1. Resolved that the Directors’ Report for the year ended 31 December 2015 are hereby approved.
2. Resolved that the Auditors’ Report for the year ended 31 December 2015 are hereby approved.
3. Resolved that the Consolidated Financial Statements of Emirates NBD Group for the year ended 31December 2015 is hereby approved.
4. Resolved that the distribution of 40% (40 fils per share) cash dividend to shareholders whose names appear in the share register as of25 February 2016 is hereby approved, taking into consideration the following:
• Last date dividend entitlement: 23February 2016.
• Ex-dividend date is 24 February 2016.
5. Resolved that the Directors Remuneration, as recommended in the Directors’ Report, is hereby approved.
6. Resolved that the Board of Directors are hereby absolved from responsibility for the year ended 31December 2015.
7. Resolved that the Auditors are hereby absolved from responsibility for the year ended 31 December 2015.
8. Resolved that the following persons are hereby elected to be Directors of the Bank for a term of three years:
• H.H.Shaikh Ahmed Bin Saeed Al Maktoum
• Mr.Hesham Abdulla Al Qassim
• H.E.Khalid Juma Al Majid
• Mr.Hussain Hassan Mirza Al Sayegh
• Mr.Buti Obaid Buti Al Mulla
• Mr.Shoaib Mir Hashem Khoory
• Mr.Mohamed Hamad Obaid Al Shehi
• Mr.Mohamed Hadi Ahmed Al Hussaini
• Mr.Ali Humaid Ali Al Owais
9. Resolved that M/s. Ernst &Young be appointed as Auditors of the Bank until the conclusion of the next Annual General Meeting, to audit the accounts of Emirates NBD Group for the year 2016.
10. Resolved that the amendment of the Company’s Memorandum & Articles of Association to comply with the provisions of Federal Law No. 2 of 2015 is hereby approved subject to applicable regulatory approvals.
Special and Ordinary Resolutions:
11. Resolved that the Directors proposals with respect to non-equity securities issued or to be issued by the Company is hereby approved subject to applicable regulatory approvals.