and potentially approve 11 ordinary resolutions and 2 special resolutions. The ordinary resolutions include approving the Board of Directors' report on the bank’s activities and financial statements for the year ending December 31, 2024, the external auditor's report, the Internal Shari’ah Supervision Committee report, the audited balance sheet, and the profit and loss account. Additionally, the Board's proposal to distribute cash dividends of AED 1 per ordinary share, totaling AED 6,316,598,253, to shareholders as of March 6, 2025, will be considered. The meeting will also address the remuneration of the Board and absolving its members from liability for their work during the year ending December 31, 2024.
