Jun 2015 Financial News

Republic Bank Limited – Notice to Shareholders

Jun 29, 2015

NOTICE PURSUANT TO SECTION 64(1) (B) OF THE SECURITIES ACT 2012

Republic Bank Limited held a Special Meeting of Shareholders on Friday 26th June, 2015 where the following resolutions were considered and passed:

1) Subject to Regulatory Approval, to approve the restructuring of the Republic Bank Limited to form a Holding Company (effective October 1, 2015) by the transfer to and the vesting into Republic Finance and Merchant Bank Limited of the undertaking of Republic Bank Limited in accordance with Section 89 of the Financial Institutions Act Chap 79:09.

2) Subject to Regulatory Approval, to approve:

     a) the execution by any two Directors of the transfer agreement between Republic Bank Limited (the transferor) and Republic Finance and Merchant Bank Limited (the transferee) for the acquisition
       by Republic Finance and Merchant Bank Limited of the undertaking of Republic Bank Limited (effective October 1st 2015) save for the investments by Republic Bank Limited in the following
      subsidiaries and affiliates – Republic Bank Guyana Limited, Republic Bank Barbados Limited, Republic Bank Grenada Limited, Republic Insurance Company (Cayman) Limited, Republic Bank Trinidad
      and Tobago (Barbados) Limited, Republic Securities Limited and HFC Bank (Ghana) Limited and East Caribbean Financial Holding Company Limited; and

     b) the performance of all other acts that may be deemed necessary to give effect to the restructuring.

3) Subject to Regulatory Approval, to approve the name change from Republic Bank Limited to Republic Financial Holdings Limited (effective October 1, 2015).

4) To consider and if thought fit, approve the amendments to By-law No. 1 of Republic Bank Limited (effective October 1, 2105) to:

     a) Amend any reference to Republic Bank Limited to read Republic Financial Holdings Limited;

     b) Update references to the legislation cited (where applicable);

     c) Delete By-laws 19.1 and 19.2 in their entirety and replace them with a new By-laws 19.1 and 19.2 (the full text of which is annexed and forms part hereof); and

     d) Delete all references relating to communicating notices via cable, telex or telefax.

5) To appoint the Auditors, EY Trinidad and Tobago and to authorize the Directors to fix their remuneration.

Jacqueline Quamina
Corporate Secretary/General Counsel

June 26, 2015

Source:
The Trinidad and Tobago Stock Exchange Limited
Monday June 29, 2015