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Lombard Bank Malta Plc

Pre-Annual General Meeting Information Nov 11, 2020

2050_rns_2020-11-11_1c88a11a-9b00-45c8-bce6-7640522f7e5a.pdf

Pre-Annual General Meeting Information

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COMPANY ANNOUNCEMENT

The following is a Company Announcement issued by Lombard Bank Malta p.l.c. (the 'Bank') pursuant to the Listing Rules issued by the Listing Authority.

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The following resolutions are being presented for consideration at the Annual General Meeting (AGM) of the Bank to be held on Wednesday 2 December 2020 at 11.00am. In the interests of the health and safety of all involved, the AGM shall be held remotely in terms of the Companies Act (Public Companies – Annual General Meetings) Regulations, 2020 (L.N. 288 of 2020).

ORDINARY BUSINESS

1. Accounts

That the Audited Financial Statements for the financial year ended 31 December 2019 and the Directors' and Auditors' Reports thereon be hereby received and approved.

2. Reappointment & Remuneration of Auditors

That the reappointment of PricewaterhouseCoopers of 78, Triq il-Mitħna, Qormi as auditors be hereby approved and that the Board of Directors be authorised to fix their remuneration.

3. Appointment of Directors

That the Directors be appointed in accordance with Articles 113 to 120 of the Bank's Articles of Association.

4. Remuneration of Directors

That the maximum annual aggregate Directors' remuneration for the holding of their office be established at €70,000.

SPECIAL BUSINESS - ORDINARY RESOLUTION

1. Remuneration Policy for Directors

That the Remuneration Policy for Directors as set out in the Circular to Shareholders dated 30 October 2020 be hereby approved.

SPECIAL BUSINESS - EXTRAORDINARY RESOLUTION

1. Amendment to the Memorandum & Articles of Association

That an amendment to the Bank's Memorandum and Articles of Association be hereby approved to allow for Article 147 of the Articles of Association to be deleted and replaced as follows, as explained in the Circular to Shareholders dated 30 October 2020:

147. A copy of the profit and loss account and balance sheet (including every document required by law to be comprised therein or annexed thereto) which are to be laid before the Company in General Meeting, together with a copy of the Auditors' report and Directors' report, (hereinafter all of the aforesaid to be collectively referred to as the 'Annual Accounts'), shall, not less than twentyone (21) days before the date of the General Meeting at which they are to be laid, be sent to every member, stockholder and/or debenture holder of the Company and any other person entitled to receive notices of General Meetings under the provisions of the Act, any other law, rule or regulation or these Articles.

Provided that this Article shall not require a copy of the aforesaid Annual Accounts to be sent to any person of whose address the Company is not aware or to more than one holder in the case of joint holders of shares.

Provided further that the Company shall not be required to send a printed copy of the Annual Accounts to:

(i) Members of the Company who have been duly given notice of the General Meeting at which the Annual Accounts are to be laid, where the Company has made available to its Members an electronic copy of such Annual Accounts on its website or otherwise, and has notified such Members accordingly; and (ii) holders of debentures who are not entitled to receive notices of General Meetings of the Company.

Notwithstanding the aforesaid, the Company shall provide a printed copy of the Annual Accounts to any of its Members upon their written request.

The AGM documentation together with the Audited Financial Statements of the Bank for the financial year ended 31 December 2019 are available for viewing at the registered office of the Bank at 67, Republic Street, Valletta, VLT 1117, Malta and on the Bank's website on the following hyperlink https://www.lombardmalta.com/annual-general-meeting-2020.

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Helena Said Company Secretary

11 November 2020

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