Notice of AGM 2012 and Zakat Notice
Notice of AGM 2012 and Zakat Notice
Notice is hereby given that the Annual General Meeting of the Members of Islamic Bank of Britain PLC (“Company”) will be held at The Randolph Suite, The Churchill Hyatt Regency, 30 Portman Square, London W1H 7BH on 19 June 2013 at 10:00 a.m.
1. To receive and adopt the Annual Report and Financial Statements for the year ended 31 December 2012, together with the reports of the Directors and the Auditors thereon.
2. To re-appoint KPMG Audit Plc as Auditors of the Company to hold office until the conclusion of the next Annual General Meeting and authorise the Directors to fix their remuneration.
To transact any other ordinary business of the Company.
As special business, to consider and if thought fit pass the following resolutions which will be proposed as to resolution 3 as an ordinary resolution and as to resolution 4 as a special resolution:
3. That, the board be and it is hereby generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 (the “2006 Act”) (in substitution for any existing authority to allot shares) to allot shares in the Company and to grant rights to subscribe for or to convert any security into shares in the Company up to an aggregate nominal amount of £100,000,000 provided that such authority shall expire on the fifth anniversary from the date of the passing of this resolution, save that the Company may before such expiry make an offer or agreement which would or might require such shares to be allotted or rights to subscribe for or convert securities into shares to be granted after such expiry, and the board may allot shares and grant rights to subscribe or convert securities into shares in pursuance of such offer or agreement as if the authority conferred by this resolution had not expired.
4. That, subject to the passing of resolution 3 as set out in the notice of this meeting, the board be empowered pursuant to section 570 of the 2006 Act to allot equity securities (within the meaning of section 560 of the said Act) for cash pursuant to the general authority conferred by resolution 3 as set out in the notice of this meeting as if section 561(1) of the said Act did not apply to such allotment, provided that this power shall:
(i) be limited to the allotment of equity securities up to an aggregate nominal amount of £100,000,000; and
(ii) expire on the fifth anniversary of the date from the passing of this resolution, save that the
Company may before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry, and the board may allot equity securities in pursuance of such an offer or agreement as if the power conferred by this resolution had not expired.
By Order of the Board
1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend, speak and vote (whether on a show of hands or on a poll) in their place. A member may appoint more than one proxy, provided that each proxy is appointed to exercise the rights attached to a different share or shares held by the member. A proxy may demand or join in demanding a poll. Such proxy need not be a member of the company.
2. To be valid, the form of proxy (together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such authority) must be deposited with Capita Registrars, Proxies Department, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU no later than 48 hours before the time appointed for the holding of the meeting. Completion of the form of proxy will not preclude a member from attending and voting in person.
3. The right of members to vote at the Annual General Meeting is determined by reference to the register of members. As permitted by Regulation 41 of the Uncertificated Securities Regulations 2001, shareholders (including those who hold shares in uncertificated form) must be entered on the Company’s share register at 10:00am on 17 June 2013 in order to be entitled to attend and vote at the Annual General Meeting. Such shareholders may only cast votes in respect of shares held at such time. Changes to entries on the relevant register after that time shall be disregarded in determining the rights of any person to attend or vote at the meeting.
To the shareholders of Islamic Bank of Britain PLC for the year ended 31 December 2012
The Islamic Bank of Britain PLC is not responsible for the payment of the Zakat on the shares held by the shareholders. It has therefore not calculated Zakat due on each share as at 31 December 2012, or during the preceding 12 months.
The shareholders are therefore responsible for the payment of Zakat, if any, in accordance with their circumstances and should undertake their own calculations.