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Financial Statements 2011 - Investing In Africa

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Report Of The Directors<br />

The Board of directors has pleasure in submitting their annual report together with the audited financial statements for the year ended<br />

31 December <strong>2011</strong> in accordance with Section 22 of the Banking Act and Section 157 of the Kenyan Companies Act which discloses,<br />

the state of affairs of the Group and the Bank.<br />

1. ACTIVITIES<br />

The principal activities of the Group are the provision of retail and corporate banking, brokerage, bancassurance and investment<br />

banking services.<br />

2. RESULTS FOR THE YEAR<br />

The Group profit for the year of Shs 2,707,137,000 (2010: Shs 1,863,918,000) has been added to revenue reserves.<br />

3. DIVIDENDS<br />

An interim dividend of Shs 0.25 per share amounting to Shs 98,724,000 was paid to shareholders on 5 October <strong>2011</strong>.<br />

The Board has resolved to recommend to the shareholders at the forthcoming Annual General Meeting, scheduled for 2 May<br />

2012, the payment of a final dividend for the year of Shs 0.25 (2010: Shs 0.25) for every ordinary share of Shs 5. The dividends<br />

will be payable to the shareholders registered on the company’s register at the close of business on 29 March 2012 and will be<br />

paid on or after 2 May 2012. The register will remain closed for one day on 30 March 2012.<br />

4. REGIONAL EXPANSION<br />

<strong>In</strong> line with its regional expansion strategy, the Board of Directors has approved the establishment of a commercial banking<br />

subsidiary in Uganda. The establishment of this subsidiary is subject to the ratification by the shareholders at the Annual<br />

General Meeting. The capital injection for this investment is Shs 961m (Uganda Shillings 25 billion).<br />

5. CAPITAL<br />

The directors recommend for approval at the upcoming Annual General Meeting an increase in the authorized share capital<br />

and the raising of additional capital of Shs 2 billion through a rights issue. The increase in the authorized share capital and the<br />

rights issue are also subject to the necessary regulatory approvals.<br />

6. DIRECTORS<br />

The directors who held office during the year and to date are shown on page 20. <strong>In</strong> accordance with articles 108, 109 and 110<br />

of the Articles of Association, M L Somen, P V Shah and F N Mwanzia retire by rotation and, being eligible offer themselves for<br />

re-election.<br />

7. AUDITORS<br />

Deloitte & Touche, having expressed their willingness, will continue in office in accordance with section 159 (2) of the Companies<br />

Act and subject to section 24(1) of the Banking Act.<br />

8. APPROVAL OF FINANCIAL STATEMENTS<br />

The financial statements were approved and authorised for issue by the Board of Directors on 22 February 2012.<br />

BY ORDER OF THE BOARD<br />

L. Murage<br />

Group Company Secretary<br />

Nairobi<br />

22 February 2012<br />

30 • NIC Bank Limited • Annual Report & <strong>Financial</strong> <strong>Statements</strong> <strong>2011</strong>

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