SBER.L Regulatory News (SBER)

19 March 2019, Moscow - Sberbank announces the results of its Supervisory Board meeting.

 

1. Note the IFRS Annual Consolidated Financial Statements of Sberbank for the year ended and as of 31 December 2018.

 

2. Include the nominees proposed by shareholders in the list of the nominees to the Supervisory Board to be elected by voting at the Annual General Meeting of Shareholders of Sberbank on 2018 performance:

Valery Goreglyad - Bank of Russia Chief Auditor Nadezhda Ivanova - Head of the Bank of Russia Main Branch for the Central Federal District Sergei Ignatiev - Advisor to the Governor of the Bank of Russia Maksim Oreshkin - Minister of Economic Development of the Russian Federation Olga Skorobogatova - First Deputy Governor of the Bank of Russia Sergei Shvetsov - First Deputy Governor of the Bank of Russia Herman Gref - CEO, Chairman of the Executive Board of Sberbank of Russia Bella Zlatkis - Deputy Chairman of the Executive Board of Sberbank Esko Tapani Aho - Executive Chairman of the Board, East Office of Finnish Industries Leonid Boguslavskiy - Chairman of the Board of Directors of LLC Ivi.ru Alexander Kuleshov - Skoltech President Gennady Melikyan - Honored Economist of the Russian Federation; Nadya Wells - independent consultant for investment and corporate governance.

Include the nominees proposed by a shareholder in the list of the nominees to the Audit Commission to be elected by voting at the Annual General Meeting of Shareholders of Sberbank on 2018 performance:

Borodina Natalya - Deputy Director of the Internal Audit Department, the Central Bank of the Russian Federation; Voloshina Maria - Director of Accounting and Reporting Department of the Bank of Russia; Litvinova Irina - Deputy Director of the Internal Audit Department, the Central Bank of the Russian Federation.

In accordance with clause 7 of Article 53 of Federal Law On Joint-stock Companies No. 208-FZ dated December 26, 1995, and following a proposal by the Supervisory Board:

-include the nominee in the list of nominees to the Supervisory Board to be elected by voting at the Annual General Meeting of Shareholders of Sberbank on 2018 performance:

Nikolay Kudryavtsev - Rector of Moscow Institute of Physics and Technology (National Research University);

-include the nominees in the list of nominees to the Audit Commission to be elected by voting at the Annual General Meeting of Shareholders of Sberbank on 2018 performance:

Alexey Bogatov - Senior Managing Director, Director of the Integrated Risk Management Department, Sberbank; Domanskaya Tatyana - Executive Director, Head of the Section for Interaction with External Control Bodies of the Internal Audit Division, Sberbank; Isakhanova Yulia - Senior Managing Director, Head of Financial Control Division of the Finance Department, Sberbank; Alexey Minenko - Senior Managing Director, Deputy Chief Accountant, Head of the Accounting and Reporting Division, Accounting and Reporting Department of Sberbank. 

- include the nominee Herman Gref into the voting list for the election the CEO, Chairman of the Executive Board of Sberbank at the Annual General Meeting of Shareholders of Sberbank on 2018 performance.

 

3. Convene the Annual General Meeting of Shareholders of Sberbank on 2018 performance (hereinafter, the AGM).

Set 24 May, 2019 as the date for holding the AGM.

Set 29 April, 2019 (end of the banking day) as the date on which the list of persons entitled to participate in the AGM is approved (fixed).

Hold the AGM in the form of a meeting (joint presence of shareholders) in the conference hall of Sberbank (hereinafter the Bank) at the following address: Moscow, 19 Vavilova St.

Set the time of the AGM at 10.00 a.m., and the time of registration of persons participating in the AGM for 8.00 a.m. (Moscow time).

Determine that persons entitled to participate in the AGM shall be informed on its convention not later than 30 days before the date of the AGM by publishing a notice in the Rossiyskaya Gazeta, on the website of the Bank (www.sberbank.com), and by delivery of the notice to the Bank's shareholder register holder (hereinafter Company STATUS) for further delivery to nominee shareholders in accordance with the law of the Russian Federation (hereinafter the Law).

Set the following procedure of providing voting ballots to the persons entitled to participate in the AGM at least 20 days before the AGM: for every person on the register of the Bank's shareholders ‒ by regular letter, for shareholders ‒ clients of nominee holders ‒ by providing ballots and wordings of resolutions on the AGM agenda to Company STATUS for further delivery to nominee holders in accordance with the Law.

Set the following postal address for sending filled voting ballots by persons entitled to participate in the AGM: 117997, 19 Vavilova St., Moscow, Russian Federation.

To give the persons entitled to participate in the AGM the opportunity of remote participation in the AGM by filling the electronic voting ballots on the website (www.sberbank.com/shareholder/) including during the AGM.

To approve the AGM agenda:

On approval of the Annual Report for 2018 On approval of the annual accounting (financial) statements for 2018 Distribution of profit and payment of dividends for 2018 On appointment of an auditing organization On election of members to the Supervisory Board On election of members to the Audit Commission Election of CEO, Chairman of the Executive Board On approval of the new version of the Charter Approval of the new version of the Regulation on the Supervisory Board Approval of the new version of the Regulation on the Executive Board

 

4. Note Sberbank's 2018 Risk Report.

 

5. Note the conclusions and recommendations made by Oliver Wyman and the Independent Directors Association following the independent performance assessment of Sberbank Supervisory Board and its Committees for the year 2018 be noted. That the findings of the performance assessment be included in the 2018 Annual Report of Sberbank. The Corporate Secretary of Sberbank shall prepare an action plan (following recommendations made by independent performance assessment of Sberbank Supervisory Board and its Committees) to be submitted for consideration by the HR and Remuneration Committee of the Supervisory Board.

6. Note the information on the structure of Sberbank's investors base, the report on the perceptions of Sberbank by investors in 2018 and interim report on the performance of the Committee for Minority Shareholder Relations of Sberbank.

For enquiries:Sberbank of RussiaInvestor Relations+7 495 957 59 60ir@sberbank.ru