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GMS 27.04.2023

GENERAL MEETING OF THE SHAREHOLDERS, APRIL 27, 2023 

 

ONLINE VOTING ACCESS - https://agabrd.voting.ro/

 

GSM Decisions

The Calling


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GDPR

1. Data Protection Notice for the Shareholders
2. Data Protection Notice for the Candidate

 

 

ORDINARY GENERAL MEETING OF THE SHAREHOLDERS:

 

1. Electing Mrs. Camelia Daniela APETREI, shareholder of BRD - Groupe Societe Generale S.A., and, in her absence, Mrs. Mariana DINU, to ensure the secretariat of the Ordinary General Shareholders’ Meeting. 

2. Approval of the individual and consolidated annual financial statements, prepared according to International Financial Reporting Standards, as adopted by the European Union, for the financial year ended as at December 31, 2022, accompanied by the Annual Board of Directors’ Report at individual and consolidated level as well as by the financial auditor report.

The individual and consolidated annual financial statements, prepared according to International Financial Reporting Standards, as adopted by the European Union, for the financial year ended as at December 31, 2022.
The Annual Board of Directors’ Report
Responsibility declaration
The Financial auditor report
Excel- 31.12.2022- financial results
ESEF

3. The Directors’ discharge for the fiscal year 2022.

4. Approval of the allocation of the 2022 profit of LEI 1,285,937,894 to retained earnings.

5. Appointment of Ernst&Young Assurance Services SRL, headquartered in Bucharest, Tower Center, 21nd floor, 15-17 Ion Mihalache Bld, 1st district, 011171, fiscal code RO 11909783, as financial auditor of the Bank for the financial year 2023.

6. Approval of the income and expenditure budget for 2023 and of the Business Plan for the fiscal year 2023.
-BVC 2023

7. Electing Mrs. Veronique SCHREIBER LOCTIN as director, for a four-year mandate, and empowering the Chairman of the Bank’ s Board of Directors to sign, on behalf of the Bank, the Management Contract with her. Mrs. Veronique SCHREIBER LOCTIN was appointed as Interim Director through the Board of Directors decision no. 454 /02.08.2022, following Mrs. Maria Koytcheva ROUSSEVA’s renunciation to her mandate as Director. 
CV- Veronique SCHREIBER LOCTIN

8. Renewal Mrs. Liliana IONESCU – FELEAGĂ’s mandate as director, for a four-year period, starting with June 6, 2023 and empowering Chairman of the Bank’s Board of Directors to sign, on behalf of the Bank, the Management Contract with her.
CV- Liliana IONESCU - FELEAGĂ

9. Renewal Mr. Bogdan-Alexandru DRĂGOI’s mandate as director, for a four-year period, starting with November 22, 2023 and empowering Chairman of the Bank’s Board of Directors to sign, on behalf of the Bank, the Management Contract with him.
CV- Bogdan-Alexandru DRĂGOI

10. Designation of Mrs. Liliana IONESCU - FELEAGĂ as independent director.

11. Designation of Mr. Bogdan-Alexandru DRĂGOI as independent director.

12. Designation of Mr. Benoit Jean Marie OTTENWAELTER as independent director.
 CV - Benoit Jean Marie OTTENWAELTER

13. Approval of the remuneration report for the financial year 2022.
-Remuneration report

14. Approval of the remuneration due to the non-executive directors for the fiscal year 2023, as well as of the general limits for the directors’ additional remunerations and the officers’ remunerations.

15. Approval of the date of May 16, 2023 as ex date. 

16. Approval of the date of May 17, 2023 as registration date, in order to identify the shareholders who are affected by the decisions of the ordinary general meeting of shareholders.

 

EXTRAORDINARY GENERAL MEETING OF THE SHAREHOLDERS:

1. Electing Mrs. Camelia Daniela APETREI, shareholder of BRD - Groupe Societe Generale S.A. and in her absence, Mrs. Mariana DINU, to ensure the secretariat of the Extraordinary General Shareholders’ Meeting. 

2. Approval of the amendment of the Articles of Incorporation of the Bank according to the Annex to the present meeting notice, as well as the delegation of power to Mr. Francois BLOCH, CEO of the Bank, to sign the Addendum to the Articles of Incorporation and the updated form of the Articles of Incorporation.

3. Approval of the date of May 16, 2023 as ex date. 

4. Approval of the date of May 17, 2023 as registration date, in order to identify the shareholders who are affected by the decisions of the extraordinary general meeting of shareholders.