OREANDA-NEWS. May 25, 2010. Following the Annual General Shareholders’ Meeting held the Board of Directors of JSC Halyk Bank (LSE: HSBK) hereby announces resolutions adopted at the Annual General Shareholders’ Meeting.

The agenda of the Annual General Shareholders’ Meeting has been amended, supplemented and approved, as proposed by the Board of Directors of JSC Halyk Bank, by a majority of votes of shareholders (or their representatives) participated at the Annual General Shareholders’ Meeting and jointly holding not less than 95% of voting shares of JSC Halyk Bank.

The following resolutions on items of the agenda have been adopted:

1. JSC Halyk Bank’s annual financial statements for the year ended 31 December 2009 together with the independent auditor’s report was approved by a simple majority of votes.

2. The distribution of the Bank’s net income for the year 2009 was approved by a simple majority of votes as follows:

1) to allocate part of net income amounting to KZT 4,493,775,191.04 (four billion four hundred ninety three million seven hundred seventy five thousand one hundred and ninety one tenge four tiyn) for payment of dividends on preferred shares of JSC Halyk Bank (NIN KZ1Р33870117) and preferred shares convertible to common shares of JSC Halyk Bank (NIN KZ1Р33870216), in the amount and order stipulated in the prospectus for the issue of shares of JSC Halyk Bank (including the amount of taxes payable under the legislation of the Republic of Kazakhstan);.

2) not to pay dividends on common shares of JSC Halyk Bank as per results of operations of JSC Halyk Bank for 2009;

3) to allocate part of net income amounting to KZT 4,457,362,000 (four billion four hundred fifty seven million three hundred sixty two thousand tenge) to increase reserve capital of JSC Halyk Bank;

4) the remaining part of net income to be allocated to retained earnings.

3. The proposed amendments to the Charter of JSC Halyk Bank were approved as presented for consideration of the Annual General Shareholders’ Meeting by a qualified majority of JSC Halyk Bank’s total voting shares.

4. Take into consideration of the Annual General Shareholders’ Meeting information on the amount and structure of remuneration of the members of the Board of Directors and the Management Board of JSC Halyk Bank.

5. Take into consideration of the Annual General Shareholders’ Meeting information with regard to shareholder’s appeals to actions of JSC Halyk Bank and its officials and the results of such consideration.

6. Deloitte, LLP was approved by a simple majority of votes as audit company conducting audit of JSC Halyk Bank’s operations for 2010.

7. The proposed Redemption price estimation methodology of JSC Halyk Bank was approved and the Rules for the share buy-back program and the redemption price estimation methodology of JSC Halyk Bank approved by the general shareholders’ meeting of JSC Halyk Bank held on 24 September 2003 with amendments and addendums thereto approved by the general shareholders’ meetings held on 19 April 2006 and 21 February 2008 were declared as invalid by a simple majority of votes.

8. Mr. Kadyrzhan Damitov was elected by means of cumulative voting as the new member of the Board of Directors of JSC Halyk Bank.

The power of Mr. Damitov was set until the expiration of the power of acting Board of Directors of JSC Halyk Bank approved by the General Shareholders’ Meeting held on 21 February 2008.

In 1998, Mr. Damitov was appointed as Governor of the National Bank of the Republic of Kazakhstan. From 1999 to 2000, he was Adviser to the President of the Republic of Kazakhstan, then, from 2000 to 2004, was Deputy Chairman of ABN AMRO Bank Kazakhstan. He was the member of the Board of Directors and Adviser to the CEO of Ust-Kamenogorsk Titanium-Magnesium Mining Company since 2004. From 2005 to 2007, Mr. Damitov was the member (Independent Non-Executive Director) of the Board of Directors of JSC Halyk Bank. He was the member of the Board of Directors of Sustainable Development Fund “Kazyna” from 2006 to 2007. Mr. Damitov was Chairman of the Management Board of JSC “National company “Social-entrepreneurial Corporation “Yertys” from 2007 to 2009. Since May 2009, Mr.Damitov has been the President of the Kazakhstan Stock Exchange (KASE).  

The power of Mrs. Kamilya Arstanbekova, the member of the Board of Directors of JSC Halyk Bank, has been early terminated at her own decision starting from receipt of the notification by the Board of Directors of JSC Halyk Bank on 21 April 2010. Mrs. Arstanbekova has been the member of the Board of Directors of JSC Halyk Bank since July 2001.

9. In relation to the Counting Board of JSC Halyk Bank, the following resolutions were adopted by a simple majority of votes:

1)      the number of members of the Counting Board of JSC Halyk Bank shall be five persons;

2)      the term of authority of the Counting Board shall be two years. The term shall expire as of the moment of holding an annual general shareholders’ meeting which elects a new Counting Board of the Bank;

3)      persons elected as members of the Counting Board of JSC Halyk Bank:

Ilmira Razumova (Chairperson of the Counting Board);

Zhanar Bayatanova;

Gulziya Madazimova;

Gabbas Ilyussinov;

Yelena Khmyz.