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Investor Relations

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Shareholder Information

Please click here to download Shareholder Information Guidelines

 

Share Types

Byblos Bank currently has three types of shares in circulation: common, GDRs and preferred. While the common and preferred shares are traded on the Beirut Stock exchange, GDRs are traded on both the Beirut Stock Exchange and the London Stock Exchange. 


The capital of the Bank is divided into 569,515,040 shares with a par value of LBP 1,210, consisting of:

  • 565,515,040 Common Shares (out of which ˜ 8% GDRs)
  • 2,000,000 Series 2008 Preferred Shares 
  • 2,000,000 Series 2009 Preferred Shares 

 

Global Depository Receipts (GDRs)

On 6 February 2009, the Bank entered into a depositary agreement with The Bank of New York Mellon (acting as depositary) and established a Global Depository Receipts Program pursuant to which holders of common shares were given the option to deposit their common shares for the issuance of GDSs at a ratio of 50 common shares per GDS. GDSs, representing currently around 8% of the common shares, were issued under the GDR Program and admitted to trading on the London Stock Exchange’s Main Market on 19 February 2009, making the Bank the first Lebanese bank to obtain a listing on the Official List of the United Kingdom Listing Authority in 12 years. 

 

Series 2008 Preferred Shares

On 15 August 2008, and based on the decision of the Extraordinary General Assembly held on 18 July 2008, the Bank issued Series 2008 Preferred Shares according to the following terms:

Number of shares: 2,000,000

Share’s issue price: USD 100

Share’s nominal value: LBP 1,210

Benefits: Non-cumulative annual dividends of USD 8.00 per share, subject to the availability of non-consolidated distributable net profits.

Repurchase right: Redeemable (at a date subsequent to the approval of 2013 accounts by the General Assembly) at the Bank’s option at the issue price plus any declared but unpaid distributions for all the years preceding the year of the call, with the condition that at least 25% of the original number of the preferred shares are called each time.

 

Series 2009 Preferred Shares

On 4 September 2009, and based on the decision of the Extraordinary General Assembly held on 1 August 2009, the Bank issued Series 2009 Preferred Shares according to the following terms:

Number of shares: 2,000,000

Share’s issue price: USD 96

Share’s nominal value: LBP 1,210

Benefits: Non-cumulative annual dividends of USD 8.00 per share, subject to the availability of non-consolidated distributable net profits.

Repurchase right: Redeemable (at a date subsequent to the approval of 2014 accounts by the General Assembly) at the Bank’s option at USD 100 plus any declared but unpaid distributions for all the years preceding the year of the call, with the condition that at least 25% of the original number of the preferred shares are called each time.


Byblos Bank Prospectuses 

Dividends

The Ordinary General Assembly of Byblos Bank S.A.L. held on 28 April 2017 at the Bank’s Headquarters, approved on the distribution of dividends for the year 2016 as follows:

 

For Common Shareholders:

  • LBP 200 per share (LBP 190 Net of 5 % withholding tax)

For Preferred Shareholders:
  • Class 2008: USD 8 per share; (USD 7.6 Net of 5 % withholding tax)
  • Class 2009: USD 8 per share; (USD 7.6 Net of 5 % withholding tax)

Such dividends will be paid on or about 5 May 2017 after deducting the 5% withholding tax, to shareholders as at 4 May 2017 (record date), according to the records of Midclear (the Central Depository). Share will trade ex-dividend starting 2 May 2017.

For GDR holders:
  • LBP 200 per share paid in US dollars through the depositary bank, The Bank of New York Mellon, after deducting the 5% withholding tax and other expenses starting 10 May 2017.
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General Assemblies

Invitation to the Annual Ordinary General Assembly of Preferred Shares Holders

 

The holders of Byblos Bank S.A.L. preferred shares are invited to attend the annual ordinary general assembly to be held at Byblos Bank Headquarters in Ashrafieh, Elias Sarkis Avenue, at 11:00 AM on Friday 28 April 2017, in order to discuss and decide on the matters listed on the following agenda:

 

1- To hear the general and special Board reports for the fiscal year 2016.

2- To hear the auditors’ general and special reports for the fiscal year 2016.

3- To advise on the accounts of the fiscal year 2016 and on the allocation of its results.

4- To advise on the discharge of the Chairman and Board members for their administrative duties during the fiscal year 2016.

5- To advise on the operations performed between the Board members and the Bank during the fiscal year 2016 and on the authorization to be given to the Board members, in accordance with Articles 158 and 159 of the Code of Commerce and Article 152 of the Code of Money and Credit, to carry out during 2017 all the operations described in the special report of both the Board of Directors and the auditors.

6- To advise on the determination of the auditors’ remuneration and the directors and Board Committee members’ emoluments for the fiscal year 2017.

7- Miscellaneous

 

The balance sheet, inventory, profit and loss account for the fiscal year 2016, general and special reports of both the Board and the auditors for the fiscal year 2016, consolidated profit and loss account, consolidated balance sheet and relevant auditors’ report, as well as the list of the holders of the preferred shares will be made available to shareholders at Byblos Bank Headquarters in Ashrafieh, Elias Sarkis Avenue, during the regular business hours 16 days before the meeting.

 

Invitation to the Annual Ordinary General Assembly of Common Shares Holders

 

The shareholders of Byblos Bank S.A.L. are invited to attend the annual ordinary general assembly to be held at Byblos Bank Headquarters in Ashrafieh, Elias Sarkis Avenue, at 11:30 AM on Friday, 28 April 2017, in order to discuss and decide on the matters listed on the following agenda:

 

1- To hear the general and special Board reports for the fiscal year 2016.

2- To hear the auditors’ general and special reports for the fiscal year 2016.

3- To approve the accounts of the fiscal year 2016 and the allocation of its results.

4- To discharge the Chairman and the Board members for their administrative duties during the fiscal year 2016.

5- To approve the operations performed between the Board members and the Bank during the fiscal year 2016 and to authorize the Board members, in accordance with Articles 158 and 159 of the Code of Commerce and Article 152 of the Code of Money and Credit, to carry out during 2017 all the operations described in the special report of both the Board of Directors and the auditors.

6- To determine the auditors’ remuneration and the Board of Directors and Board Committee members’ emoluments for the fiscal year 2017.

7- Miscellaneous

 

The balance sheet, inventory, profit and loss account for the fiscal year 2016, general and special reports of both the Board and the auditors for the fiscal year 2016, consolidated profit and loss account, consolidated balance sheet and relevant auditors’ report, as well as the list of the shareholders will be made available to shareholders at Byblos Bank Headquarters in Ashrafieh, Elias Sarkis Avenue, during the regular business hours 16 days before the meeting.


Corporate Governance

Byblos Bank has been built around transparent business practices, responsible lending policies, and careful investment strategies, all of which have allowed the erection of a clear and effective risk governance structure at board and management levels. Moreover, the Byblos Bank Group conducts regular reviews to ensure that its governance model remains appropriate to both regulatory requirements and market developments – and that all relevant controls are being adhered to. Our systems, codes of conduct, and internal controls are designed to meet the requirements of Basel II and other international standards.

 

Board of Directors

The Board of Directors of Byblos Bank S.A.L. consists of 10 members serving a term of three years, the majority of whom are independent and non-executive, and come from different financial, economic and/or business backgrounds. The Board is the top decision-making body of Byblos Bank S.A.L. with respect to the implementation of the resolutions of the General Assembly and the carrying out of all ordinary activities of the Group which are not daily in character. The Board’s primary role is to establish the Group’s strategic direction and to approve the nature and levels of risk that the Group is willing to take.

 

The Board reviews strategic options, agrees on strategy, and monitors the implementation of strategy. It is also responsible for the integrity of the Group’s financial reporting, for ensuring that appropriate risk policies are implemented, and for ensuring that the Group is in compliance with all applicable laws.


The General Assembly of the Bank’s shareholders held on 15 May 2015 elected a new Board of Directors to succeed the one whose term of office had expired. The new Board of Directors was elected unanimously for a period of three years ending at the meeting of the Annual Ordinary General Assembly to approve the financial statements for the year ending 31 December 2017.
  • Dr. François S. Bassil

    Chairman of Byblos Bank Group
    Dr. François S. Bassil
    Chairman of Byblos Bank Group
    Lebanese, born in 1934. Holder of a PhD in Law from Leuven University in Belgium. Has been working in the banking sector since 1962. Was a co-founder of Byblos Bank S.A.L., which he has helped transform into Lebanon’s third-largest bank and where he held the positions of Chairman of the Board of Directors and General Manager from 1979 until July 2015, when he was elected Chairman of Byblos Bank Group. Is also Chairman of the Board of Directors of Byblos Bank Africa. Also sits on the Boards of Byblos Bank Europe, Byblos Bank Syria, and Byblos Bank Armenia. In addition, serves as Chairman of the Board of Directors and General Manager of Byblos Invest Holding Luxembourg. In June 2015 completed a fourth term as Chairman of the Board of the Association of Banks in Lebanon. 
  • Mr. Semaan Bassil

    Chairman - General Manager of Byblos Bank S.A.L.
    Mr. Semaan Bassil
    Chairman - General Manager of Byblos Bank S.A.L.
    Lebanese, born in 1965. Holder of a Bachelor of Arts in Business, with a minor in Finance, from Boston University in the US and a Masters’ Degree in Business Administration and Management from Cambridge University in the UK. Has been working in the banking sector since 1990. Has been a Member of the Board of Directors of Byblos Bank S.A.L. since 1992. Was elected Vice-Chairman of the Board and General Manager in 2000 and Chairman - General Manager in July 2015. Serves as a Member of the Board Compliance Committee. Also is Chairman of the Board of Byblos Bank Syria, Chairman - General Manager of Byblos Invest Bank S.A.L., Vice-Chairman of the Board of Byblos Bank Africa, and Member of the Board of Byblos Bank Europe. 
  • Baron Guy L. Quaden
    Director
    Belgian, born in 1945. Holder of a Master’s Degree in Economics from La Sorbonne in France and a PhD from Liège University in Belgium. Appointed in 1977 as Professor of Economic Policy at Liège University, where he later served as Dean of the Faculty of Economics and Management. Started his career in the banking sector in 1988 when he joined the Board of the National Bank of Belgium (the country’s central bank), later serving as Governor (and as a Member of the Governing Council of the European Central Bank) from 1999 until 2011. Has produced numerous economic publications. Received the title of Baron from the King of Belgium and was decorated as an Officer of the Légion d’honneur by the President of the French Republic. Has been a Member of the Board of Directors of Byblos Bank S.A.L. since 2012. Also sits on the Board of Byblos Bank Europe. 
  • Mr. Des S. O'Shea
    Director
    Irish, born in 1956. Holder of a Bachelor of Commerce Degree from University College Cork in Ireland, and qualified as a Chartered Accountant in 1980. Has been working in the banking industry since 1981, including eight years as Vice President of GE Capital ending in 2011, and several directorships in private and publicly quoted institutions across the world. Is currently the Chairman of Ulster Bank in Ireland and has been a Member of the Board of Directors of Byblos Bank S.A.L. since 2014 where he serves as Chairman of the Board Risk Committee.
  • Mr. Yves R. Jacquot
    Director
    French, born in 1956. Holder of a BA from the École Supérieure des Sciences Économiques et Commerciales (ESSEC) in France. Has been working in the banking sector since 1980 and has held a variety of senior positions, including Deputy Director General of BRED Banque Populaire in France, and Director General of BRED’s COFIBRED investment fund. Currently serves as First Vice President for International Development at National Bank of Canada Group, Deputy Director General of NBC’s NATCAN International Investments, and as a Member of the boards of ABA Bank in Cambodia and Afrasia Bank in Mauritius. Has been a Member of the Board of Directors of Byblos Bank S.A.L. since May 2015 and serves as a Member of the Board Audit Committee and the Board Risk Committee.
  • Mr. Bassam A. Nassar
    Director
    Lebanese, born in 1965. Holder of a Diploma in Economics from the London School of Economics and is a graduate of the Executive Education Program at Harvard Business School. Is an entrepreneur with major holdings in a number of private companies in Nigeria. Has been a Member of the Board of Directors of Byblos Bank S.A.L. since 1992, and serves as a Member of the Board Audit Committee and the Board Remuneration, Nomination and Corporate Governance Committee. Also serves as Chairman of the Board of Byblos Bank Europe and as a Member of the Board of Byblos Invest Holding Luxembourg.
  • Mr. Alain C. Tohmé
    Director
    Lebanese, born in 1962. Holder of a Bachelor of Commerce Degree from University College Cork in Ireland and an MBA from Boston College in the US. Started working in the banking industry when he joined Byblos Bank Europe in 1985 before moving in 1997 to Byblos Bank S.A.L., where he assumed several positions, the most recent having been Deputy General Manager, until 2011. Has been a Member of the Board of Directors of Byblos Bank S.A.L. since 2011 and serves as Chairman of both the Board Audit Committee and the Board Remuneration, Nomination and Corporate Governance Committee. Is also Chairman of the Board of Byblos Bank Armenia, a Member of the Board of Byblos Bank RDC, and a Member of the Board of Byblos Invest Bank S.A.L.
  • Dr. Henry T. Azzam
    Director
    Lebanese, born in 1949. Holder of a PhD in Economics from the University of Southern California in the US. Has been working in the financial sector since 1981. Has assumed key positions with major financial companies in Lebanon and other parts of the Arab world, including Deutsche Bank Dubai. Is well-versed in the money and banking markets and has issued publications and articles revolving around the financial world. Has been a Member of the Board of Directors of Byblos Bank S.A.L. since 2012 and serves as Chairman of the Board Compliance Committee.
  • Mr. Ahmad T. Tabbara
    Director
    Lebanese, born in 1940. Holder of a Bachelor’s Degree and an MBA in Finance from the American University of Beirut. Worked as a consultant to former Prime Minister Salim el Hoss. Is an entrepreneur with shares in a number of family businesses and social initiatives, including the Toufic Tabbara Cultural Center. Has been a Member of the Board of Directors of Byblos Bank S.A.L. since 1999. Also serves as a Member of the Board Risk Committee and the Board Compliance Committee.
  • Mr. Faisal M. Ali El Tabsh
    Director
    Lebanese, born in 1948. Holder of a Master’s Degree in Geology from the American University of Beirut. Is an entrepreneur and owner of M.A. Tabsh Company in Saudi Arabia. Has been a Member of the Board of Directors of Byblos Bank S.A.L. since 2000. Is also a Member of the Board of Byblos Invest Holding Luxembourg and Vice-Chairman of the Board of Byblos Bank Europe. Serves as a Member of the Board Remuneration, Nomination and Corporate Governance Committee.

Board Committees

The Board has established four committees to assist in carrying out its responsibilities. The Committees are composed of mostly independent/non-executive Directors, satisfying the applicable best-practice requirements. The Board delegates its authority for day-to-day activities to Senior Management through the various established committees.

Risk Committee
Provides oversight of Senior Management’s activities in managing capital adequacy (including the Internal Capital Adequacy Assessment Process, or ICAAP), as well as credit, market, liquidity, operational, reputational, and other risks of the Group. 

Members:

  • Mr. Des S. O'Shea, Chairman
  • Mr. Ahmad T. Tabbara, Member
  • Mr. Yves R. Jacquot, Member
Audit Committee
Monitors the Group’s accounting practices and external reporting, and reviews the audit reports covering the Group’s operations and takes appropriate actions/decisions.
 

Members:

  • Mr. Alain C. Tohmé, Chairman
  • Mr. Bassam A. Nassar, Member  
  • Mr. Yves R. Jacquot, Member 

Remuneration, Nomination and Corporate Governance Committee

Oversees the remuneration system’s design and operation and other related matters, and ensures compliance with the Corporate Governance principles set by the Bank and regulators, consistent with international standards and guidelines.

 

Members:

  • Mr. Alain C. Tohmé, Chairman 
  • Mr. Bassam A. Nassar, Member
  • Mr. Faisal Al Tabsh, Member

 

Compliance Committee

Oversees the management of the risk of non-compliance with laws and regulations (Anti-Money-Laundering, Combating the Financing of Terrorism, sanctions, economic embargoes, etc.) where failure to comply with may result in material financial losses or damage to the Bank’s reputation.

 

Members:

  • Dr. Henry T. Azzam, Chairman
  • Mr. Semaan F. Bassil, Member
  • Mr. Ahmad T. Tabbara, Member

Senior Management

  • Mr. Semaan F. Bassil
    Chairman - General Manager of Byblos Bank S.A.L.
  • Mrs. Joumana Bassil Chelala
    Deputy General Manager, Head of Consumer Banking
  • Mr. Marwan Moharram
    Deputy General Manager, Head of Group Risk Management and Head of Group Compliance
  • Mr. Fadi Nassar
    Deputy General Manager, Head of Group Commercial Banking
  • Mr. Sélim Stéphan
    Deputy General Manager, Head of Foreign Banking Units
  • Mr. Alain Wanna
    Deputy General Manager, Head of Group Financial Markets and Financial Institutions
  • Mr. Walid Kazan
    Assistant General Manager, Head of Foreign Banking Units Support
  • Mr. Joseph Nasr
    Assistant General Manager, Head of Distribution Network
  • Mr. Raffoul Raffoul
    Assistant General Manager, Head of Group Organizational Development, Information Systems, and Operational Support
  • Mr. Gilbert Zouein
    Assistant General Manager, Byblos Way Director
  • Mr. Fadi Abou Abdallah
    Head of Group Internal Audit
  • Mr. Elie Bassil
    Head of Group Banking Technology
  • Mr. Paul Chammas
    Head of Group Operations
  • Mr. Ziad El Zoghbi
    Head of Group Finance and Administration
  • Mr. Fadi Hayek
    Head of Group Human Resources
  • Mr. Adel Zeidan
    Head of Group Legal Support

Ratings

Untitled Document

Moody’s – May 2017

CATEGORY

RATING

Outlook

Negative

Bank Deposits

B2/NP

National Scale Ratings Bank Deposits 

A1.lb/LB-1

Baseline Credit Assessment

b2

Adjusted Baseline Credit Assessment

b2

Counterparty Risk Assessment

B1(cr)/NP(cr)

 

Fitch – December 2016

CATEGORY

RATING

Long Term Issuer Default Ratings

B-; outlook: Stable

Short Term Issuer Default Ratings

B

Viability Rating

b-

Support Rating

5

Support Rating Floor

CCC