Emirates NBD holds its 14th General Assembly Meeting

Emirates NBD (DFM: EmiratesNBD), a leading banking group in the MENAT (Middle East, North Africa and Turkey) region, held its 14th General Assembly Meeting virtually.

At the General Assembly Meeting, a review of the year ended 31 December 2020 was presented. Commenting on the business environment, Emirates NBD Chairman, His Highness Sheikh Ahmed Bin Saeed Al Maktoum, said, “2020 was an unprecedented year. We are grateful to the UAE government and leadership for their timely and decisive action to protect the health of UAE residents with clear, prescriptive and measured guidelines to safely re-open the economy during the year. The Central Bank of the UAE’s economic stimulus package, Targeted Economic Support Scheme, has been particularly instrumental in supporting banks and customers through these challenging times. I am proud that Emirates NBD played its part in supporting customers and the economy by providing financial assistance as well as actively participating in community initiatives.

His Highness added, “Emirates NBD’s significant investment in digital and technology over the last few years allowed the Group to seamlessly adjust to this change in customer banking behavior. With both the customer and the community at the core of our strategy, we aim to continue to pioneer strategic initiatives that deliver superior products and services, while increasing shareholder value”.

Key financial highlights for 2020 included:

• Total income of AED 23.2 billion improved 4% y-o-y on loan growth, including DenizBank
• Net profit of AED 7 billion declined 52% y-o-y on higher provisions and gain from sale of Network International shares not repeated in 2020. Excluding the Network International gain in 2019, net profit was down 31% y-o-y
• Total assets at AED 698 billion, up 2% from 2019
• Customer loans at AED 444 billion, up 1% from 2019
• Customer deposits at AED 464 billion, down 2% from 2019
• Common equity tier 1 ratio of 15.0%

His Highness Sheikh Ahmed Bin Saeed Al Maktoum added: “We continue to support the economy of the UAE as it proudly celebrates its golden jubilee in 2021 and we are excited to play an important role in the UAE’s further development over the next fifty years. As the official banking partner of Expo 2020 Dubai, we look forward to helping showcase the UAE’s innovative, tolerant and proud culture as we welcome the world to the UAE.”

His Highness concluded: “I would like to thank H.H. Sheikh Khalifa Bin Zayed Al Nahyan, President of the UAE and H.H. Sheikh Mohammed Bin Rashid Al Maktoum, Vice President and Prime Minister of the UAE and Ruler of Dubai, for their visionary leadership. I also thank Emirates NBD Group’s Board of Directors, members of the Executive Committee and our employees for their dedicated contribution towards our success amid exceptional circumstances. I also wish to extend gratitude to our customers and shareholders for their continued support and trust.”

The following resolutions were passed at the General Assembly Meeting:

1.    Review and approval of the Directors’ Report for the fiscal year ending 31 December 2020.

2.    Review and approval of the Auditors’ Report for the fiscal year ending 31 December 2020.

3.    Review and approval of the Internal Shari’ah Supervision Committee Reports for 2019 & 2020.

4.    Review and approval of the Consolidated Financial Statements of the Group for the fiscal year ending 31 December 2020.

5.    Appointment of Internal Shari’ah Supervision Committee members.

6.    Approval of distribution of 40% Cash Dividend (40 fils per share) aggregating to an amount of AED 2,526,639,301 for the fiscal year ended 31 December 2020.

7.    Approval of the Board of Directors’ remuneration.

8.    Absolving the Board of Directors from their responsibility for the year ended 31 December 2020.

9.    Absolving the Auditors from their responsibility for the fiscal year ended 31 December 2020.

10.  Deloitte & Touche (M.E.) were appointed as Auditors of the Group for the year 2021.

11.  Appointment of two representatives for the shareholders and determining their fees in accordance with paragraph (4) of Article (40) of the Corporate Governance Guide issued by Resolution of the Chairman of the SCA No. (3/R.M) of 2020.

Special resolutions:

12.  To consider and approve the amendment of the following Articles of the Company’s Memorandum & Articles, including but not limited to (Article 30 – Article 31 – Article 34 – Article 42 – Article 44 – Article 36 – Article 38 – Article 39 – Article 46 – Article 57) to comply with the amendment to the Companies Law No. 2 of 2015.

13.  To approve the Directors’ Proposals with respect to non-convertible securities to be issued by the Bank subject to obtaining the necessary approvals from the relevant regulatory authorities, as detailed below:

a)    undertake any updates of the following Existing Programmes (which have been approved at the AGMs dated 15 Feb 2016, 12 Feb 2017, 27 March 2018, 20 February 2019 and 10 March 2020) pursuant to  which the Bank issues securities from time to time:

 I. the Emirates NBD Bank PJSC U.S.$12,500,000,000 euro medium term note programme (the “EMTN Programme”);

II. the Emirates NBD Global Funding Limited U.S.$1,000,000,000 structured note programme (the “Structured Note Programme”); and/or

III. the Emirates NBD Bank PJSC AUD4,000,000,000 debt issuance programme (the “Australian Dollar Programme”, and together with the EMTN Programme, and the Structured Note Programme, the “Existing Programmes”);

b)    establish any debt funding programme, up to a maximum amount of U.S.$ 10,000,000,000,  in addition to the Existing Programmes (the “New Programmes” and, together with the Existing Programmes, the “Programmes”) and undertake any subsequent update of the New Programmes;

c)    issue debt instruments, up to an amount of U.S.$ 10,000,000,000 or its equivalent in other currencies, under any of the Programmes from time to time; with the terms of any such issuance decided by the relevant committee to which  the Board of Directors has delegated such decisions and such issuance to be settled no later than one year commencing from the date on which this resolution is approved in accordance with the provisions of Article 230 of the Companies Law.   

issue debt on a standalone basis, up to a maximum amount of U.S.$ 10,000,000,000 or its equivalent in other currencies, (including capital instruments for the purpose of strengthening the Group’s regulatory capital ratios) with the terms of any such issuance decided by the relevant committee to which the Board of Directors has delegated such decisions and such issuance to be settled  no later than one year commencing from the date of the resolution in accordance with the provisions of Article 230 of the Companies Law;