LIBERTY LIFE INSURANCE PUBLIC COMPANY LTD
Nicosia, 21 June 2017
To all shareholders of the company
LIBERTY LIFE INSURANCE PUBLIC COMPANY LTD
NOTICE OF THE EXTRAORDINARY GENERAL MEETING
The shareholders are informed that the Extraordinary General Meeting of Liberty Life Insurance Public Company Limited (the «Company») will be held at the registered office of the Company, 10 Mnasiadou Street, Nicosia, on July 19, 2017 at 11.30 am in order to deal with the following matters:
1. Consolidation of shares.
Every 100 existing shares which are now with an authorized value of €0,01 each to be consolidated and divided into 1 share of authorized value of €1,00 each. With this change the authorized share capital of the company which is now €19.000.00 divided into 1.100.000.000 “A Class” shares of €0,01 each and 800.000.000 “Class B” shares of €0,01 each, will become €19.000.000 divided into 11.000.000 “Class A” shares of €1,00 each and 8.000.000 “Class B” shares of €1,00 each. The issued share capital of the company which is now €1.708.037,07 divided into 90.803.707 “Class A” shares of €0,01 each and 80.000.000 “Class B” shares of €0,01 each will become €1.708.037,07 divided into 908.037 “Class A” shares of €1,00 each and €800.000 “Class B” shares of €1,00. As far any fractional balances that will arise as a result of the division of the number of shares by 100, when these are more than half then one share will be given and when less than half will be ignored. For example for 199 shares two shares will be given and for 149 one share will be given. All shareholders who now have less than 49 will not be any longer shareholders and will not be compensated as the net asset value of the share is negative.
2. Reduction of the Authorised value of the share.
After the implementation of the consolidation and division of the value of the share which is explained in paragraph 1 above, the authorized value of the share be reduced by €0,99 each i.e from €1,00 to €0,01 and this achieved with the write off of the losses of €1.690.956,63 that the company suffered to the extent of the issued number of shares, ie, 1.708.037 * €0,99 = €1.690.956,63. With the reduction of the nominal value of the share from €1,00 to €0,01 the nominal share capital of the company will become €190.000 divided into 11.000.000 “Class A” shares of €0,01 each and 8.000.000 “Class B” shares of €0,01 each. The issued share capital of the company will become €17.080,37 divided into 908.037 “Class A” shares of €0,01 each and 800.000 “Class B” shares of €0,01 each. The reduction of the share capital, according to the Company Law Cap.113 will be effective as from the date that the relevant certificate is issued by the Registrar of Companies.
3. Increase of the Authorised share capital.
With the implementation of the reduction of capital and at the same time with this, the authorized share capital of the company will be increased to its previous level, ie, to €19.000.000 divided into 1.100.000.000 “Class A” shares of € 0,01 each and 800.000.000 “Class B” shares of €0,01 each, with the creation of 1.089.000.000 new “Class A” shares of € 0,01 each and 792.000.000 “Class B” shares of €0.01 each, which will be the same in all respects with the existing ordinary share of the Company.
By order of the Board of Directors,
A member entitled to attend and vote at the above meeting is entitled to appoint a proxy to attend and vote on his behalf. The instrument (see below) of appointing a proxy must be in accordance with the provisions of the Articles of Association of the Company and the Company Law Cap.113 and must be deposited at the office of the Company, which is the office address as above i.e. where the meeting will take place, at least 48 hours before the time of the meeting. Such a proxy need not be a member of the Company.
To: LIBERTY LIFE INSURANCE PUBLIC COMPANY LIMITED
10 Mnasiadou Street, P.O.Box 26070, 1666 Nicosia, Cyprus
I/We …………………………………………………………………….. holders of shares of the above Company appoint, ……………………………………………………………………………………………………….. to vote on my/our behalf on the next Extraordinary General Meeting of the Company which is to take place July 19, 2017 at 11.30 am at ELMA HOUSE, 5thFloor, 10 Mnasiadou Street, Nicosia, and at any postponement of the meeting.
Date / / 2017 Signature ……………………………..