Shareholders assembly
Public Call
PUBLIC CALL
For participation at the 54th meeting of the Shareholders Assembly
of Stopanska Banka AD – Skopje
Pursuant to Article 390 of the Law on Commercial Companies, and following the Draft Resolution of the shareholder National Bank of Greece S.A. Athens, owner of 94.6% of the total number of voting shares, to supplement the Agenda of the 54th session of the General Meeting of Shareholders of Stopanska Bank AD – Skopje scheduled for 16.7.2024 at 12:00 p.m., The Supervisory Board of Stopanska Banka AD – Skopje has adopted a Decision to amend the Resolution on convening the 54th Session of the Shareholders' Meeting of the World Bank (No. 63/2024 of 14.6.2024), which supplements the Agenda with the addition of two new items (item 7 and item 8), as follows below.
Based on the above, for the 54th session of the General Meeting of Shareholders, the Supervisory Board of the SB proposes the following:
REVISED AGENDA
- Election of Chairman, Minutes Taker – Notary Public and votes counter.
- Review of the Minutes of the 53rd Shareholders Assembly held on May 31, 2024.
- Passing a Decision on appointment of member of Supervisory Board of Stopanska Banka AD – Skopje – Ms. Dimitra Doima.
- Passing a Decision on appointment of member of Supervisory Board of Stopanska Banka AD – Skopje – Mr. Georgios Tagaris.
- Passing a Decision on appointment of member of Supervisory Board of Stopanska Banka AD – Skopje – Ms. Yuouli (Georgia) Tolia.
- Passing a Decision on appointment of member of Supervisory Board of Stopanska Banka AD – Skopje – Mr. Panagiotis Karandreas.
- Passing a Decision on determining the remuneration of members of Supervisory Board.
- Passing a Decision on determining the remuneration of members of Audit Committee.
The remaining provisions of the Public Call issued on 14.6.2024 remain unchanged. For the sake of greater clarity, we re-publish below the relevant provisions of the already published Public Summons.
The shareholders of SB are called hereby to announce their participation at the Assembly meeting, by submitting: written authorization issued by competent body of the shareholder (for legal entities) or a personally signed application (for individuals), at least 3 (three) days prior to the meeting, and not later than within the stipulated period as per the Law on trading companies, to the above mentioned address, with a note: „To the attention of the Chairman of the Board of Directors“, or electronically, to the e-mail address: sobranie@stb.com.mk, by submitting the authorization or the statement in scan.
The shareholders of SB may vote in relation to the items on the Agenda, published within the Public Call, by completing the Voting Form by way of correspondence, as well, published at the official web page of the Bank, in the section „Shareholders Assembly – documentation“, at the following link. The regularly completed Voting Form by way of correspondence should be submitted by the shareholders in writing, in original, with complete name and surname and personal signature of the shareholder- individual, i.e. name, headquarters, seal and name and surname and personal signature of the legal representative of the shareholder – legal entity. For identification purposes, together with the completed Voting Form by way of correspondence, the shareholder – individual is required to also submit copy of the identification document (ID card). For identification purposes, together with the completed Voting Form by way of correspondence, the shareholder – legal entity is required to also submit copy of the current status of the legal entity and copy of the identification document (ID card) of the legal representative of the legal entity. The completed Voting Form by way of correspondence, in original, together with the above mentioned identification documents, with a note „To the attention of the Shareholders Assembly“ should be received in the headquarters of Stopanska Banka AD – Skopje, on “11 Oktomvri“ Street No. 7, 1000 Skopje, no later than until 16.7.2024 - 12.00 o’clock.
Each shareholder may authorize a proxy for the Shareholders Assembly, in a manner and under terms and conditions as determined in accordance with the Law, by signing a written authorization/ proxy. Each shareholder, who provided a written authorization and appointed a proxy, is obliged to notify the Bank by written notification sent at the above mentioned address, with the required note, or electronically at the e-mail address: sobranie@stb.com.mk, by submitting the authorization/ proxy in scan, contrary to which it shall be considered that the authorization/ proxy was not provided.
The Shareholders Assembly shall decide only on issues that were regularly placed on the Agenda in accordance with the Statute of the Bank and the Law on trading companies.
Shareholders that individually or mutually possess at least 5% of the total number of shares with voting right may, within a period of 8 (eight) days from the date the Public Call on scheduling the Assembly was published, i.e. not later than until 22.6.2024, propose supplement to the proposed Agenda by including new items or decisions in relation to each of the items included or that shall be included on the Agenda, if they simultaneously also submit explanation of the proposed item as supplement to the Agenda, or if they propose a Decision related to the proposed item. Proposing items/ decisions for the Agenda is made by written notification submitted to the above-mentioned address, with the required note, or electronically to the e-mail address: sobranie@stb.com.mk.
The proposal shall be submitted in writing/ scan, in original, with completed full name and surname and personal signature of the shareholder (s) – individual (s), i.e. name, headquarters, seal, full name and surname and personal signature of the legal representative of the shareholder (s) – legal entity (ies). Together with the request, the shareholder should also obligatorily submit the appropriate documents for identification, as follows:
1. For a shareholder - individual, the following should be submitted:
o Statement from the Central Depository of Securities, which contains the number of shares, in original, not older than 3 days, and
o Copy of the ID card or passport.
2. For a shareholder – legal entity, the following should be submitted:
o Statement from the Central Depository of Securities, which contains the number of shares, in original, not older than 3 days,
o Last current status from the Central Register, in original, not older than 7 days, and
o Copy of the ID card or passport of the legal representative.
Shareholders have the right to ask questions related to the items on the Agenda. The right to ask questions of the shareholders, and the obligation of the company to respond to the asked questions, may be limited only for the purposes to maintain the order at the meeting and of the activity of the assembly, or for taking over activities to preserve the confidentiality of operations and the business interests of the company.
The responses to the asked questions at the assembly meeting of the company shall be published on the web page of the Bank - www.stb.com.mk – in form of Q&A.
Questions should be submitted in writing, in original, at the abovementioned address, with the required note, or electronically in scan to the e-mail address: sobranie@stb.com.mk, with completed full mane and surname and personal signature of the shareholder (s) – individual (s), i.e. name, headquarters, seal, full name and surname and personal signature of the legal representative of the shareholder (s) – legal entity (ies). Together with the question, the shareholder should obligatorily also submit additional documents for identification, as follows:
1. For a shareholder - individual, the following should be submitted:
o Statement from the Central Depository of Securities, which contains the number of shares, in original, not older than 3 days, and
o Copy of the ID card or passport.
2. For a shareholder – legal entity, the following should be submitted:
o Statement from the Central Depository of Securities, which contains the number of shares, in original, not older than 3 days,
o Last current status from the Central Register, in original, not older than 7 days, and
o Copy of the ID card or passport of the legal representative.
Voting in relation to the items on the Agenda shall be made in a manner as per the Statute and the Law on trading companies.
The material related to the proposed Agenda, as well as other information, in accordance with current regulations, shall be fully available for review to the shareholders in the Head Office of SB (3rd floor, office No. 306), each working day, from 12.00h. to 15.00h., and they shall also be published on the web page of the Bank - www.stb.com.mk from the date this Public Call is announced.
STOPANSKA BANKA AD – SKOPJE
Documentation
Information on activities undertaken based on the conclusion of the Annual Shareholders' Meeting held on 31.5.2022 - valuation of the ratio between ordinary and preferred shares for the purposes of possible conversion
Information related to submitted initiatives by shareholders
For the 52st Shareholders Assembly 28. 3. 2024
- Information in accordance with Trade Company Law, Art. 388-b
- Registration form for natural persons
- Authorization form for legal persons
- Proxy
- Form for voting with written correspondence
- Public call for 53rd Shareholders Assembly
For the 52st Shareholders Assembly 28. 3. 2024
- Information in accordance with Trade Company Law, Art. 388-b
- Registration form for natural persons
- Authorization form for legal persons
- Proxy
- Form for voting with written correspondence
- Public call for 52st Shareholders Assembly
For the 51st Shareholders Assembly 30. 5. 2023
- Information in accordance with Trade Company Law, Art. 388-b
- Registration form for natural persons
- Authorization form for legal persons
- Proxy
- Form for voting with written correspondence
- Public call for 51st Shareholders Assembly