Agenda of the General Shareholders’ Meeting of Bank “Forum” which took place on September 25, 2008:

 

  1. To increase the Bank’s authorized capital by means of the 17th issue shares allocation.
  2. To carry out the closed (private) Bank’s shares allocation of the 17th issue.
  3. To approve amendments to Management Bodies of the Bank.
  4. To approve amendments to Control Authorities of the Bank.

 

On the first item of the agenda by the shareholders was taken a decision to increase the Bank’s authorized capital to UAH 2 371 000 000 (two billion three hundred and seventy one million) by means of the closed (private) allocation (hereinafter referred to as – allocation) of 75 000 000 (seventy five million) Bank’s registered ordinary shares with the nominal value of UAH 10 (ten) each (hereinafter referred to as – shares) with the total nominal value of UAH 750 000 000 (seven hundred and fifty million) that will be allocated among the Bank’s shareholders (hereinafter referred to as – shareholders).

On the second item of the agenda by the shareholders was taken a decision for the purpose of performing of statutory activity by the Bank, to approve the resolution on the closed (private) shares allocation of the 17th issue (Annex 1).

On the third item of the agenda by the shareholders was taken a decision not to amend Management Bodies of the Bank.

On the forth item of the agenda by the shareholders was taken a decision not to amend Control Authorities of the Bank.

 

Annex 1

 


The General Meeting of Shareholders’ Agenda, that took place on July 30, 2008:

 

  1. To increase the Bank’s authorized capital by means of 17th issue stock flotation.
  2. To carry out the closed (private) stock flotation by means of 17th issue of the Bank’s shares.
  3. To approve amendments to Management Bodies of the Bank.
  4. To approve amendments to Control Authorities of the Bank.

In connection with the technical problems that arose in the Securities and Stock Market State Commission and the lack of the certificate on Bank’s shares issue registration with the total amount of UAH 1 621 mln., registered by the Securities and Stock Market State Commission, the voting on questions of the General Meeting of Shareholders’ agenda was not held.

 

The shareholders were also informed of the following:

 

 

Joint Stock Commercial Bank “Forum” General Meeting of Shareholders's Agenda,
April 18th, 2008

On the first question of agenda by the shareholders was taken a decision to approve results of closed ( private) stock flotation by means of 16 th issue of JSCB “Forum” shares in the amount of 50 000 000 (fifty million) registered ordinary shares with the nominal value of UAH 10.00 (ten) each , with total nominal value of UAH 500 000 000, 00 (five hundred million).

On the second question of agenda by the shareholders was taken a decision to approve the Charter of JSCB “Forum” in a new addition.

On the third question of agenda by the shareholders was taken a decision not to amend Management Bodies of JSCB “Forum”.

On the fourth question of agenda by the shareholders was taken a decision

  1. Dismiss and withdraw from the Audit Committee of JSCB “Forum” the representative from Commerzbank Auslandsbanken Holding AG Merle-Katrin Alex;
  2. Elect the member of the Audit Committee of JSCB “Forum” the representative from Commerzbank Auslandsbanken Holding AG, Astrid Fengler and to associate her to the Audit Committee of JSCB “Forum”.

On the fifth question of agenda by the shareholders was taken a decision to approve Supervisory Council Regulations of JSCB “Forum” in a new addition.

 

Joint Stock Commercial Bank “Forum” General Meeting of Shareholders's Agenda,
March 28th, 2008

  1. Report of the Board on financial and economic activity for the year 2007.
  2. Report on budget implementation for the year 2007.
  3. Report of Audit Committee of the Bank, approval of report and its summary.
  4. Approval of External Auditor's report for the year 2007.
  5. Approval of annual financial statements for the year 2007.
  6. Distribution of profit for the year 2007.
  7. Approval of Bank's developement strategy for 2008-2010.
  8. Budget approval for the year 2008.
  9. Supervisory Council Regulations approval in a new addition.
  10. Amendments to Management Bodies of the Bank.
  11. Amendments to Control Authorities of the Bank.

On the first question of agenda by the shareholders was taken a decision to approve report of the Board on financial and economic activity for the year 2007 and admit the work of the Board as satisfactory.

On the second question of agenda by the shareholders was taken a decision to approve report on budget implementation for the year 2007 and consider it executed.

On the third question of agenda by the shareholders was taken a decision to approve report of Audit Committee and its summary.

On the fourth question of agenda by the shareholders was taken a decision to approve External Auditor's report for the year 2007.

On the fifth question of agenda by the shareholders was taken a decision to approve annual financial statements for the year 2007.

On the sixth question of agenda by the shareholders was taken a decision on remitting net profit of the Bank in the amount of 10%, namely, UAH 5 259 000,00 to the surplus fund. Leave unremitted profit in the amount of UAH 47 322 947,21.

On the seventh question of agenda by the shareholders was taken a decision to approve Bank's developement strategy for 2008-2010.

On the eighth question of agenda by the shareholders was taken a decision to approve Bank's budget for the year 2008.

On the ninth question of agenda by the shareholders was taken a decision to transfer the Bank Supervisory Council Regulations approval in a new addition to the next Bank Shareholders' General Meeting and put this question to the agenda for the next Shareholders' General Meeting. (18.04.08)

On the tenth question of agenda by the shareholders was taken a decision

Dismiss and withdraw from Supervisory Council of JSCB “Forum” representatives of Limited Liability Company “Elmak, Ltd.”, Rohol S.L. and Yakimenko O.A.

Elect to Supervisory Council of JSCB “Forum” representatives of Commerzbank Auslandsbanken Holding AG:

Representative of Open Joint Stock Company “Ventured non-diversified corporate investment fund “Unibudinvest” :

On the eleventh question of agenda by the stockholders was taken a decision

  1. Dismiss and withdraw from the Audit Committee of JSCB “Forum” representative of Limited Liability Company “Navchalna Knyha”, Snizhok M.V. , representative of Limited Liability Company “Publishing house “Heneza”, Dubas O.P. and shareholder Nozhnenko V.A.
  2. Elect to the Audit Committee of JSCB “Forum” representatives of Commerzbank Auslandsbanken Holding AG:

Representative of Open Joint Stock Company “Ventured non-diversified corporate investment fund “Unibudinvest”

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
February 1st, 2008

  1. The increase of the Bank authorized capital by the means of 16 th shares issue.
  2. The closed (private) stock flotation by means of 16 th issue of Bank shares.
  3. Amendments to the Charter of the Bank and the approval of the Charter of the Bank in a new addition.
  4. The procedure of bonds issue of the Bank.
  5. The approval of External Auditor's report.
  6. Amendments to Management Bodies of the Bank.
  7. Amendments to Control Authorities of the Bank.

 

On the first question of agenda by the shareholders was taken a decision to increase authorized capital of the Bank up to UAH 1 162 100 000 (one billion one hundred and sixty-two million one hundred thousand) by means of closed (private) stock flotation of 50 000 000 (fifty million) registered ordinary shares (in book entry form) with the nominal value of UAH 10 (ten) each , with total nominal value of UAH 500 000 000 (five hundred million) which shall be allocated among Bank's shareholders.

On the second question of agenda by the shareholders was taken a decision , in order to implement by the Bank the activities stipulated in the Charter, to approve decision on closed (private) stock flotation by means of the 16 th issue of Bank shares.

On the third question of agenda by the shareholders was taken a decision to approve the Charter of the Bank in a new addition.

On the fourth question of agenda by the shareholders was taken a decision to delegate Supervisory Council on taking decisions on bonds flotation (issue) and approval of terms of bonds flotation (issue) of the Bank.

On the fifth question of agenda by the shareholders was taken a decision to approve External Auditor's report of the financial statements for 2006.

On the sixth question of agenda by the shareholders was taken a decision to dismiss and withdraw from Supervisory Council of JSCB “Forum” Double Liability Company “Insurance company “Provita”, in connection with the sale of holding of shares to Double Liability Company “Insurance company “Provita”, and elect to Supervisory Council the representative from Open Joint Stock Company “Ventured non-diversified corporate investment fund “Unibudinvest” Urushev L.L. and appoint him as the Chairman of the Bank Supervisory Council.

On the seventh question of agenda by the shareholders was taken a decision not to amend Management Bodies of JSCB “Forum”.

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
March 16th, 2007

  1. Report of the Board on financial and economic activity for the year 2006.
  2. Report on budget implementation for the year 2006.
  3. Report of the Audit Committee, approval of report and its summary.
  4. Approval of External Auditor's report.
  5. Approval of annual financial statements for the year 2006.
  6. Distribution of profit for the year 2006.
  7. Approval of Bank's developement strategy for 2007-2011.
  8. Budget approval for the year 2007.
  9. Approval of results of 15th closed (private) stock flotation of the Bank
  10. Amendments to the Charter of the Bank and the approval of the Charter of the Bank in a new addition.
  11. Amendments to Management Bodies of the Bank.
  12. Amendments to Control Authorities of the Bank.

On the first question of agenda by the shareholders was taken a decision to approve report on Bank's activity for the year 2006 and admit the work of the Board as satisfactory.

On the second question of agenda by the shareholders was taken a decision to approve report on budget implementation for the year 2006 and consider it executed.

On the third question of agenda by the shareholders was taken a decision to approve report of the Audit Committee and its summary.

On the fourth question of agenda by the shareholders was taken a decision on delegating Supervisory Council for preliminary approval of External Auditor's report, implementing the final approval of External Auditor's report at the next General Meetings of Shareholders.

On the fifth question of agenda by the shareholders was taken a decision to approve annual financial statements for the year 2006.

On the sixth question of agenda by the shareholders was taken a decision according to the Charter of the Bank and considering recommendations of the National Bank of Ukraine, remitting net profit of the Bank in the amount of 100%, namely, UAH 27 756 455,67 to the surplus fund.

On the seventh question of agenda by the shareholders was taken a decision to approve Bank's developement strategy for 2007-2011.

On the eighth question of agenda by the shareholders was taken a decision to approve Bank's budget for the year 2007.

On the ninth question of agenda by the shareholders was taken a decision to approve results of 15th closed ( private) stock flotation of the Bank in the amount of 50 000 000 (fifty million) with the total nominal value of UAH 500 000 000,00 (five hundred million).

On the tenth question of agenda by the shareholders was taken a decision to approve the Charter of the Bank in a new addition.

On the eleventh question of agenda by the shareholders was taken a decision on dismissing and withdrawing Katz O.N. from Supervisory Council of JSCB “Forum”.

On the twelfth question of agenda by the shareholders was taken a decision not to amend Control Authorities of JSCB “Forum”.

 

Joint Stock Commercial Bank Forum General Meeting of Sareholders's Agenda,
December 22, 2006

  1. Report on Bank's budget implementation for 11 months for the year 2006.
  2. Bank's budget approval for the year 2007.
  3. Increasing Bank's authorized capital.
  4. The closed (private) stock flotation by means of an additional 15 th issue of Bank shares.
  5. Approving the list of other investors (except shareholders of the Bank), among which shares of the Bank shall be allocated.

On the first question of agenda information as for results of Bank work for 11 months for the year 2006 was taken into account by the shareholders. Voting on this matter wasn't held.

On the second question of agenda by the shareholders was taken a decision to approve scheduled indices of Bank's budget for the year 2007.

On the third question of agenda by the shareholders was taken a decision on increasing authorized capital of the Bank up to UAH 1 121 000 000 (one billion one hundred and twenty-one million) by means of additional issue of 50 000 000 (fifty million) registered ordinary shares (in book entry form) with the nominal value of UAH 10 (ten) each , with total nominal value of UAH 500 000 000 (five hundred million) which shall be allocated among Bank's shareholders.

On the fourth question of agenda by the shareholders was taken a decision to implement the additional closed ( private) stock flotation with the purpose of implementation by the Bank the activities stipulated in the Charter and to approve the terms of additional stock flotation.

On the fifth question of agenda by the shareholders was taken a decision on implementing closed (private) stock flotation, additionally issued, exclusively among Bank's shareholders.

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
July 14th, 2006

  1. Results approval of the Bank's work for the first half-year, 2006.
  2. Results approval of opened subscription of 14 th issue of Bank shares
  3. Amendments to the Charter of the Bank and the approval of the Charter of the Bank in a new addition.
  4. Amendments to Management Bodies of the Bank.

On the first question of agenda information as for results of Bank's work for the first half-year, 2006 was taken into account by the shareholders. Voting on this matter wasn't held.

On the second question of agenda by the shareholders was taken a decision to approve results of subscription of 14 th issue of Bank shares in the amount of 25 100 000 (twenty five million one hundred thousands) with total nominal value of UAH 251 000 000 (two hundred fifty one million).

On the third question of agenda by the shareholders was taken a decision to approve the Charter of the Bank in a new addition in connection with the increasing of authorized capital of the Bank.

On the fourth question of agenda by the shareholders was taken a decision

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
May 5th, 2006

  1. Increase of authorized capital of JSCB “Forum” by means of additional issue of the Bank shares.
  2. Approving results of Bank's work for the first quarter 2006.

On the first question of agenda by the shareholders was taken a decision to increase authorized capital of the Bank by means of 14th issue of Bank shares and approve the terms of shares issue.

On the second question of agenda information as for results of Bank's activity for the first quarter 2006 was taken into account by the shareholders. Voting on this matter wasn't held.

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
February 24th, 2006

  1. Report of the Board on financial economic activity for the year 2005.
  2. Report on budget implementation for the year 2005.
  3. Report of the Audit Committee, approval of the Audit Committee report as for financial statements for the year 2005.
  4. Approval of annual financial statements for the year 2005.
  5. Profit distribution for the year 2005.
  6. Determination of main objectives of Bank's activity in the year 2006.
  7. Amendments to Management Bodies of the Bank.
  8. Amendments to Control Authorities of the Bank.

On the first question of agenda by the shareholders was taken a decision to approve report on Bank's activity for the year 2005 and admit the work of the Board of the Bank as satisfactory.

On the second question of agenda by the shareholders was taken a decision to approve report on budget implementation for the year 2005 and define that the main budget indices are executed.

On the third question of agenda by the shareholders was taken a decision to approve the Audit Committee report of the Bank.

On the fourth question of agenda by the shareholders was taken a decision to approve annual financial statements for the year 2005.

On the fifth question of agenda by the stockholders was taken a decision on remitting net profit of the Bank for the year 2005 as follows: 5% of the profit received in the year 2005, namely, UAH 1 598 700,00 transfer to the surplus fund. Remains in amount of UAH 30 374 490,59 leave unremitted. The profit of previous years leave unremitted.

On the sixth question of agenda by the shareholders was taken a decision to approve main objectives of Bank's activity in the year 2006.

On the seventh question of agenda by the shareholders was taken a decision on dismissing and withdrawing Makarenko V.I. from Supervisory Board of JSCB “Forum”.

On the eighth question of agenda by the stockholders was taken a decision not to amend membership of the Audit Committee of JSCB “Forum”.

 

Joint Stock Commercial Bank Forum General Meeting of Sharekholders's Agenda,
December 23rd, 2005

  1. Results of subscription of 13 th shares issue of JSCB “Forum”.
  2. Amendments to the Charter of the Bank.
  3. Miscellaneous.

On the first question of agenda by the shareholders was taken a decision to approve results on subscription of the 13 th shares issue of JSCB “Forum” in the amount of 10 000 000 (ten millions) shares with total nominal value of UAH 100 000 000 (one hundred million).

On the second question of agenda by the shareholders was taken a decision to approve the Charter of the Bank in connection with the authorized capital increase.

On the third question of agenda by the shareholders was taken a decision to agree with the Strategy of the Bank development, proposed by the Board.

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
October 28th, 2005

  1. Change of the official name of the JSCB “Forum”.
  2. Approval of the Charter of JSCB “Forum” (hereinafter referred to as the Bank) in a new addition.
  3. Approval of Regulations on Supervisory Council of the Bank.
  4. Approval of Regulations on Bank's Management Bodies functionaries.
  5. Approval of Regulations on the Board of the Bank.
  6. Approval of Regulations on the Audit Committee.
  7. Increase of authorized capital by means of additional issue of the Bank shares.
  8. Decision on Bank's second bonds issue.
  9. Approval of terms of Bank's second bonds issue.

On the first question of agenda by the shareholders was taken a decision to remain the official name of Joint Stock Commercial Bank “Forum” unchanged (hereinafter referred to as the Bank).

On the second question of agenda by the shareholders was taken a decision to approve the Charter of the Bank in a new addition.

On the third question of agenda by the shareholders was taken a decision to approve Regulations on Supervisory Council of the Bank.

On the fourth question of agenda by the shareholders was taken a decision to approve Regulations on Bank's Management Bodies functionaries.

On the fifth question of agenda by the shareholders was taken a decision to approve Regulations on the Board of the Bank.

On the sixth question of agenda by the shareholders was taken a decision to approve Regulations on the Audit Committee.

On the seventh question of agenda by the shareholders was taken a decision to increase authorized capital of the Bank by means of additional issue of the Bank shares and implement the 13th issue of the registered ordinary shares in the amount of 10 000 000 (ten million) shares, with the nominal value of UAH 10 (ten) each , with total nominal value of UAH 100 000 000 (one hundred million).

On the eighth question of agenda by the shareholders was taken a decision to implement the second issue of the registered interest-bearing bonds in the amount of 100 000 (one hundred thousand) bonds, with the nominal value of UAH 1 000 (one thousand), with total nominal value of UAH 100 000 000 (one hundred million).

On the ninth question of agenda by the shareholders was taken a decision to approve the terms of the second issue of the registered interest-bearing bonds.

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
March 4th, 2005

  1. Report of the Board on financial economic activity for the year 2004.
  2. Report on income and expences for the year 2004.
  3. Report on budget implementation for the year 2004.
  4. Report of the Audit Committee on results of the work for the year 2004.
  5. Profit distribution for 2001-2004.
  6. Amendments to Management Bodies of the Bank.
  7. Amendments to the Audit Committee.
  8. Amendments to the Charter of the Bank.
  9. Miscellaneous.

On the first question of agenda by the shareholders was taken a decision to approve report on Bank's activity for the year 2004 and admit the work of the Board of the Bank as satisfactory.

On the second question of agenda by the shareholders was taken a decision to approve Report on income and expences for the year 2004.

On the third question of agenda by the shareholders was taken a decision to approve report on budget implementation for the year 2004.

On the fourth question of agenda by the shareholders was taken a decision to approve report of the Audit Committee of the Bank.

On the fifth question of agenda by the shareholders was taken a decision to remain net profit for 2001, 2002, 2003 unremitted. Part of net profit for 2004 in the amount of UAH 921 000 transfer to the surplus fund, the rest of net profit in the amount of UAH 17 492 337,36 leave unremitted.

On the sixth question of agenda by the shareholders was taken a decision to confirm the Member of the Supervisory Council according to the proposal of representative of Limited Liability Company “Elmak, Ltd” Rohol S.L.

On the seventh question of agenda by the shareholders was taken a decision to dismiss and withdraw from the Audit Committee representative of Limited Liability Company “Elmak, Ltd” Tokmakov V.V. and elect the representative of Limited Liability Company “Navchalna Knyha” Snizhok M.V. to the Bank's Audit Committee.

On the eighth question of agenda by the shareholders was taken a decision to amend the Charter of the Bank.

Ninth question of the agenda wasn't considered, voting on this matter was't held.

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
December 7 th , 2004

  1. Results of subscription of 12 th shares issue of the Bank.
  2. Amendments to the Charter of the Bank.
  3. Miscellaneous.

On the first question of agenda by the shareholders was taken a decision to approve report on the results of the subscription of 12 th shares issue of JSCB Forum. In the amount of UAH 100 000 000,00 (one hundred million) quantity of the registered ordinary shares – 10 000 000 (ten million) shares, with the nominal value of UAH 10 (ten) each, to submit results on shares subscription to Stock Market State Commission of Ukraine for registration, approve Bank's authorized capital in the amount of UAH 270 000 000,00 (two hundred seventy million), issue 10 000 000 (ten million) registered ordinary shares, with the nominal value of UAH 10 (ten) each.

On the second question of agenda by the shareholders was taken a decision to amend the Charter of the Bank.

The third question of the agenda wasn't considered, voting on this matter was't held.

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
October 5 th , 2004

  1. R eport of the Board on financial economic activity for 9 months for the year 2004.
  2. Increase of the authorized capital of the Bank.
  3. Miscellaneous.

On the first question of agenda by the shareholders was taken a decision to approve report on Bank's activity for 9 months for the year 2004 and admit the work of the Board of the Bank as satisfactory.

On the second question of agenda by the shareholders was taken a decision to increase the authorized capital of the Bank by means of additional issue of the registered ordinary shares in amount of 10 000 000 (ten million) shares, with the nominal value of UAH 10 (ten) each , with total nominal value of UAH 100 000 000 (one hundred million) and implement actions according to the legislation of Ukraine, necessary for new issue registration.

On the third question of agenda by the shareholders was taken a decision to approve decision of the Supervisory Council of the Bank, dated September 29 th , 2004 (Minutes ą 17/2004) on amendments in organizational management structure of the Bank and manning table.

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
May 21st, 2004

  1. R eport of the Board on financial economic activity for the 1st quarter, 2004.
  2. Results of subscription of 11 th shares issue of JSCB “Forum”.
  3. Amendments to the Charter of JSCB “Forum”.
  4. Miscellaneous.

On the first question of agenda by the shareholders was taken a decision to approve report of the Board on Bank's activity for the 1st quarter, 2004.

On the second question of agenda by the shareholders was taken a decision

On the third question of agenda by the shareholders was taken a decision to make amendments to the Charter of the Bank, connected with increasing of the authorized capital of the Bank.

On the fourth question of agenda by the shareholders was taken a decision

 

Joint Stock Commercial Bank Forum General Meeting of Shareholders's Agenda,
February 20, 2004

  1. Report of the Board on financial economic activity for the year 2003.
  2. Report on income and expences for the year 2003.
  3. Report on budget implementation for the year 2003.
  4. Report of the Audit Committee on results of Bank's activity for the year 2003.
  5. Profit distribution for 2001-2003.
  6. Increasing of the authorized capital.
  7. Amendments to Management Bodies of the Bank.
  8. Miscellaneous.

On the first question of agenda by the shareholders was taken a decision to approve report of the Board on Bank's activity for the year 2003 and admit the work of the Board of the Bank in 2003 as satisfactory.

On the second question of agenda by the shareholders was taken a decision to approve report on income and expences for the year 2003.

On the third question of agenda by the shareholders was taken a decision to make amendments to the Charter of the Bank, connected with increasing of the authorized capital of the Bank.

On the fourth question of agenda by the shareholders was taken a decision to approve report of the Audit Committee of the Bank.

On the fifth question of agenda by the shareholders was taken a decision to remain net profit for 2001, 2002 unremitted. Part of net profit for 2003 in the amount of UAH 380 000 (three hundred eighty thousand) transfer to the surplus fund, and the rest of net profit in the amount of UAH 7 202 130,70 (seven million two hundred and two thousand one hundred and thirty) leave unremitted.

On the sixth question of agenda by the shareholders was taken a decision to increase the authorized capital of the Bank by means of additional issue of the registered ordinary shares of the Bank in the amount of 7 500 000 (seven million five hundred thousand) shares, with the nominal value of UAH 10 (ten) each , with total nominal value of UAH 75 000 000 (seventy five million) and implement actions according to the legislation of Ukraine, necessary for new issue registration.

On the seventh question of agenda by the shareholders was taken a decision

On the seventh question of agenda by the shareholders was taken a decision

On the eights question of agenda by the shareholders was taken a decision