On Individual Resolutions Adopted by the Supervisory Board of the Issuer
STATEMENT of the Material Fact
"On Individual Resolutions Adopted by the Supervisory Board of the Issuer"
1. General information | ||
1.1 |
Full company name of the issuer |
Sberbank of Russia |
1.2 |
Short company name of the issuer |
Sberbank |
1.3 |
Location of the issuer |
Russian Federation, Moscow |
1.4 |
OGRN (Primary State Registration Number) of the issuer |
1027700132195 |
1.5 |
INN (Taxpayer Identification Number) of the issuer |
7707083893 |
1.6 |
Unique code assigned by the registration authority to the issuer |
1481В |
1.7 |
Websites used by the issuer to disclose information |
http://www.e-disclosure.ru/portal/company.aspx?id=3043, www.sberbank.com |
1.8 |
Date of the reported event (material fact) (if applicable) |
22/12/2020 |
2. Contents of the Statement | ||
2.1 |
Quorum of the Supervisory Board meeting |
Quorum was present. More than half of the total elected members of the Supervisory Board of Sberbank took part in the meeting. |
2.2 |
Contents of the resolutions adopted by the Supervisory Board of Sberbank and voting results: 1. Recognize the member of the Supervisory Board of Sberbank (hereinafter the Bank) Gennady Melikyan as independent director notwithstanding the formal grounds for applying the criterion “affiliation with a material counterparty”, i.e. Ellada Intertrade (as per the definition set out in Annex 4 to the Moscow Exchange Listing Rules). Mr Melikyan (hereinafter also the Director) holds a seat on the board of directors of AVTOTOR Holding, the parent company of Ellada Intertrade (hereinafter the Borrower), which has received a loan from the Bank in the amount exceeding 2 per cent of the book value of the Borrower’s assets. The Supervisory Board believes that the affiliation of Mr Melikyan with the Borrower is formal in nature and does not affect his ability to make objective and honest judgments nor to act reasonably and in good faith to further the interests of the Bank and all of its shareholders based on the following reasoning:
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Voting results: “for” - 11 (E. Aho, L. Boguslavsky, H. Gref, B. Zlatkis, S. Ignatiev, N. Kudryavtsev, A. Kuleshov, V. Kolychev, M. Oreshkin, A. Siluanov, N. Wells) “against” – none "abstained" – none Mr Melikyan did not participate in the voting. 2. In addition to the resolutions adopted by the Supervisory Board of Sberbank on 19 December 2016 (Minutes No. 58 dtd. 19 December 2016), on 12 April 2017 (Minutes No. 15 dtd. 12 April 2017), on 23 October 2017 (Minutes No. 43 dtd. 23 October 2017), and on 25 October 2018 (Minutes No. 27 dtd. 25 October 2018), in accordance with Clause 3 of Article 69 of Federal Law No. 208-FZ “On Joint Stock Companies” dtd. 26 December 1995 – approve the concurrent service of the CEO, Chairman of the Executive Board of Sberbank, and Members of the Executive Board of Sberbank in management bodies of other organizations specified in the Annex hereto. Voting results: “for” - 12 (E. Aho, L. Boguslavsky, H. Gref, B. Zlatkis, S. Ignatiev, N. Kudryavtsev, A. Kuleshov, V. Kolychev, G. Melikyan, M. Oreshkin, A. Siluanov, N. Wells) “against” – none "abstained" – none | ||
2.3 |
Date of the Supervisory Board meeting that adopted the corresponding resolutions |
22/12/2020 |
2.4 |
Date and number of the minutes of the Supervisory Board meeting that adopted the corresponding resolutions |
22/12/2020 Minutes No. 45 |
3. Signature | ||
Managing Director – Head of the Corporate Secretary Service of Sberbank (under Power of Attorney No. 887-D dated 16 September 2019) O. Tsvetkov 22 December 2020 L.S. |