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BURSA DE VALORI BUCURESTI SA - BVB

Notice of O&EGSM for April 29/30, 2020

Release Date: 3/16/2020 6:17:15 PM

IRIS Code: 582CB

No. 1778/16.03.2020

To:        Financial Supervisory Authority                                         

Fax: 021- 659.60.51

Bucharest Stock Exchange

Fax: 021-256.92.76

 

CURRENT REPORT

according to Law no. 24/2017 on issuers of financial instruments and market operations and Regulation no. 5/2018 on issuers of financial instruments and market operations

 

Date of report: 16 March 2020

Name of issuer: Bursa de Valori Bucuresti S.A.

Registered office: 34-36 Carol I Blvd, 13-14 floors, district 2, Bucharest, postal code 020922

Telephone/fax number: + 40 21 3079500; + 40 21 3079519

Sole registration number with the Trade Register Office: 17777754

Trade Register number: J40/12328/2005

Share capital: RON 80,492,460

Regulated market on which the issued securities are traded: Bucharest Stock Exchange, Premium Tier

 

Significant event to be reported: The decision of the Board of Governors to convene the Ordinary and Extraordinary General Meetings of Shareholders of Bursa de Valori Bucuresti S.A. for April 29/30, 2020 (Convening notice attached)

 

The Board of Governors of Bursa de Valori Bucuresti S.A. (hereinafter referred to as “the Company” or “BVB”), in the meeting held on March 16, 2020, adopted the decision to convene the Ordinary General Meeting of Shareholders, in Bucharest, 2nd District, 34-36 Carol I Bd., 2nd floor, Millenium Hall, on April 29, 2020, starting at 10:00 a.m. (first convening), respectively, April 30, 2020 (the second convening) starting at 10:00 a.m. for all the shareholders registered in the Company Shareholders’ Registry held by Depozitarul Central S.A., Bucharest, at the end of April 10, 2020, considered as Reference Date for this meeting, having on the agenda the following topics:

 

1.     Presentation, discussion and approval of the annual separated and consolidated financial statements of the Company for the financial year of 2019 and drafted according to the International Financial Reporting Standards, based on the Report of administrators and the Report of financial auditor of the Company.

2.     Approval of the distribution of Company net profit achieved in 2019 amounting RON 6,962,791 as follows: the disbursement of RON 403,334 for legal reserve and distribution of RON 6,559,457 as dividends.

3.     Approval of the discharge of liability of the Company administrators for their activity carried out during the financial year 2019, based on the presented reports.

4.     Approval of the remunerations of the Company administrators for 2020 amounting RON 3,700 net/ month/member, the general limits of the additional remunerations for Company administrators and the recompensation for 2019 of the Company administrators having valid mandate during 2019, as presented in the Note to shareholders.

5.     Presentation, discussion and approval of the Company Budget and business plan for 2020.

6.     Designation of the financial auditor of the Company and establishing of the term of the financial audit contract.  

7.     Approval of: (i) 19.05.2020 as Registration Date, according to art. 86 (1) of the Law 24/2017; (ii) 18.05.2020 as the “ex-date”, according to art. 2, para. 2, letter l) of Regulation 5/2018; (iii) 05.06.2020 as the Payment Date, according to art. 86 (2) of the Law 24/2017, art. 2 para. 2 letter h) and art. 178 of Regulation 5/2018.

8.     Empowering the Chief Executive Officer of the Company, Mr. Adrian Tanase, respectively the Deputy Chief Executive Officer of the Company, Mr. Marius - Alin Barbu, with the right to delegate the powers, to: (i) execute and/or sign, on behalf of the Company and/or of the Company’s shareholders: the resolutions of the present Ordinary General Meeting of Shareholders, any and all the decisions, documents, applications, forms and requests adopted/prepared in order to or for the execution of the resolutions of the present Ordinary General Meeting of Shareholders, in relation with any natural or legal person, private or public and to (ii) fulfil all the legal formalities for implementation, registration, publicity, opposability, execution and publishing of the resolutions made.

 

In the same meeting held on March 16, 2020, the Board of Governors adopted the decision to convene also the Extraordinary General Meeting of Shareholders, in Bucharest, 2nd District, 34-36 Carol I Bd., 2nd floor, Millenium Hall, on April 29, 2020, starting at 13:00 p.m., respectively, April 30, 2020 (second convening) starting at 13:00 p.m. for all the shareholders registered in the Company Shareholders’ Registry held by Depozitarul Central S.A., Bucharest, at the end of April 10, 2020, considered as Reference Date for this meeting, having on the agenda the following topics:

 

1.     Approval of the amendments to the Articles of Incorporation of the Company, as provided in the Annex, integral part of the Convening Notice.

2.     Approval of: (i) 19.05.2020 as Registration Date, according to art. 86 (1) of the Law 24/2017; (ii) 18.05.2020 as the “ex-date”, according to art. 2, para. 2, letter l) of Regulation 5/2018.

3.     Empowering the Chief Executive Officer of the Company, Mr. Adrian Tanase, respectively the Deputy Chief Executive Officer of the Company, Mr. Marius - Alin Barbu, with the right to delegate the powers, to: (i) execute and/or sign, on behalf of the Company and/or of the Company’s shareholders: the resolutions of the present Extraordinary General Meeting of Shareholders, the updated Articles of Incorporation of the Company, any and all the decisions, documents, applications, forms and requests adopted/prepared in order to or for the execution of the resolutions of the present Extraordinary General Meeting of Shareholders, in relation with any natural or legal person, private or public and to (ii) fulfill all the legal formalities for implementation, registration, publicity, opposability, execution and publishing of the resolutions made and the updated Articles of Incorporation of the Company.

 

The convening notice of the Ordinary and Extraordinary General Meetings of Shareholders as of April 29/30, 2020 and the documents related to the meeting agenda will be available to the shareholders according to the applicable legal and statutory provisions, starting with March 19, 2020, in electronic format on the Company's website www.bvb.ro, Investor Relations / General Meeting of Shareholders, as well as at the Company's registered office.

 

The convening notice of the Ordinary and Extraordinary General Meeting of Shareholders as of April 29/30, 2020 shall be published in the Official Gazette of Romania, Part IV and in a wide-spread newspaper.

 

 

Adrian Tanase

CEO

 



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