OREANDA-NEWS.  May 08, 2013. A regular meeting of the Board of Directors of JSC AIKB Tatfondbank was held.

The Board of Directors made decisions based on the results of consideration of the Board of Management’s report on the implementation of the Bank’s annual Development Plan in the first quarter of 2013, the Bank’s performance in 2012 and the prospects for development of its investment division, as well as of the quarterly report of the Controller of the Bank as professional participant of the securities market, information on the implementation of the Action Plan for development of the Bank’s corporate governance system, and the report on the fulfilment of previous decisions and instructions.

A number of decisions were made in connection with the preparations for the annual General Meeting of Shareholders of the Bank which will take place on 22 May 2013:

The Bank’s Annual Report for the year 2012 was preliminarily approved;

The lists of nominees for election to the Board of Directors and the counting commission of the Bank were supplemented (on the basis of Item 7, Article 53 of the Federal Law “On Joint Stock Companies”);

Recommendations on the allocation of profit for 2012 in the amount of RUB 362.9 million were approved. Of this amount, 80.3% were proposed to be allocated to the reserve fund (thus making it equal to 19.8% of the charter capital), 15.4% - to the provision of charitable assistance, 1.5% - to the payment of remuneration to members of the Board of Directors, and 2.8% of the profit – to be left undistributed. It was proposed not to pay dividends on the Bank’s shares;

Proposals on the nominees to the position of auditors to make an audit of the Bank’s statements under RAS (OOO Bankovsky Audit) and IFRS (OOO Ernst and Young) were approved;

Proposals on the introduction of amendments to the Charter of the Bank and its approval in the new version were approved, as well as the proposals on the introduction of amendments to the Regulations for General Meeting of Shareholders, for the Board of Directors, for executive bodies, and on the approval of the new version of the Regulations for Remuneration of Members of the Bank’s Board of Directors;

Recommendations on the approval of related party transactions that can be performed by the bank in the normal course of its business within the period up to the next annual General Meeting of Shareholders were approved;

Basic parameters (particulars) of the placement of additional shares of the Bank (additional issue of ordinary registered non-convertible non-certificated shares of the Bank in the amount of 400 million with nominal value of 10 roubles each, public offering) were determined, including the procedure used to determine the price of their placement through subscription and among persons, having the pre-emptive right to purchase the shares to be placed;

draft decisions of the Meeting were approved;

the form and the wording of bulletins for voting at the Meeting the were approved.

The Board of Directors gave its consent for serving on the management bodies of other legal entities to the Chairman of the Board of Management and officials of the Bank from those selected (appointed) by the Board of Directors; approved transactions recognised as related party transactions in accordance with legislation; introduced amendments to the Regulations for credit committees of the Bank; heard the reports of the Committees of the Board of Directors for the term of their powers; and considered the results of self-certification of performance of the Board of Directors and each Director.