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General Meeting on 31 December 2013

30th Dec 2013 17:41

RNS Number : 5999W
European Islamic Investment BankPLC
30 December 2013
 



30 December 2013

European Islamic Investment Bank plc

("EIIB" or the "Company")

General Meeting on 31 December 2013 (the "General Meeting")

As announced on 24 December 2013, resolutions 3 to 6 inclusive proposed by the Requisitioners of the General Meeting (the "Requistioners") will not be put to the vote at the General Meeting, by reason of the failure of the Requisitioners and others seeking appointment to the Company's board of directors to comply with the Articles of Association (the "Articles") of the Company.

 

Legal advisers acting on behalf of the Requistioners have made assertions and representations as to the interpretation of the Articles, to the effect that despite the non-adherence to the terms of Article 70.2 by their clients and those seeking appointment to the board, insisting on strict adherence to the Articles by the current board of directors (the together the "Board" and each a "Director") would be "inequitable". The Board has had its prior advice reaffirmed, to the effect that permitting a breach of the requirements of Article 70.2 would itself amount to a breach of the Articles. Such a breach by the Board would not be justified and while it may serve to relieve the difficulty of the Requisitioners and/or those seeking appointment to the Company's board, it would only relieve those persons from the consequences of their self-induced non-compliance without any benefit to the Company.

 

As matters stand, given the valid proxies delivered and the voting intentions stated in those proxies and taking account of those proxies given to the Chairman of the General Meeting to exercise his discretion it is highly likely that none of the proposed resolutions could be passed in any event, even if all seven resolutions proposed by the Requisitioners were to be put to the vote. The Board has made this assessment in consultation with the Company's registrars.

 

The Company intends to conduct voting on a poll at the General Meeting. It remains open for shareholders to attend and vote in person or by a validly appointed corporate representative and any shareholder attending in person or their validly appointed corporate representative will be able to take part in the poll vote. It is no longer possible to submit a form of proxy, but a shareholder who has already submitted a proxy may revoke it and attend the General Meeting in person.

 

The Company will publish the final results of the poll vote as soon as practicable following the conclusion of the General Meeting.

 

The Board reconfirms its existing recommendation to shareholders to vote against all Resolutions. The Board once more expresses its regret that the Company has been put to needless expense and shareholders may have been inconvenienced.

 

The Board also wishes to remind those seeking to attend the General Meeting that only persons who are shareholders, entitled to vote (or their duly and validly appointed proxies or corporate representatives) will be admitted to the General Meeting.

Enquiries:

EIIB plc

Tel: +44 (0)20 7847 9900

Zulfi Caar Hydari, CEO

Westhouse Securities

Tel: +44 (0)20 7601 6100

Antonio Bossi

 

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
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