Masraf Al Rayan obtains shareholder approval for merger at EGM
06 Oct 2021 – 8:19
Official at the Extraordinary General Assembly of Masraf al Rayan.
Doha: Masraf Al Rayan (QPSC) successfully held his Extraordinary General Assembly (EGM) practically yesterday. During the meeting, shareholders considered and adopted a number of resolutions relating to the operations of the bank and the ongoing merger (the “Merger”) with Al Khalij Commercial Bank (al khaliji) PQSC
During the meeting, the shareholders approved the proposed merger of Al Khaliji and Al Rayan, which is to be carried out by way of merger in accordance with Article 278 of Qatari Law No. 11 of 2015 and its amendments. and to the provisions of the Central Bank of Qatar. Law number 13 of 2012, through the issuance of new Al Rayan shares on the basis of al khaliji shareholders receiving 0.5 Al Rayan share for each al khaliji share (exchange ratio ), subject to obtaining all regulatory approvals and fulfilling all the conditions precedent set out in the Merger Agreement dated January 7, 2021 between al khaliji and Al Rayan (the “Merger Agreement”).
The shareholders also approved the Fairness Opinion Report of Barclays Bank PLC, which concludes that the exchange ratio in accordance with the proposed transaction resulting in the value of al khaliji of 1,800,000,000 new shares in the share capital of ‘Al Rayan is fair, from a financial point of view, to holders of al khaliji shares.
It was reaffirmed during the meeting that the Merger is subject to regulatory approvals and that the two entities will continue to operate independently until the effective date of the Merger.
HE Ali bin Ahmad Al Kuwari, Chairman and CEO of Al Rayan, said: “I am very happy with the success of this historic EGM which propels us towards a successful merger with Al Khaliji. We look forward to combining the main strengths of our two banks, in order to be ideally positioned to meet the needs of a wider range of clients and to increase our market share, our product innovation and our client satisfaction. .
Turki Mohammed Al Khater, Vice Chairman of Al Rayan, said: “Obtaining the approval of our shareholders is a major step towards the success of this historic merger with Al Khaliji. With the support of our shareholders, we are moving closer to creating a strong unified entity that will have a strengthened presence in the State of Qatar and in international markets, and bring great benefits to our country and our economy in view. of achieving the Qatar National Vision 2030.. “
Al Khater added, “Our efforts remain focused on combining the strengths of both banks and maximizing our synergy towards the transition and integration into the new, stronger Shair’ah Compliant Bank. We are convinced that the merger is a crucial step in further highlighting the economic growth, vision and ambitions of the State of Qatar and a testament to our commitment to create a stronger Qatari banking system. “
The successful holding of Al Rayan’s EGM is an important step towards the completion of this historic merger, paving the way for the acceleration of efforts towards increased coordination with Al Khaliji to create a leading Sharia-compliant bank. with combined assets of around QR 177 billion.
The AGE has approved the increase in the authorized and paid-up share capital of Masraf al Rayan from QR 1.8 billion, from QR 7.5 billion to QR 9.3 billion, subject to the terms and conditions of the merger agreement from the date the merger takes effect.