Emaar board may appoint non-UAE nationals

Emaar Properties may be looking to appoint non-UAE nationals on its Board of Directors, Emirates 24|7 can reveal.

One of the items on the agenda of Emaar’s Extraordinary General Meeting (EGM), to be held early next month, is to pass resolutions authorising an “Annual General Meeting of the shareholders to elect non-UAE nationals to act as members of the Board of Directors,” according to the shareholder invitation seen by Emirates 24|7.

The Dubai-listed global property developer is seeking to make amendments to its Memorandum of Association and Articles of Association in this regard. One of the resolutions to be proposed at the Nov. 3 meeting is to alter a paragraph (B) of Article 21 of its Articles of Association to say: “In all cases, the majority of the members of the Board of directors must be nationals of the United Arab Emirates.”

At present, Emaar has eight directors on its board, all UAE nationals, with HE Mohamed Ali Alabbar and Hussain Al Qemzi as chairman and vice-chairman, respectively, of the board.

Emaar has recently established a wholly owned subsidiary, which proposes to issue up to $500m of convertible notes on the Luxembourg Stock Exchange. The money will be lent to Emaar while the notes would be converted, from time to time, into fully paid ordinary shares at the discretion of the holder of the notes.

The initial conversion price for the notes, guaranteed by Emaar, has been set at Dh4.75 per share, a 20 per cent premium on the prevailing share price of Dh3.93 (intra-day, October 12, 2010).

The EGM also seeks to pass a resolution to authorise a hike in Emaar’s share capital, which would be required as and when the holder of the notes decide to convert them into equity.