Board of Directors` Resolutions
In reference to the above subject and to the fifth meeting of the Board of Directors in year 2014 held on the 28th of September 2014, the Board of Directors has resolved the following in the said meeting:
- The Board of Directors of Doha Bank has unanimously approved the Scheme of Amalgamation under Section 44A of the Banking Regulation Act, 1949 of India (“Scheme”), the draft thereof containing the terms of such amalgamation being placed at the meeting of the Board of Directors to enable Doha Bank Q.S.C., India to take over and to combine the banking business of HSBC Bank Oman S.A.O.G., India with Doha Bank, Q.S.C India operation as a going concern.
Accordingly, the Board of Directors also resolved to call the Extra Ordinary General Assembly of the Shareholders of Doha Bank for a meeting to consider and approve the scheme to take over and to combine the banking business of HSBC Bank Oman S.A.O.G, in India with Doha Bank, Q.S.C’s India operation as a going concern, as further explained in the notice to EGM and the explanatory statement placed at this meeting.
- The Board of Directors of Doha Bank has unanimously decided to call the Extra Ordinary General Assembly of Shareholders of Doha Bank for a meeting to authorize the Board of Directors to issue debt or any other suitable instrument at their discretion using Doha Bank EMTN programme whose main components would be as follows:
- In varying amounts which would, in aggregate, not exceed the EMTN programme valuing US$ 2 Billion.
- That no single deal would exceed US$ 750 million.
- In various major currencies including US Dollar, Australian Dollar, Yen, Swiss Francs, Sterling Pound.
- To varying maturities not exceeding 10 years for Senior Debt and 30 years for Private placements.
- Be issued either by an SPV guaranteed by Doha Bank or through Doha Bank directly.
- To authorize the Board of Directors and those authorized by the Board to take all necessary actions to execute these issuances within the programme.
- Delegations from the Extra Ordinary General Assembly of Share holders to the Board would be valid for 3 years.
- Call the Extra Ordinary General Assembly of the Shareholders for a meeting during November 2014.
- Approved the EGM Agenda to be held during November 2014.