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12 стр
There are risks associated with the Bank’s Preference Shares.
In addition to the Shares, the Bank has 125 million Preference Shares authorised, ne
arly all of which are
outstanding[/b]. Each Preference Share entitles the holder to a fixed annual dividend of US$0.04 multiplied by the Tenge/US dollar exchange rate established on the KASE as of the working day immediately preceding the date of the payment of the dividend. If such dividends are not paid, holders of Preference Shares are granted voting rights until all accrued and payable dividends are paid in full. Each Preference Share also entitles the holder to receive the same dividend that may be paid to any holder of Shares, where such dividend paid to any holder of Shares exceeds US$0.04. The Bank may, in its sole discretion, make an offer to the holders of Preference Shares to convert such Preference Shares into Shares or make an offer to buy the Preference Shares from the holders thereof and, upon such acquisition by the Bank, convert such Preference Shares into Shares. Accordingly, the Preference Shares may have a potentially dilutive effect on the interests of holders of Shares and GDRs. Moreover, to the extent that the Preference Shares are reclassified by the relevant regulators and no longer qualify for Tier I treatment, it could adversely impact the Bank’s capital adequacy ratios, which could have an adverse effect on the Bank’s business, financial condition and results of operations.
117 стр
Rights of holders of Preference Shares
A Preference Share does not give its holder the right to vote at a General Meeting of Shareholders, except:
(*) at a General Meeting of Shareholders that considers any issue where the decision may lead to the
limitation of the rights of holders of Preference Shares. Decisions on such issues may be taken only if
approved by holders
of not less than two-thirds [b]of the issued Preference Shares;
(**) at a General Meeting of Shareholders that reviews a question about the reorganisation of the Bank
or its winding-up;
(***) if dividends on Preference Shares are not paid in full amount within three months from the expiry
date stipulated for its payment.
Each holder of Preference Shares that has the right to vote at a General Meeting of Shareholders and is
present thereat in person or through his representative shall have one vote for each Preference Share held
Сообщение отредактировал Intellegence: 21 May 2007 - 12:15