PRINCIPLE EIGHT – RELATIONS WITH SHAREHOLDERS AND OTHER KEY STAKEHOLDERS
ABL’s stakeholders are individuals or groups that have an interest in the Bank or are affected by its actions. The primary stakeholders of the Bank are employees and management, shareholders and investors, and government and regulatory authorities.
SHAREHOLDING STRUCTURE
AfrAsia Bank has a good mix of local and international private institutional investors of renowned reputation across various continents and had a capital base of MUR 9.1bn as at 30 June 2021. The Bank ensures that there is proper and efficient information dissemination to all its shareholders and that the rights of minority shareholders are not neglected. It is noted that 0.29% of the Bank’s shareholding is held by its staff.
The Bank’s shareholding structure as at 30 June 2021 is as follows:
DIVIDEND POLICY
Dividends are proposed by management to its Board in line with the
provisions of The Banking Act 2004 (amended 12 August 2021), the
“Guideline on Payment of Dividend” issued by BOM, The Companies Act 2001
of Mauritius and the Bank’s Constitution. Once the Board is satisfied with
Management’s recommendation and the satisfaction of solvency tests, the
Board may approve the payment of dividends, subject to the approval of
BOM, after which dividends may be distributed to shareholders.
The Bank has achieved a satisfactory financial return to allow dividends of MUR 338.9m (MUR 3.00 per share), declared and paid during the year under review (2020: MUR 429.3m that is, MUR 3.80 per share /2019: MUR 186.4m that is, MUR 1.65 per share). This can be summarised as follows:
Dividend of MUR 66.2m were paid/payable for the 6 months ended 31
December 2020 and MUR 66.7m for the 6 months ended 30 June 2020 (MUR
73.7m were paid for the 6 months ended 31 December 2019 and MUR 73.7m
for the 6 months ended 30 June 2019). This can be summarised as follows:
Dividends on Class A Shares – Series 1 and 2 (MUR’m)
2021
2020
2019
Dividend paid
132.9
147.4
147.1
MATERIAL CLAUSES OF CONSTITUTION
Article 21.2 of the Bank’s Constitution provides for a list of reserved matters which must be approved by special resolution of the voting shareholders of the Bank. Restrictions concerning the disposal of shares are set out in Articles 15 and 16 of the Bank’s Constitution. Such restrictions include the requirement to obtain the Board’s approval in connection with the registration of share transfers.
SHAREHOLDERS’ AGREEMENT
There is a Shareholders’ Agreement (“SHA”) signed on 01 December 2014.
Three out of four shareholders who are parties to the agreement sent
notices to terminate the SHA. One shareholder does not agree that the
SHA has been terminated and has declared a dispute as regards to the said
termination of the SHA. The dispute has been referred to the International
Chamber of Commerce (“ICC”) for arbitration. The claim was heard in April
2021. The Bank, which is a signatory to the SHA, took a neutral position in
the arbitration. The ICC has to give its award imminently.
SIGNIFICANT CONTRACTS
ABL has not entered into any significant contract with third parties during the financial year ended 30 June 2021.
MANAGEMENT AGREEMENTS
ABL has not entered into any management agreement with third parties
during the financial year ended 30 June 2021
GIFTS AND DONATIONS
The Bank has made MUR 0.015m of gifts and donations during the year
ended 30 June 2021 (2020: MUR 2.0m/ 2019: MUR 0.8m). The year-on-year
drop was mainly driven by lower marketing related initiatives for employee
and client gifts in line with dampened economic activity
POLITICAL DONATIONS
The Bank has not made any political donations during the year ended 30
June 2021 (2020: MUR 3.5m and 2019: Nil)
Related Party
ABL has entered into an Introducer Services Agreement with Intra Capital Pte Ltd during the financial year ended 30 June 2021.
For further details pertaining to related party transactions and balances relating to year ended 30 June 2021, please refer to the note 36 on “Related Party Disclosures” of the Annual Report.
