Notice is hereby given that the Annual General Meeting of the Members of Islamic Bank of Britain PLC will be held at Calthorpe Suite, 5th floor, Edgbaston House, 3 Duchess Place, Hagley Road, Birmingham, B16 8NH on Thursday 13 May 2010 at 11.00am
1. To receive and adopt the Annual Report and Financial Statements for the year ended 31 December 2009.
2. To re-elect Abdul Hakim Al-Adhamy who retires by rotation and, being eligible, offers himself for re-election as a non-executive Director of the Company.
3. To re-elect Sultan Choudhury who retires by rotation and, being eligible, offers himself for re-election as a Director of the Company.
4. To reappoint KPMG Audit PLC as Auditors of the Company to hold office until the conclusion of the next Annual General Meeting and authorise the Directors to fix their remuneration.
To consider and, if thought fit, pass the following as an ordinary resolution:
5. That the Directors be and it is hereby generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 (in substitution for any existing authority to allot shares) to allot shares in the Company and to grant rights to subscribe for or to convert any security into shares in the Company up to an aggregate nominal amount of £1,785,300 provided that such authority shall expire on the conclusion of the next annual general meeting of the Company after the passing of this resolution, save that the Company may before such expiry make an offer or agreement which would or might require such shares to be allotted or rights to subscribe for or convert securities into shares to be granted after such expiry, and the Directors may allot shares and grant rights to subscribe or convert securities into shares in pursuance of such offer or agreement as if the authority conferred by this resolution had not expired.
To consider and, if thought fit, pass the following as a special resolution:
6. That, subject to the passing of resolution 5 as set out in the notice of this meeting, the Directors be empowered pursuant to section 570 of the Companies Act 2006 to allot equity securities (within the meaning of section 560 of the said Act) for cash pursuant to the general authority conferred by resolution 5 as set out in the notice of this meeting as if section 561(1) of the said Act did not apply to such allotment, provided that this power shall be limited to allotments of equity securities:
(i) in connection with or pursuant to an offer by way of rights, open offer or other pre-emptive offer to the holders of shares in the Company and other persons entitled to participate therein in proportion (as nearly as practicable) to their respective holdings, subject to such exclusions or other arrangements as the Directors may consider necessary or expedient to deal with fractional entitlements or legal or practical problems under the laws of any territory or the regulations or requirements of any regulatory authority or any stock exchange in any territory;
(ii) otherwise than pursuant to sub-paragraph (i) above, up to an aggregate nominal amount of £273,235,
and such power shall expire on the conclusion of the next annual general meeting of the Company after the passing of this resolution save that the Company may before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry, and the Directors may allot equity securities in pursuance of such an offer or agreement as if the power conferred by this resolution had not expired.
By Order of the Board
13 April 2010
3 Duchess Place
1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend, speak and vote (whether on a show of hands or on a poll) in their place. A member may appoint more than one proxy, provided that each proxy is appointed to exercise the rights attached to a different share or shares held by the member. A proxy may demand or join in demanding a poll. Such proxy need not be a member of the Company.
2. To be valid, the form of proxy (together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such authority) must be deposited with Capita Registrars, Proxies Department, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU no later than 48 hours before the time appointed for the holding of the meeting. Completion of the form of proxy will not preclude a member from attending and voting in person.
3. As permitted by Regulation 41 of the Uncertificated Securities Regulations 2001, shareholders who hold shares in uncertificated form must be entered on the Company’s share register at 11.00am on 11 May 2010 in order to be entitled to attend and vote at the Annual General Meeting. Such shareholders may only cast votes in respect of shares held at such time. Changes to entries on the relevant register after that time shall be disregarded in determining the rights of any person to attend or vote at the meeting.
بسم الله الرحمن الرحيم
To the Shareholders of Islamic Bank of Britain PLC
For the year ended 31 December 2009
13 April 2010
السلام عليكم ورحمة الله و بركاته
The Islamic Bank of Britain PLC is not responsible for the payment of the Zakat on the shares held by the shareholders. It has therefore not calculated Zakat due on each share held as at 31 December 2009, or during the preceding 12 months.
The shareholders are therefore responsible for the payment of Zakat, if any, in accordance with their circumstances and should undertake their own calculations.