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Ajman Bank IPO Prospectus

Ajman Bank IPO Prospectus



|Views: 1,379 |Likes:
Published by Vampire
IPO Prospectus for Investors of a newly formed bank in UAE.It's last year's though.
IPO Prospectus for Investors of a newly formed bank in UAE.It's last year's though.

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Published by: Vampire on Sep 25, 2008
Copyright:Attribution Non-commercial


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(Under formation as a Public Joint Stock Company pursuant to the laws of the United Arab Emirates)
Offering of AED 550,000,000Ordinary Sharesthrough an Initial Public OfferingOffering Price of AED 1 per Offer Share(plus AED 0.02 offering costs per Offer Share)
 Financial Advisor & Lead Manager 
HSBC Bank Middle East Limited – DIFC Branch
 Lead Receiving Bank 
 Receiving Banks
 IPO Subscription AuditorsLegal AdvisorBusiness Consultants
This Prospectus is dated 17 February 2008
Abu Dhabi Islamic Bank Emirates Islamic Bank Sharjah Islamic Bank Dubai Islamic Bank Noor Islamic Bank Dubai Bank 
Public Joint Stock Company
(under establishment in the United Arab Emirates)
Capital AED1 billion divided into 1 billion shares with a par value of AED1 per shareInitial Public Offering of 550 million ordinary shares (the “Offer Shares”) at an offer price of AED1 per Share (the “Offer Price”)(with an additional AED0.02 per Offer Share in Offering costs)
This is the Initial Public Offering (the “
”) of 55% of the total shares (the “
”) of Ajman Bank PJSC (the “
”), a public joint stock company under establishment in the United Arab Emirates (“
”). Prior to thisOffering, there has been no public market for the Shares. Following the Offering and the completion of the incorporation process, the Bank will apply to list its Shares on Dubai Financial Markets (
).The Offering is open to UAE and non-UAE individual and institutional subscribers (“
”). 5% of the Offer Shares(i.e. 27.5 million Offer Shares) will be subscribed for and allocated to the UAE Ministry of Finance and Industry (“
”). Non-UAE Subscribers, including Subscribers from countries in the Gulf Co-operation Council (“
”) will be allocated upto 100 million Offer Shares. The balance of the Offer Shares (i.e. 422.5 million Offer Shares) will be allocated to UAESubscribers.The Offering is expected to start on 17 February 2008 and to close on 27 February 2008 (the “
Closing Date
”).The Offering of the Offer Shares has been authorized by the Emirates Securities and Commodities Authority (“
”). TheShares have not been registered with any other regulatory authority in any other jurisdiction.The Arabic version of this Prospectus has been approved by ESCA as per the provisions of the Commercial Companies Law Number 8 of 1984, as amended, and its executive resolutions (the “
Companies Law
”). This Prospectus has not beenregistered with any securities regulators in any other country.
Prospective Subscribers should carefully read the “Risk Factors” Section of the Prospectus to inform themselvesabout factors that should be considered before subscribing for Offer Shares.
This Prospectus is dated 17 February 2008
The Bank and the founding shareholders (the “
”) (represented by the Founders’ Committee as defined herein)accept responsibility for the information contained in this Prospectus. They declare that, to the best of their knowledge,the information contained in this Prospectus (for which each of them has assumed responsibility) is, at the date hereof,factually accurate in all material respects and that there is no omission of any information that would make any statementherein materially misleading.Investing in Offer Shares may involve some risks. Therefore, investors are required to carefully read the section entitled“Risk Factors”.This Prospectus may not contain all the information that the prospective Subscribers should consider before deciding toinvest in the Offer Shares. Prior to making their decision to invest in the Offer Shares, prospective Subscribers shouldcarefully read the entire Prospectus, including the section entitled “Risk Factors”.This is an unofficial translation of the Arabic version of the Prospectus (the “Arabic Version”). The Arabic Version has been approved by ESCA as per the provisions of the Companies Law. The approval of ESCA of the Arabic Versionshould not be construed as the approval by ESCA of the Bank’s Business Plan, nor a recommendation by ESCA tosubscribe for Offer Shares. ESCA’s approval of the Arabic Version is an indication as to the conformity of the ArabicVersion with the required regulatory disclosures. ESCA is not responsible for the accuracy and completeness of theinformation included in the Prospectus and the Arabic Version. Furthermore, ESCA does not assume responsibility for any misleading or inaccurate information, or the omission of any material information or statement which might result ina loss to subscribers.The distribution of this Prospectus and the offer of Offer Shares may, in certain jurisdictions, be restricted by law or may be subject to prior regulatory approvals. This Prospectus does not constitute an offer to sell or an invitation by or on behalf of the Founders or the Bank to subscribe to any of the Offer Shares in any jurisdiction outside of the UAE. ThisProspectus may not be distributed in any jurisdiction where such distribution is, or may be, unlawful. The Founders, theBank, HSBC, and the receiving banks (the “
Receiving Banks
”) require persons into whose possession this Prospectuscomes to inform themselves of and observe all such restrictions. None of the Founders, the Bank, HSBC or any of theReceiving Banks accept any legal responsibility for any violation of any such restrictions on the sale, offer to sell or solicitation to subscribe for Offer Shares by any person, whether or not a prospective Subscriber, in any jurisdictionoutside the UAE, and whether such offer or solicitation was made orally or in writing, including electronic mail.The information and opinions contained in the Prospectus and any other information or opinions subsequently providedin connection with the Offering are intended to assist potential Subscribers who wish to consider participation in theOffering according to the terms and conditions stipulated in the Bank’s establishment documents. Such information maynot be published, duplicated, copied or disclosed in whole or in part or otherwise used for any purpose other than inconnection with the Offering without the prior written approval of HSBC.Investors wishing to participate in the Offering should conduct their own investigation and analysis of the Bank and its business operations, and of all the data provided. In no event should the information contained in this Prospectus berelied upon as constituting legal or tax advice or as being complete with respect to any legal or fiscal aspect relating tothe purchase by Subscribers of any Offer Shares. Prospective Subscribers should consult with their respective legal andtax advisors with respect to such issues. No representation or warranty, expressed or implied, is given by the Founders, the Bank, the Receiving Banks, HSBC, or any of their respective directors, managers, accountants, lawyers, employees or any other person as to the completenessof the contents of this Prospectus; or of the projections included within; or of any other document or information

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