Grameen Bikas Laghubitta Calls 10th AGM on Ashad 28 to Endorse Merger-Related Agendas
Sun, Jun 22, 2025 9:13 PM on Latest, AGM/Special AGM, Book Closure, Merger/Acquistion,
Grameen Bikas Laghubitta Bittiya Sanstha Limited (GBLBS) has announced its 10th Annual General Meeting (AGM), scheduled to take place on Saturday, Ashad 28, 2082 (July 12, 2025) at 11:00 AM at the company’s head office in Butwal. The meeting will be conducted through both physical presence and virtual mode (via Zoom). The virtual meeting link will be sent to shareholders via the email addresses they have provided.
Agenda Items:
Ordinary Resolutions:
1. To discuss and endorse the Annual Report of the Board of Directors for FY 2080/81.
2. To approve the audited financial statements for FY 2080/81, including the balance sheet, profit & loss account, cash flow statement, and accompanying schedules, along with the auditor's report.
3. To appoint an external auditor for FY 2081/82 in accordance with Section 63 of the Bank and Financial Institutions Act, 2073, and Section 111 of the Companies Act, 2063, and to determine their remuneration.
Special Resolutions:
1. To approve the proposed merger between Grameen Bikas Laghubitta Bittiya Sanstha Limited and Samaj Laghubitta Bittiya Sanstha Limited.
2. To amend relevant clauses of the Memorandum of Association to reflect changes in capital structure post-merger. The issued and paid-up capital of Grameen Bikas currently stands at Rs. 98.25 crores, and that of Samaj Laghubitta at Rs. 2.28 crores.
3. To approve the merger on a 1:1 share swap ratio, as recommended by the Joint Merger Committee and approved by the Board, based on the Due Diligence Audit (DDA) Report prepared by NB Rokaya and Associates.
4. To ratify the appointment of NB Rokaya and Associates for the valuation of both institutions’ assets and liabilities and to approve their remuneration.
5. To endorse all agreements and processes undertaken thus far for the merger, including the Memorandum of Understanding (MoU) signed on Falgun 17, 2081, and to authorize the Board of Directors to carry out all remaining actions and expenses required to complete the merger.
6. To approve the unified operation of the merged entity under the new name that may be specified by Nepal Rastra Bank during final approval.
7. To amend the Memorandum and Articles of Association of the company following the merger, including necessary changes related to capital, board structure, and other provisions; to obtain approvals and register such changes with relevant regulatory authorities including Nepal Rastra Bank, Office of Company Registrar, and Securities Board of Nepal; and to authorize the Board of Directors to carry out any modifications, revisions, or additional changes as instructed by regulators and to execute all necessary actions accordingly.
The book closure date is on 15th Ashad, 2082. Therefore, shareholders maintained till Ashad 13 can attend the AGM.
