Hamro, Jyoti & Jhimruk Bikash Bank separate SGM today; to endorse merger process with each other
Fri, May 13, 2016 3:00 AM on Latest, Featured, AGM/Special AGM,
Hamro Bikash Bank limited (HAMRO) is convening its Special General Meeting (SGM) today (Baisakh 31,, 2073). The AGM is going to be held at Hotel Water Tower, Bidur-4, Battar, Nuwakot at 11:00 AM.
Main agendas of the SGM are:
- Authorized BOD to initiate merger with Hamro Bikash Bank, Jhimruk Bikash Bank and Jyoti Bikas Bank.
- To approve the merger of the three Development Bank by endorsing Due Diligence Audit (DDA) and Share Swap Ratio.
- To appoints auditor to do Due Diligence Audit for the purpose of merger.
- After the merger process, the new merged entity will be named as Jyoti Bikash Bank Limited.
- To approve the Memorandum of Understanding (MOU) of merger of Jhimruk Bikas Bank, Jyoti Bikas Bank and Hamro Bikas Bank and to provide final approval to the decisions made by the joint merger committee.
- After the completion of merger process of three banks to amend article of association and memorandum of association as per directed by registrar officer or Nepal Rastra Bank.
- After the merger its issued, authorized and paid up capital will increase also the share structure will be changed and to amend the article of association accordingly.
- To implement the direction as per Nepal Rastra Bank about the tenure of BOD and CEO of the bank.
- The tenure of existing BOD member will dissolve after the formation of new BOD with the completion of merger process and amend article of association accordingly.
- Authorized BOD to initiate merger with Jyoti Bikash Bank, Jhimruk Bikash Bank and Hamro Bikas Bank.
- To approve the merger of the three Development Bank by endorsing Due Diligence Audit (DDA) and Share Swap Ratio.
- To appoints auditor to do Due Diligence Audit for the purpose of merger.
- To approve the Memorandum of Understanding (MOU) of merger of Jhimruk Bikas Bank, Jyoti Bikas Bank and Hamro Bikas Bank and to provide final approval to the decisions made by the joint merger committee.
- After the merger process, the new merged entity will be named as Jyoti Bikash Bank Limited.
- Authorized BOD to elect representatives from Jyoti Bikash Bank in the newly formed BOD.
- After the merger process, Jyoti Bikash Bank issued, authorized and paid up capital will increase, also the share structure will be changed and to amend the article of association accordingly.
- The tenure of existing BOD member will dissolve after the formation of new BOD with the completion of merger process and amend article of association accordingly.
- After the completion of merger process of three banks to amend article of association and memorandum of association as per directed by registrar officer or Nepal Rastra Bank.
- To implement the direction as per Nepal Rastra Bank about the tenure of BOD and CEO of the bank.
- To approve the merger of Jhimruk Bikas Bank, Jyoti Bikas Bank and Hamro Bikas Bank by endorsing Due Diligence Audit Report (DDA) and Share Swap Ratio.
- To approve the Memorandum of Understanding (MOU) of merger of Jhimruk Bikas Bank, Jyoti Bikas Bank and Hamro Bikas Bank and to provide final approval to the decisions made by the joint merger committee.
- After the merger process, the new merged entity will be named as Jyoti Bikas Bank Limited.
- To amend article of association and memorandum of association after the completion of merger process.
- Authorize BOD to elect representatives from Jyoti Bikas Bank in the newly formed BOD members.
- After the merger process the authorized, issued and paid up capital of Jyoti Bikas Bank will increase and the share structure will be changed and amend the article of association accordingly. To implement the direction as per Nepal Rastra Bank about the tenure of BOD and CEO of the bank.
- The tenure of existing BOD member will dissolve after the formation of new BOD with the completion of merger process and amend article of association accordingly.
