ORDINARY GENERAL ASSEMBLY OF SHAREHOLDERS OF 23/24.09.2011
Rezolutions of the Ordinary General Meeting of teh Sharerolders of Sepetember 24, 2011
THE BOARD OF DIRECTORS OF THE FINANCIAL INVESTMENT COMPANY MOLDOVA SA headquartered in Bacau, Pictor Aman street no. 94C, Bacau county, incorporated into the Trade Register with the number J04/2400/1992, with the fiscal registration code RO2816642, convened in the meeting on Aug 23, 2011 CONVENES Based on Article 119 of Law 31/1990 republished and amended, at the request of shareholders holding together 6,58% of the share capital of SIF Moldova SA, for the date of September 23, 2011 at 1000 hours the Ordinary General Assembly of Shareholders. ... read more
"The deadline (date) up to which shareholders may exercise their right granted by art. 7 paragraph (1) of CNVM Regulation no. 6 / 2009 modified by CNVM Regulation no. 7 / 2010 (to add new items on the agenda and to present draft decisions) is September 8, 2011."
1. Approves the authorization of the Board of Directors to request the Romanian Commercial Bank and its majority shareholder, within 15 working days from the date of adoption of the present Decision of the ordinary general assembly of shareholders, to initiate procedures in order to list BCR shares for trading on the regulated market operated by the Bucharest Stock Exchange.
2. Approves the authorization of the Board of Directors to request the Romanian Commercial Bank and its majority shareholder, within 15 working days from the date of adoption of the present Decision of the ordinary general assembly of shareholders, to convene the general assembly of the Romanian Commercial Bank, including on the agenda the approval of the initiation of all legal efforts in order to admit BCR shares for trading on the regulated market operated by the Bucharest Stock Exchange, in accordance with Art. 13.2. of the Privatization Contract.
3. Approves the authorization of the Board of Directors to vote in the general assembly of BCR in favor of initiating all legal efforts in order to admit BCR shares for trading on the regulated market operated by the Bucharest Stock Exchange.
Request by Shareholders to list BCR
4. Approves the authorization of the Board of Directors of SIF Moldova to negotiate alternatives for the liquidization of BCR shares (sale, contribution of capital, exchange, other instruments) in case listing is not possible, for reasons independent of SIF Moldova.
Agreement For The Postponement of BCR's Listing
Addendum No 1 To The Listing Postponement Agreement
SIF 2 Release 15.09.2011 - “The Report of the Board of Directors regarding the efforts carried out regarding the initiation of the process of listing BCR and the alternatives to listing for the liquidization of BCR shares”
5. Approves the non-audited Consolidated Financial Statements for Dec 31, 2010.
Consolidated financial statements
6. The discussion of maintaining the quality of director of Mr. Matei Alexandru as a consequence of not carrying out faithfully the GAS decision no. 10 of Apr 24, 2004 and not strictly complying with legal provisions as well as of an undeclared conflict of interest. Information regarding the result of the verification of operations of sale of retail spaces carried out in previous terms by Mr. Matei Alexandru (director of SIF Moldova).
Annex 1 - Important event to report: information of shareholders/investors regarding the result of the verification of operations carried out in previous terms of office of the Board of Directors of SIF Moldova
Annex 1 - EXCERPTS from the reports for verification
Annex1 - SIF2 Release 17.08.2011
Annex 1 - Acknowledges the findings of the internal auditing report
Annex 1 - CNVM National Securities Commission adress
Annex 2 - Important event to report: Information of shareholders/investors regarding the request of some shareholders of SIF Moldova
Annex 2 - The conclusions resulted from the checks carried out by the Internal Audit
Annex 2 - Regarding the request for the agenda for the convocation of the OGAS
Annex 2 - In relation to the request related to the agenda for the convocation of the OGAS
Annex 2 - In relation to the request related to the agenda for the convocation of the OGAS
Annex2 -Solicitare SAM Focsani
Annex3 -Informare vanzare spatiu Marasesti 4 Bc- CA 23082011
Annex 4 - Note - Regarding the request formulated by SIF Moldova shareholders regarding Additions to the agenda of the GAS
7. Presentation of the conclusions of the expert report regarding the loss incurred by SIF Moldova as a consequence of the deficient execution of the GAS decision no. 10 of Apr 24, 2004 and of the violation of legal provisions as well as of an undeclared conflict of interest. Approval of the initiation of legal action for incurring the liability of director Matei Alexandru for the lossed caused to SIF Moldova. Aproval of the nomination of acting managers to carry out legal action.
Annex 1 - Violation of legal provisions
Cont-Expert Evaluation Report - Summary
Real Invest Evaluation Report - Summary
Alexandru Matei Litigation Release
DRAFT DECISIONS PROPOSED BY THE BOARD OF DIRECTORS FOR ADOPTION BY THE ORDINARY GENERAL ASSEMBLY OF SHAREHOLDERS
VOTING PROCEDURE
Voting procedure. Conditions for the validation of decisions
Procedure for exercising the Vote by Correspondence
Procedure for exercising the Vote by Special Proxy