1. General Data | |||
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1.1. Full corporate name of the issuer |
Vozrozhdenie Bank | ||
1.2. Abbreviated corporate name of the issuer |
V.Bank | ||
1.3. Location of the issuer |
7/4 Luchnikov pereulok, bldg. 1, Moscow, 101000, Russia | ||
1.4. State Registration number of the Issuer: |
1027700540680 | ||
1.5. Identification tax number of the issuer: |
5000001042 | ||
1.6. Unique code of the issuer, assigned by the registration body: |
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1.7. Internet site used by the Issuer for publishing messages: |
http://www.e-disclosure.ru/portal/company.aspx?id=120 | ||
2. Content of the Message | |||
2.1. Quorum of the meeting of the Board of Directors presents. 2.2. Content of resolution of the Board of Directors disclosed in accordance with the applicable legislation:
On item 2 “On preliminary approval of the Annual report of Vozrozhdenie Bank for 2015”
On item 3 “On recommendations to the annual General meeting of shareholders regarding distribution of profits (losses) for 2015 and payment of dividends for 2015” 3. To recommend the annual General meeting of shareholders to use a part of the retained profit of past years for recovery of loss in the amount of 4,701,183,962 (four billion seven hundred and one million one hundred and eighty-three thousand, nine hundred and sixty-two) rubles 76 kopecks suffered by Vozrozhdenie Bank at financial year-end 2015. On item 4 “On consideration of the recommendations of the Human resources and compensation Committee in respect of remuneration paid to Members of the Board of Directors of Vozrozhdenie Bank as year-end bonus and making recommendations to the annual General meeting of shareholders” 4. Taking into account the recommendations of the Human resources and compensation Committee to the annual General meeting of shareholders of Vozrozhdenie Bank to make the following decisions with regard to payment of remuneration as 2015 year-end bonus and reimbursement of expenses to the members of the Board of Directors: 4.1. To pay remuneration to members of the Board of Directors/Chairpersons of Committees of the Board of Directors elected at the annual General meeting of shareholders of Vozrozhdenie Bank on 01.06.2015: 4.2. To pay remuneration to the Member of the Board of Directors/Human resources and compensation Committee of the Board of Directors elected at the extraordinary General meeting of shareholders of Vozrozhdenie Bank on 27.11.2015 — M.A. Eskindarov in amount of 5,250,000 (five million two hundred fifty thousand) rubles. 4.3. To reimburse to Members of the Board of Directors the documented travel and accommodation expenses incurred in connection with the arrival to Vozrozhdenie Bank to participate in the meeting of the Board of Directors.
5.1. To agree to the recommendations of the Human resources and compensation Committee of the Board of Directors of Vozrozhdenie Bank on the results of the assessment of professional expertise, reputation, experience, knowledge and managerial capacities proposed by the shareholder of Vozrozhdenie Bank — Promsvyaz Capital B.V. and included in the list of candidates by the Board of Directors (Minutes of the Meeting # 5 dated 04.02.2016) and recognize the following candidates complying to the requirements for election to the Board of Directors at the annual general meeting of shareholders of Vozrozhdenie Bank 1. Alexey N. Ananiev 5.2. To agree to the recommendations of the Human resources and compensation Committee of the Vozrozhdenie Bank on the results of the assessment of professional expertise and experience proposed by the Shareholder of the Vozrozhdenie Bank — Promsvyaz Capital B.V. and included in the list of candidates by the Board of Directors (Minutes of the Meeting # 5 dated 04.02.2016) and recognize the following candidates complying to the requirements for election to the Audit Committee at the annual general meeting of shareholders of the Vozrozhdenie Bank (PAO): A. A. Kargachev, I.V. Golubeva, T.Yu. Borisova, A.N. Volynkin 6.1. Approve and submit for approval to the annual General meeting of shareholders the draft of Amendments No. 3 introduced to the Charter of Vozrozhdenie Bank. 6.2. Approve and submit for approval to the annual General meeting of shareholders the drafts of the following documents: 7.1. To approve transactions between Vozrozhdenie Bank and relevant parties referred to in the Decision’s Annex, as well as their spouses, parents, children, whole blood and half-blood brothers and sisters, adoptive parents and adopted children and (or) their affiliates that may be performed in future in ordinary course of business of the Vozrozhdenie Bank including bank operations, transactions stipulated by the Federal Law “On banks and banking activities” as well as the transactions performed by the Vozrozhdenie Bank in course of activities on the securities market for the period until the next annual General meeting of shareholders at year-end 2016 in the maximum amount of 20,000,000,000 rubles. Transactions between the Vozrozhdenie Bank and relevant parties shall be performed on standard (market) conditions in accordance with the legislation of the Russian Federation and existing contractual commitment of Vozrozhdenie Bank. 7.2. To approve transactions between Vozrozhdenie Bank and Promsvyazbank PAO that may be performed in future in ordinary course of business of Vozrozhdenie Bank including bank operations and transactions stipulated by the Federal Law “On banks and banking activities” as well as the transactions performed in course of activities on the securities market for the period until the next annual General meeting of shareholders at year-end 2016 in amount of up to 25% of the book value of assets of Vozrozhdenie Bank determined according to its accounting data as at the last reporting date for each transaction. 8. To approve the form and text of ballot paper for voting at the annual General meeting of shareholders of Vozrozhdenie Bank on June 30, 2016. 9. To approve the following list of information (materials) provided to the persons entitled to participate in the annual General meeting of shareholders of Vozrozhdenie Bank on June 30, 2015: 1) Annual report of Vozrozhdenie Bank for 2015.
13.2. To approve the terms of the Contract for rendering of services on maintenance of register of register of registered securities with Closed Joint-Stock Company “RDC PARITET”.
2.3. Date of the meeting of the Board of Directors of Vozrozhdenie Bank when the relevant resolutions were adopted: May 20, 2016. 2.4. Date and number of the Minutes of the Board of Directors meeting when the relevant resolutions were adopted: May 23, 2016, Minutes № 12. 2.5. Type, series and other identification characteristics of the securities in relation to which the rights are executed: | |||
3. Signature | |||
3.1.Chairman of the Management Board | (signature) |
Konstantin Basmanov | |
3.2.May 23, 2016 |
Seal |