Resolutions adopted by the Highest Governing Body of the Issuer
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1. |
NAME OF THE ISSUER |
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Full: |
Joint Venture in the form of Joint Stock Company “Uzbek Leasing International A.O.” |
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Short: |
JSC JV “Uzbek Leasing International A.O.” |
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Name of stock exchange ticker:* |
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2. |
CONTACT INFORMATION |
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Location: |
Republic of Uzbekistan, Tashkent, 100066, Beshyogoch street, 1 |
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Postal address: |
Republic of Uzbekistan, Tashkent, 100066, Beshyogoch street, 1 |
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E-mail:* |
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Official web-site:* |
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3. |
INFORMATION ON THE SUBSTANTIAL FACT |
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Number of substantial fact: |
06 |
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Name of substantial fact: |
Resolutions adopted by the Highest Governing Body of the Issuer |
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Type of the General Meeting: |
annual |
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extraordinary |
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Date of the General Meeting: |
November 16, 2015 |
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Date of the minutes of the General Meeting: |
November 27, 2015 |
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Venue of the General Meeting: |
Republic of Uzbekistan, Tashkent, 100066, Beshyogoch street, 1 |
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Quorum at the General Meeting: |
100% |
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# |
Issues put on voting |
Voting results |
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pro |
contra |
abstain |
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quantity |
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quantity |
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quantity |
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1.1 |
To approve the maximum number of authorized shares of the Company, which Company has the right to issue in addition to earlier issued shares, in 3,295,000 units, with nominal value of UZS 1,513 per one share |
100 |
3 390 000 |
0 |
0 |
0 |
0 |
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1.2 |
Distribute the authorized shares of the Company among shareholders as follows: a) to NBU – 1,647,500 units b) to UOIC – 1,647,500 units |
0 |
0 |
100 |
3 390 000 |
0 |
0 |
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2. |
To approve the amended and restated Charter of the Company |
100 |
3 390 000 |
0 |
0 |
0 |
0 |
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3. |
To approve the amendments to the Regulation “On the executive body” of the Company |
100 |
3 390 000 |
0 |
0 |
0 |
0 |
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4. |
To approve the amended Organizational structure of the Company |
100 |
3 390 000 |
0 |
0 |
0 |
0 |
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5. |
1) To approve the senior loan in the amount of US$2 (two) million US Dollars in favour of the Company, granted by agRIF Cooperatief U.A., fund managed by INCOFIN Investment Management company (INCOFIN), in accordance with Indicative Term Sheet dated October 20, 2015, taking into account comments from Shareholders. 2) To authorize the management of the Company for signing on behalf of the Company of the loan agreement with agRIF Cooperatief U.A., and other legal documents (including, but not limited to the security agreement), in connection with loan agreement with agRIF Cooperatief U.A. 3) To approve the following list of authorized persons of the Company (with specimen signatures), who will have the right on behalf of the Company take any action or execute any documents under the loan agreement between the Company and agRIF Cooperatief U.A. (Mustafaev Z.B., Chief Executive Officer; Lim T.M., Chief Accountant; Yusupov B.S., Deputy Chief Executive Officer; Rasulov Sh.G., Finance and Administration Manager). |
100 |
3 390 000 |
0 |
0 |
0 |
0 |
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6. |
1) To approve the loan in the amount of US$5 (five) million US Dollars in favour of the Company from International Finance Corporation (IFC), in accordance with preliminary proposal and Indicative Terms and conditions from IFC, taking into account comments from Shareholders. 2) To authorize the management of the Company for signing on behalf of the Company of the loan agreement with IFC, and other legal documents (including, but not limited to the security agreement), in connection with loan agreement with IFC. 3) To approve the following list of authorized persons of the Company (with specimen signatures), who will have the right on behalf of the Company take any action or execute any documents under the loan agreement between the Company and IFC (Mustafaev Z.B., Chief Executive Officer; Lim T.M., Chief Accountant; Yusupov B.S., Deputy Chief Executive Officer; Rasulov Sh.G., Finance and Administration Manager). |
100 |
3 390 000 |
0 |
0 |
0 |
0 |
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Full wording of the decisions made by the General Meeting: |
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1.1 |
To approve the maximum number of authorized shares of the Company, which Company has the right to issue in addition to earlier issued shares, in 3,295,000 units, with nominal value of UZS 1,513 per one share. |
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1.2 |
To postpone consideration of the matter to a later date.
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2. |
To approve the amended and restated Charter of the Company, as per draft, presented by the management, taking into account comment by Representative of Maybank. |
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3. |
To approve the amendments to the Regulation “On the executive body” of the Company, as presented by the management. |
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4. |
To approve the amended Organizational structure of the Company, as presented by the management. |
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5. |
1) To approve the senior loan in the amount of US$2 (two) million US Dollars in favour of the Company, granted by agRIF Cooperatief U.A., fund managed by INCOFIN Investment Management company (INCOFIN), in accordance with Indicative Term Sheet dated October 20, 2015, taking into account comments from Shareholders. 2) To authorize the management of the Company for signing on behalf of the Company of the loan agreement with agRIF Cooperatief U.A., and other legal documents (including, but not limited to the security agreement), in connection with loan agreement with agRIF Cooperatief U.A. 3) To approve the following list of authorized persons of the Company (with specimen signatures), who will have the right on behalf of the Company take any action or execute any documents under the loan agreement between the Company and agRIF Cooperatief U.A. (Mustafaev Z.B., Chief Executive Officer; Lim T.M., Chief Accountant; Yusupov B.S., Deputy Chief Executive Officer; Rasulov Sh.G., Finance and Administration Manager). |
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6. |
1) To approve the loan in the amount of US$5 (five) million US Dollars in favour of the Company from International Finance Corporation (IFC), in accordance with preliminary proposal and Indicative Terms and conditions from IFC, taking into account comments from Shareholders. 2) To authorize the management of the Company for signing on behalf of the Company of the loan agreement with IFC, and other legal documents (including, but not limited to the security agreement), in connection with loan agreement with IFC. 3) To approve the following list of authorized persons of the Company (with specimen signatures), who will have the right on behalf of the Company take any action or execute any documents under the loan agreement between the Company and IFC (Mustafaev Z.B., Chief Executive Officer; Lim T.M., Chief Accountant; Yusupov B.S., Deputy Chief Executive Officer; Rasulov Sh.G., Finance and Administration Manager). |
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1. Election of members of the Supervisory Board: |
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Information about candidates |
Number of votes |
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# |
Full name |
Place of work |
Shares owned |
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quantity |
type |
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No |
No |
No |
No |
No |
No |
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Wording of amendments and/or additions to the Charter ** |
Section 4.4 “Authorized shares” of the proposed draft new Charter: “Authorized shares shall be placed by closed subscription among the following Shareholders of the Company: (a) National Bank for Foreign Economic Activity of the Republic of Uzbekistan - one million six hundred forty seven thousand five hundred (1 647 500) shares; (b) “Uzbek-Oman Investment Company” LLC - one million six hundred forty seven thousands five hundred (1 647 500) shares.” |
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Mustafaev Z.B. Name of the Head of the Executive Body: |
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Lim T.M. |
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Mikaelyan A.S. |
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