With reference to BCR Management Board decision dated 16.10.2020 previously posted on BCR website, please be informed that BCR Ordinary General Shareholders Meeting (OGSM) planned and intended to be organized on January 29th, was not called considering that:
due to the evolution COVID – 19 pandemic spread, new guidance from European Central Bank regarding dividends pay out for 2019 and 2020 continue to limit our majority shareholder in making dividends distribution decision;
the need to avoid unnecessary risks under the framework of the applicable rules governing the conditions of the pandemic and the imposed constraints in organizing meetings with the physical presence of large number of persons;
dividend payout subject will be on the agenda of the next OGSM to be called according to the applicable legal framework for the closing of 2020 financial statements.
adopted by the Management Board
of BCR SA on 16.10.2020
Regarding BCR 2019 dividend payout topic on BCR OGSM agenda planned for January 29th 2021:
For transparency purposes and assuring the proper information of all BCR shareholders – the current Management Board decision based on the majority shareholders request is made available to all the shareholders as follows:
BCR Ordinary General Shareholders Meeting held on June 26th made a decision on BCR 2019 YE profit distribution - namely approval of the proposed profit destinations except the dividend payment (that was not approved due to the regulatory constraints at that date), but also comprised the reference to our majority shareholder intention of postponing the decision on dividends payment to Q4 2020 – considering EU and NBR recommendation in force at that moment.
1. During the current period, due to the evolution COVID – 19 pandemic spread, both EU and NBR regulation framework imposed further constraints, requesting credit institutions to avoid, at least until 01.01.2021, the performance of several actions, among which that of dividend distribution or granting irrevocable commitments of dividend distribution, following the implementation, at national level, of the European Systemic Risk Board (ESRB) Recommendation 2020/7, regarding the restrictions on dividend payments during the COVID-19 pandemic.
2. Convening another BCR Ordinary General Shareholders Meeting during Q4 2020, under this context would not allow a different decision on the topic and consequently, would not be a constructive approach and would imply unnecessary costs given that there will be a further postponement of the decision until the next OGMS.
3. Erste Group Bank (EGB), in its quality of majority shareholder, in order to support BCR decided to defer a decision on dividend payment from BCR 2019 net profit to Q1 2021 after a new assessment of the matter will be done, and requested BCR Management Board to include the topic on the agenda of the planned Ordinary General Shareholders Meeting of BCR, namely on January 29th 2021.
Consequently, according to the majority shareholder’s request, BCR Management Board decided to include this topic on the agenda on the next Ordinary General Shareholders Meeting planned for January 29th, 2021 – to be called subject to and under the terms and conditions related to COVID – 19 pandemic state in force at the calling date.
24th of April 2019
NOTICE REGARDING PAYMENT OF DIVIDENDS FOR YEAR 2018 BY THE ROMANIAN COMMERCIAL BANK (BCR SA)
Catalina.Voicu@bcr.ro or at the following phone numbers: +40373510418; +40373510419;
19th of March 2018
BCR SA Supervisory Board announces a vacant position within the Supervisory Board starting with February 1st, 2018, as the mandate of Mr. Wilhelm Koch ended based on his resignation.
Therefore, the call notice for the General Shareholders’ Assembly will be sent for the meeting that will include on the agenda the appointment of a new member of the Supervisory Board. By that respective date of the General Shareholders’ Assembly, all the formalities and requirements related to the appointment and adequacy evaluation process will have been completed.
For further information, please contact the Group Secretariat Department of BCR SA at the following telephone numbers:
As part of the procedure for shareholders’ exit right, we hereby inform you that, on 20.03.2017, BCR received from the National Bank of Romania the prior approval on the redemption of its own shares having been subject to the exit requests submitted in the context of the merger approved by the Extraordinary General Shareholders’ Meeting on 23.11.2016.
Pursuant to art. 6.3.1 from the Procedure for Shareholders’ Exit From Banca Comerciala Romana S.A (approved by the BCR Extraordinary General Shareholders’ Meeting on 23.11.2016), we hereby inform you that the transfer of shares occurs automatically.
BCR SA Supervisory Board announces two vacant positions within the Supervisory Board starting with December 1st, 2014, respectively January 1st, 2015 as the mandates of Mr. Florin Pogonaru and Herbert Juranek will cease. Therefore, starting with December 9th, 2014 the call notice for the General Shareholders’ Assembly will be sent for the meeting scheduled on January 29th, 2015. The meeting agenda will include the appointment of two new members of the Supervisory Board. By that respective date of the General Shareholders’ Assembly, all the formalities and requirements related to the appointment and adequacy evaluation process will have been completed.
For further information, please contact the Corporate Governance Department of BCR SA at the following telephone numbers: