AGM Resolution

UNITED INDUSTRIES COMPANY (UIC)
( KSC - CLOSED)
RESOLUTION OF THE GENERAL ASSEMBLY MEETING FOR THE FINANCIAL YEAR ENDING 31/12/2007


The General Assembly of the United Industries Company - KSC (Closed), held its meeting on Monday 10th of March 2008 at 10:00am in its headquarters in Sharq, Khaled Bin Al-Waleed Street, Al-Shaheed Tower, 17th floor, in the presence of the following:

• Ms. Fatma Al Baghli - Ministry of Commerce and Industry representative
• Mr. Fouad Douglas - auditor, Ernst & Young
• Dr. Shuaib Al Shuaib - auditor, Al Bazie & Co.

The Ministry of Commerce and Industry representative announced the completion of the quorum by attendance of representatives holding 132,961,077 shares out of 235,937,500 shares, which equals to 56.83%. Sheikh Khalifa Abdulla Al-Jaber Al-Sabah, Chairman of the Board, opened the meeting . After welcoming the audience, the
discussion of the agenda started and the following has been reviewed, approved and ratified:

1) Review and ratification of the Board of Director’s report for the financial year ending 31.12.2007.

2) Review and ratification of the Auditor’s report for the financial year ending 31.12.2007.

3) Review and ratification of the Balance Sheet and the closing accounts for the financial year ending 31.12.2007.

4) Authorization of the Board of Directors to deal with parties concerned.

5) Approval of the proposal to increase the Company’s paid-up capital from KD 23,593,750 to KD 24,773,437.500 by issuance of bonus shares at the rate of 5% of the capital, or 11,796,875 shares, i.e. 5 shares per each 100 shares, in
addition to distribution of cash dividends at the rate of 35% (thirty five percent) of the nominal share value, i.e.35 fils per share for the shareholders on the company’s records on the date of the General Assembly meeting.

6) Approval of allocation of 1% of net profit for the financial year ending 31.12.2007 for donations to charity entities through Al Khair Projects Establishment.

7) Sanction of the Board of Directors’ remuneration for 2007.

8) Discharge of the Board members and releasing them from any responsibility in respect of their actions in the financial year ending 31.12.2007 .

9) Sanction of the authorization of the Board of Directors to buy the company’s shares in accordance with and subject to the percentage , terms and conditions set by law and the ministerial resolutions . Such authorization shall remain valid
for 18 months with effect of the date of issuance .

10)Appointment or re-appointment of the company’s external auditors for the financial year 2008 and authorization of the Board of Directors to determine their fees.
The meeting was concluded at 11:30 am.

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