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Lombard Bank Malta Plc

Pre-Annual General Meeting Information May 11, 2021

2050_rns_2021-05-11_714a40e3-52ce-4b65-a3c6-ada92f76fdf1.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 Friday 28 May 2021 at 9.30am. 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 2020 and the Directors' and Auditors' Reports thereon be hereby received and approved.

2. Dividend

That a final gross dividend of 3 cent (net dividend of 1.95 cent) per nominal €0.25 share, representing a final gross payment of €1,325,337 be approved.

3. 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.

4. Appointment of Directors

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

5. Remuneration of Directors That the maximum annual aggregate Directors' remuneration for the holding of their office be established at €120,000.

SPECIAL BUSINESS - ORDINARY RESOLUTIONS

6. Bonus Share Issue

  • (a) That the amount of €147,260 be capitalised from the Bank's Retained Earnings Account for the purpose of issuing 589,039 fully paid ordinary shares of a nominal value of €0.25 per share representing 1 bonus share for every 75 shares held as approved by the directors to be allotted to the eligible members appearing on the Bank's Register of Members as at close of trading on the Malta Stock Exchange on 23 June 2021, thereby increasing the issued share capital from the current 44,177,914 shares to 44,766,953 shares of €0.25 each fully paid up resulting in a paid up capital of €11,191,738.
  • (b) Since the allocation ratio of bonus shares to registered shares held by the eligible member is 1 bonus share for every 75 shares held, the Bank shall, where the number of shares held by the eligible member is not exactly divisible by 75, round up the allocation to the nearest share whenever the mathematical result of the allocation formula contains a fractional entitlement which is of 0.5 of a share or more, and round down to the nearest share in the event that the mathematical result of the allocation formula contains a fractional entitlement which is of less than 0.5 of a share.

7. Remuneration Report - Advisory Vote

That the Remuneration Report as set out in the Bank's Annual Report for the financial year ended 31 December 2020 be hereby approved.

The AGM shall be streamed live and shareholders may follow the proceedings by accessing the Bank's website on https://www.lombardmalta.com/annual-general-meeting-2021.

The AGM documentation together with the Annual Report and Financial Statements of the Bank for the financial year ended 31 December 2020 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 abovementioned link.

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Helena Said Company Secretary 11 May 2021

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