Republic Bank Announces Formation of Holding Company

Port of Spain, Trinidad, Wednesday, December 16, 2015: Republic Bank is pleased to announce that the formation of its holding company, Republic Financial Holdings Limited (RFHL), was completed on December 16, 2015.

The restructuring was effected by a vesting order under the Financial Institutions Act, Chap 79:09, in Trinidad and Tobago, and successfully brings the structure of the Republic Bank Group in line with international best practices to facilitate future growth.

RFHL President, David Dulal-Whiteway noted that the Bank had grown significantly over the years, resulting in the company performing the dual role of a licensed commercial bank and the holding company.

“While these roles have been well managed to date, the Bank is looking for a structure that is more sustainable in the future, and will facilitate even more effective management and good governance. The need for this restructuring has been made more pressing as we extend our presence in markets across different regions.”

Under the holding company structure, the Group plans to capitalise on greater operational efficiency and strategic focus that will lead to increased value for clients, employees and shareholders.

Effective December 16, 2015, the Directors of RFHL (formerly “Republic Bank”) are Ronald F. deC. Harford – Chairman, David Dulal-Whiteway – President and Chief Executive Officer, Shazan Ali, Dawn Callender, Dr. Terrence W. Farrell, Alison Lewis, William P. Lucie-Smith, Russell Martineau S.C, Kristine Thompson and Gregory I. Thomson. Following the change, Republic Holdings Limited will now be the parent of all the banks in the Group – Republic Bank Limited, Republic Bank (Guyana) Limited, Republic Bank (Barbados) Limited, Republic Bank (Grenada) Limited, HFC Bank (Ghana), Republic Bank (Suriname) N.V and Republic Bank (Cayman) Limited. Republic Financial Holdings Limited will also be the parent of Republic Securities Limited.

The trading symbol of the new listed entity on the Trinidad and Tobago Stock Exchange will be RFHL.

The change will have no impact on the share price as there is no change in the commercial operation of the Group. The restructuring will not have any impact on the Group’s financial statement, and will have no negative impact on the Bank’s operations, programmes, customers, employees or shareholders.

Disclaimer: This media release contains forward-looking statements, which are statements that are not based on historical information.

Forward-looking statements reflect current views with respect to future events. The words “anticipate”, “believe”, “expect”, “plan”, “estimate”, “intend”, “will”, “may”, “should”, “forecast”, “project” and similar expressions identify forward-looking statements. There is significant risk that these predictions and other forward-looking statements will not prove to be accurate. Such forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking statements. All these statements included in the circular that address activities, events or developments that Republic Bank Limited anticipates will or may not occur in the future, including such things as future capital structure (including the amount  and nature thereof), dividends, business strategies and measures to implement such strategies, competitive strengths, goals, expansion and growth, or references to the future success of Republic Bank Limited, their respective subsidiaries and the companies joint ventures or partnerships. Actual results could defer materially from those reflected in the forward looking statements as a result of (i) certain of those factors described in the circular, (ii) general economic, market or business conditions (iii) the opportunities (or lack thereof) that may be presented to and pursued by Republic Bank Limited (iv) competitive actions by other companies, (v) changes in laws and (vi) other factors, many of which may be beyond the control of Republic Bank Limited.

The foregoing list of important factors is not exhaustive and other factors could also adversely affect the reorganisation and the future results of Republic Financial Holdings Limited. The forward-looking statements only speak as of the date of the shareholder circular. When relying on forward-looking statements to make decisions with respect to Republic Financial Holdings Limited you should carefully consider the forgoing important factors and other uncertainties and potential events. Readers are cautioned not to place undue reliance on forward-looking information because it is possible that predictions, forecasts, projections and other forms of forward-looking information will not be achieved and historical results and market data may not be indicative of future results and market prospects.