Bahrain Islamic Bank B S C : BisB Holds its Ordinary and Extra-Ordinary General Meetings for the Year 2021

Bahrain Islamic Bank (BisB) successfully held its Ordinary and Extra-Ordinary General Meetings on Monday 28th March 2022 at 10:00 am at Al Dana Hall (3) - Gulf Hotel Bahrain Convention and Spa. All attendees complied with the health and safety measured set by the National Medical Taskforce to combat the spread of the Coronavirus.

After confirming that the quorum had been met at 91.01%, the meeting began with a speech from Dr. Esam Abdulla Fakhro, Chairman of BisB, welcoming all the attendees including shareholders, representatives from the Central Bank of Bahrain, the Ministry of Industry, Commerce and Tourism (MOICT), Bahrain Bourse, Chairman of the Sharia'a Supervisory Board, and representatives from the Bank's External Auditors (Bahrain Clear).

Following an overview of the agenda, the attendees approved the minutes of the previous OGM no (45), held on 23rd March 2021, alongside discussions and approvals of the following: the Board of Directors' Report on Bank activities and its financial position for the financial year ending 31st December 2021, the review of the External Auditors' report as well as the Shari'a Supervisory Board's report for the same financial year. The discussion and approvals further delved into the audited Financial Statements for the year ended 31st December 2021, as well as the notification of transactions carried out between the Bank and related parties for the fiscal year including major shareholders of the Bank as presented in note 29 of the consolidated financial statements, pursuant to Article 189 of the Bahrain Commercial Companies Law.

The OGM also oversaw the approval of the Board of Directors' recommendation to allocate the net profit of BD 6,131,678 for the financial year ending on 31st December 2021, allocating BD 137,893 to the Bank's Zakat fund and BD 350,000 for charitable donations and authorized the Bank's Board of Directors to be distribute them, transferring BD 613,168 to the statutory reserve, and transferring BD 5,030,617 to the retained earnings.

The meeting agenda further covered the approval of a payable amount of BD 282,000 as remuneration to the Board of Directors for the financial year ending on 31st December 2021, and the discussion of the Bank's Corporate Governance report for the same year as required by the Central Bank of Bahrain. The meeting additionally addressed the request to absolve the Board of Directors from liability for their actions for the year ending 31st December 2021. The meeting approved reappointment of KPMG as external auditors for the year 2022 and the Board of Directors was authorized to determine their fees. The OGM conducted the board of directors' election process and announced the election results which resulted in composition of the board from the following names: Mr.Mohamed Abdulla Nooruddin, Mr.Khalid Abdulaziz Al Jassim, Mr.Marwan Khalid Tabbara and Mr.Saqer A.Muhsin Al Sejari . Additionally, the meeting discussed and approved the Board of Directors' recommendation regarding the Front Line Incentive Plan (FLIP) for Retail Sales employees and fully authorized the Board of Directors to issue the necessary regulations to execute and modify the same subject to approval of the Central Bank of Bahrain approval.

The agenda of the EGM was addressed, by confirming the minutes of the previous EGM no (26) held on 23rd April 2021. The meeting approved the amendment and reinstatement of the Memorandum and Articles of Association of the Bank reflecting the Commercial Company Law No.21 of 2001 and the related Implementing Regulations for the years 2020, 2021 and 2022 (Decree no.28 of 2020, Decree no.20 of 2021, Ministerial Resolution no.63 of 2021, Ministerial Resolution no.64 of 2021 and the Ministerial Resolution no.3 of 2022) subject to the approval of the Central Bank of Bahrain. The meeting also authorized the Chairman or his delegates to take all required legal and official procedures/actions to execute the amendments to the Bank's Memorandum and Articles Association.

Dr. Esam Abdulla Fakhro concluded the meetings by expressing his deep and unwavering gratitude to His Majesty King Hamad bin Isa Al Khalifa and His Royal Highness Prince Salman bin Hamad Al Khalifa, the Crown Prince, Deputy Supreme Commander Prime Minister of the Kingdom of Bahrain, for their wise leadership and continued support. He continued by thanking the members of the Shari'a Supervisory Board for their continuous efforts, in addition to expressing his gratitude to the shareholders and customers for their loyalty and support, and to the Bank's Board, Executive Management and employees for their hard work and dedication.