pursuant
to section 192 of the Companies
Act between NATIONAL
COMMERCIAL BANK JAMAICA LIMITED SHAREHOLDERS Myers, Fletcher & Gordon Attorneys-At-Law 21 East Street
Kingston Responsibility
statement The
information contained in this document is given at the date of this
document unless another time is specified, and to the best of their
knowledge and belief, the Companies, their agents and professional
advisers have taken all reasonable care to ensure that the information
contained herein is correct. Shareholders
of the Companies should not construe the contents of this document as
legal, tax, financial or other professional advice.
Each Shareholder should consult his own professional adviser as to
the legal, tax, financial, or other considerations relevant to the action
he should take in connection with the Scheme. The
Companies, their agents and professional advisers have no responsibility
in respect of any of the information contained in this document or
otherwise made available in relation to the Scheme to any third party
(i.e. a person who is not a Shareholder).
Statement from the Directors of NCB Group Opinion of PricewaterhouseCoopers
Interests of Directors Financial position of the Companies and the New Core Subsidiaries NCB Group's Subsidiaries OMNI Insurance Services Limited Edward Gayle & Company Limited West Indies Trust Company Limited N.C.B. (Investments) Limited Data-Cap Processing Limited N.C.B. Jamaica (Nominees) Limited Epsom Holdings Limited Putting the Scheme into place Proposed Structure Winding up of NCB Group Stock Exchange Share Offer to Staff. Share Offer to Non-FINSAC Shareholders. Administration of the Scheme. Indemnities NCB Group Creditors Termination of the Scheme D. PROCEDURES REGARDING THE SCHEME MEETINGS Where and when Voting at the Scheme Meetings How to appoint a proxy After the Scheme Meetings Copies of documents E. APPENDICES
TO THE EXPLANATORY STATEMENT Appendix A : REPORT OF PRICE WATERHOUSE COOPERS Appendix B :
NCB GROUP CONSOLIDATED PROFIT AND LOSS ACCOUNT AND BALANCE Appendix C :
NCB CONSOLIDATED PROFIT AND LOSS
ACCOUNT
AND BALANCE SHEET Appendix D : NEW CORE SUBSIDIARIES PROFIT AND LOSS ACCOUNTS AND BALANCE SHEETS AS AT 30 JUNE 2000 Appendix E : NCB NEW CORE SUBSIDIARIES PROFORMA POST-REORGANIZATION CONSOLIDATED PROFIT AND LOSS ACCOUNT AND BALANCE SHEET AS AT 30 JUNE 2000 Appendix F : IMPACT OF SCHEME ON EARNINGS ATTRIBUTABLE TO PUBLIC SHAREHOLDERS Appendix G : THE NCBI PROPERTIES Appendix H :
THE TERMS OF THE FINSAC PREFERENCE SHARES IN NCB (Extract) PART 2 THE SCHEME OF ARRANGEMENT Recitals Definitions Interpretation Present Shareholding Structures The Purpose of the Scheme
Commencement of the Scheme Entitlement of NCB Group Shareholders to shares in NCB Entitlement of FINSAC to shares in NCB Group Conversion of preference shares Shareholding in NCB Knutsford Branch Epsom Holdings Limited NCBI Properties Eureka Properties New Core subsidiaries Notice to Shareholders Termination of the Scheme
Powers of NCB Duties of FINSAC
Share Offer to Staff Share Offer to Non-FINSAC Shareholders Validity of Acts and Indemnity Modification of the Scheme Costs and Expenses Governing Law and Jurisdiction PART 3 A. NOTICE OF SCHEME MEETING
We value your feedback
and comments.
|
|
