President Ilham Aliyev signed a decree on improving the management of “Azer-Turk Bank” OJSC.
“Report” informs that according to the decree, the right to participate on behalf of the state in the resolution of issues related to the powers of the general meeting, to the extent that state-owned shares in the Bank’s authorized capital allow, is assigned to the following:
To the President of the Republic of Azerbaijan:
– Sale, reorganization and liquidation of the bank;
In agreement with the President, to Azerbaijan Investment Holding:
– Election of members of the Bank’s Supervisory Board, including its head, and early termination of their powers;
– Election of the head of the bank’s executive body, early termination of his powers;
– making a decision on concluding an agreement with the relevant person, the value of which is 5 (five) percent or more of the credit organization’s assets, based on the opinion of an independent auditor;
– Adopting a decision on increasing and decreasing the authorized capital of the bank, determining the terms and conditions for the issuance of shares, as well as agreeing to obtain a significant participation share;
– Approving the annual financial statements of the bank approved by the external auditor and recommended by the Audit Committee, as well as making a decision on creating reserves at the expense of net profit and paying dividends;
– Approving the bank’s charter and changing it;
– Establishing and terminating the activities of the bank’s subsidiaries, making decisions on the purchase of another bank;
– Resolving other issues assigned to the authority of the general meeting by the Civil Code, the Law “On Banks” and the Bank’s Charter.
In addition, the decree states that
– The general management and control of the bank’s activities is carried out by the Supervisory Board consisting of 3 members, including the chairman;
– Articles 24.1.2-24.1.6, 24.1.7 (regarding the appointment of members of the executive body, including its deputy heads and early termination of their powers) and 25 of the Law “On Banks” of the Supervisory Board of the Bank has the prescribed powers.
Azerbaijan Investment Holding must resolve the issues arising from this Decree.