JSC Halyk Bank: Notice of Annual General Shareholders' Meeting

Halyk Savings Bank of Kazakhstan Joint Stock Company

(40, Al-Farabi Ave., Medeu district, А26М3К5, Almaty, Republic of Kazakhstan)

Announcement of the Annual General Shareholders’ Meeting

of Halyk Savings Bank of Kazakhstan Joint Stock Company

In accordance with Articles 35, 37-1, 37-3(3), and 41 of the Law of the Republic of Kazakhstan "On Joint Stock Companies", the Board of Directors of Halyk Bank JSC, as the initiator of convening the meeting, announces that the Annual General Shareholders’ Meeting of Halyk Bank JSC will be held on 25 May 2023 by absent voting without holding the in-person General Shareholders’ Meeting (the "General Shareholders’ Meeting").

The list of shareholders eligible to participate at the General Shareholders’ Meeting will be determined based on the shareholder register of Halyk Bank JSC as at 25 April 2023.

Agenda of the General Shareholders’ Meeting:

1. On approval of the agenda of the Annual General Shareholders’ Meeting of Halyk Bank JSC.
2. On approval of the audited annual consolidated financial statements of Halyk Bank JSC for 2022.
3. On approval of the procedure for distribution of net income of Halyk Bank JSC for 2022. On approval of the resolution on payment of dividends on common shares of Halyk Bank JSC. On approval of the amount of dividend per common share of Halyk Bank JSC.
4. On consideration of the 2022 Performance Report of the Board of Directors of Halyk Bank JSC.
5. On determination of the number of members of the Board of Directors of Halyk Bank JSC.
6. On determination of the term of office of the Board of Directors of Halyk Bank JSC.
7. On election of members of the Board of Directors of Halyk Bank JSC.
8. On approval of the restated Charter of Halyk Bank JSC.
9. On approval of the restated Corporate Governance Code of Halyk Bank JSC;
10. On approval of the restated Regulations on the Board of Directors of Halyk Bank JSC.
11. On approval of the amendments to the Methodology for the valuation of shares in case of repurchase thereof by Halyk Bank JSC on the unregulated securities market.
12. On informing the shareholders of Halyk Bank JSC on the amount and structure of remuneration for the members of the Board of Directors and Management Board of Halyk Bank JSC.
13. On consideration of information on shareholders’ appeals on actions of Halyk Bank JSC and its officials, and on results of consideration thereof.

According to Article 43-6 of the Law of the Republic of Kazakhstan "On Joint Stock Companies", the agenda of the General Shareholders’ Meeting cannot be amended and (or) supplemented since resolutions at the General Shareholders’ Meeting are passed by absent voting.

The materials on the agenda items of the General Shareholders’ Meeting are available for review by shareholders at least thirty calendar days before the date of the General Shareholders’ Meeting, at the location of the Management Board of Halyk Bank JSC, and on the corporate website of Halyk Bank JSC by following links: https://halykbank.kz/about-bank/akcioneram (in Russian); https://halykbank.kz/kz/about-bank/akcioneram (in Kazakh); https://halykbank.kz/en/about-bank/akcioneram (in English). In case of a request for materials on the items of the agenda of the General Shareholders’ Meeting from the shareholder of Halyk Bank JSC, they will be sent to the shareholder within three business days from the date of receipt of the request. At the same time, the shareholder bears copy and delivery expenses of the documents.

To learn more about the General Shareholders’ Meeting, please call: 8 (727) 259 07 77, 8-8000 8000 59.

Pursuant to Part 2 of Article 45-4 of the Law of the Republic of Kazakhstan "On Joint Stock Companies", if there is no quorum at the General Shareholders’ Meeting by absent voting, no adjourned General Shareholders’ Meeting shall be held.

The shareholders of Halyk Bank JSC are invited to participate in the Annual General Shareholders’ Meeting of Halyk Bank JSC by absent voting without holding the in-person General Shareholders’ Meeting.

Special note to the holders of Global Depositary Receipts (GDRs), with the underlying asset being common shares of the Bank, intending to vote at the General Shareholders’ Meeting:

The procedure for voting of shares represented by GDRs at the General Shareholders' Meeting is detailed in Article 12 of the Terms and Conditions of the GDRs contained in the Prospectus. A copy of the Terms and Conditions of the GDRs is available on the website of Halyk Bank JSC (https://backend.halykbank.com/sk/document/117/en/Prospectus%202006.pdf) and may be also obtained from The Bank of New York Mellon, 240 Greenwich Street, 8th Floor, New York NY, 10286 U.S.A. (the ‘Depository’).

Materials on the items of the above agenda of the General Shareholders' Meeting proposed for voting and voting instructions will be provided through the Depository in due course.

For further information, GDR holders may contact the Depositary:

Depositary

Mrs. Mira Daskal

Telephone: +1 212 815 5021

E-mail: mira.daskal@bnymellon.com

JSC Halyk Bank

Ms. Mira Kassenova

Head of Financial Institutions and International Relations

Telephone: +7 (727) 259 04 30

E-mail: mirak@halykbank.kz 

Mr. Margulan Tanirtayev

Financial Institutions and International Relations

Telephone: +7 (727) 259 04 53

E-mail: Margulant@halykbank.kz

Board of Directors

                                                       JSC Halyk Bank