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Notice Results of the Annual General Shareholders’ Meeting of BTA Bank JSC

15.02.2013 09:52:29

Annual General Shareholder’s Meeting of BTA Bank JSC on BTA Bank JSC 2011 performance was held on February 14, 2013.

The following resolutions have been adopted after consideration of the agenda:

  1. To approve New Charter of BTA Bank JSC;
  2. To approve New Corporate Governance Code of BTA Bank JSC, to invalidate resolution of the Annual General Shareholders’ Meeting of BTA Bank JSC (Minutes No.56 dated June 22, 2010) on approval of the Corporate Governance Code of BTA Bank JSC;
  3. To approve New Regulations on the Board of Directors, to invalidate resolution of the Extraordinary General Shareholders’ Meeting of BTA Bank JSC (Minutes No.57 dated August 19, 2010) on approval of the Regulations on the Board of Directors of BTA Bank JSC;
  4. To approve New Rules on fixing value of remuneration, terms of payment and reimbursement of expenses to the members of the Board of Directors, to invalidate resolution of the Annual General Shareholders’ Meeting of BTA Bank JSC (Minutes No. 56 dated June 22, 2010) on approval of Rules on fixing value of remuneration, terms of payment and reimbursement of expenses to the members of the Board of Directors of BTA Bank JSC;
  5. To elect Ernst & Young LLP as auditor of consolidated and certain financial statements of BTA Bank JSC for 2012;
  6. To approve audited consolidated annual financial statements of BTA Bank JSC for 2011;
  7. To take into account information on impossibility to replenish reserve capital of BTA Bank JSC due to lack of net income of BTA Bank JSC, not to allocate net income nor pay dividends on common shares of BTA Bank JSC upon 2011 performance due to lack of net income of BTA Bank JSC;
  8. To fix term of office of the Board of Directors of BTA Bank JSC of 3 years since adoption of this resolution, to determine number of Directors of 6 persons;
  9. To early terminate powers of the following members of the Board of Directors of BTA Bank JSC:
    • Mr. Murat Baisynov, member of the Board of Directors of BTA Bank JSC, representative of Samruk-Kazyna JSC;
    • Yurki Talvitie, member of the Board of Directors of BTA Bank JSC, Independent Director;
    • Mr. Bulat Babenov, member of the Board of Directors of BTA Bank JSC, Independent Director;
    To elect the following persons to the Board of Directors of BTA Bank JSC:
    • Ms. Yelena Bakhmutova as a member of the Board of Directors of BTA Bank JSC, representative of Samruk-Kazyna JSC;
    • Ms. Mira Koshkimbayeva as a member of the Board of Directors of BTA Bank JSC, representative of Samruk-Kazyna JSC;
    • Ms. Raikhan Imambayeva as a member of the Board of Directors of BTA Bank JSC, representative of Samruk-Kazyna JSC;
    • Mr. Yury Voicehovsky as a member of the Board of Directors of BTA Bank JSC, Independent Director;
    • Mr. Konstantin Korischenko as a member of the Board of Directors of BTA Bank JSC, Independent Director.
  10. To approve amendments and supplements to the Rules on buy back of placed shares of BTA Bank JSC approved by Resolution of the General Shareholders’ Meeting of Bank TuranAlem JSC (Minutes No. 45 dated February 22, 2007);
  11. To take into account information on addresses made by the shareholders regarding activities of BTA Bank JSC and its officers and results of consideration thereof;
  12. To take into account information on the value and structure of remuneration to the Directors and members of the Management Board of BTA Bank JSC in 2011.