Information for Shareholders of VÚB, a.s.
Investor Relations
The VUB Dividend History
| Dividend for the year |
Amount per share | Record date # | Dividend payout date § |
|---|---|---|---|
| 2006 | € 7.20 @ | May 4, 2007 | June 4, 2007 |
| 2007 | € 4.48 @ | May 7, 2008 | June 2, 2008 |
| 2008 | n.a. | n.a. | n.a. |
| 2009 | € 4.50 @ | May 7, 2010 | June 4, 2010 |
| 2010 | € 4.60 @ | May 4, 2011 | June 1, 2011 |
Note:
# Record date for determining eligible shareholders entitled to dividend means that you have the right to dividend providing that you owned VUB Shares on this date under the VUB Share Register kept with the Central Securities Depository of the Slovak Republic
§ Dividend payout date means a due date set by a resolution of the General Meeting of VUB Shareholders on which dividends may begin to be paid out to eligible shareholders
@ The conversion rate was set by the decision of the Council of the European Union (ECOFIN) on July, 8, 2008 at the level of 1 EUR = 30.1260 SKK. Slovakia adopted the Euro currency after the change-over from Slovak Koruna (SKK) in January 2009, when joining the Eurozone.
General Meeting Resolutions on dividend payout
For the year 2006
The General Meeting of VUB Shareholders held on April 4, 2007 resolved that all entities holding VUB shares (numerical code ISIN SK 111 000 1437) according to the records of the Central Securities Register of the Slovak Republic as at May 4, 2007, i.e. the decisive date for identification of recipients entitled to exercise the right to dividend, shall be entitled to payout of dividend on the 2006 profit in the amount of € 7.20 (SKK 217) per share with a nominal value of € 33.20 (SKK 1,000). The General Meeting has also resolved that payout of the 2006 dividend to the eligible recipients shall commence on June 4, 2007. Notice on Method and Place of 2006 Payout of Dividends on VUB Shares was sent to all recipients entitled to exercise the right to dividend to their address recorded in the register of the Central Securities Depository of the Slovak Republic. The right to dividend payout shall expire after the lapse of four years since the dividend due date.
For the year 2007
The General Meeting of VUB Shareholders held on April 7, 2008 resolved that all entities holding VUB shares (numerical code ISIN SK 111 000 1437) according to the records of the Central Securities Register of the Slovak Republic as at May 7, 2008, i.e. the decisive date for identification of recipients entitled to exercise the right to dividend, shall be entitled to payout of dividend on the 2007 profit in the amount of € 4.48 (SKK 135) per share with a nominal value of € 33.20 (SKK 1,000). The General Meeting has also resolved that payout of the 2007 dividend to the eligible recipients shall commence on June 2, 2008. Notice on Method and Place of 2007 Payout of Dividends on VUB Shares was sent to all recipients entitled to exercise the right to dividend to their address recorded in the register of the Central Securities Depository of the Slovak Republic.
For the year 2008
The General Meeting of VUB Shareholders held on April 7, 2009 decided on distributing a profit earned in 2008 in the amount of € 144,810,695.08 (SKK 4,362,567,000) by retaining the whole profit in the amount of € 144,810,695.08 as submitted by the Management Board of the bank.
“In the long term, the decision to keep the profit in the bank will help to strengthen its position and protect investments of shareholders and customers. Retaining the profit will lay ground for further business growth and, at the same time, prepare the whole banking group for a possible negative impact of the economic crisis. We believe that raising the available capital and securing the financial flexibility of the bank actually represent signs of prudent banking under the current economic circumstances,” stated Mr. Ignacio Jaquotot, CEO and Chairman of the Management Board of VUB Bank.
For the year 2009
The General Meeting of VUB Shareholders held on April 7, 2010 resolved that all entities holding VUB shares (numerical code ISIN SK 111 000 1437) according to the records of the Central Securities Register of the Slovak Republic as at May 7, 2010, i.e. the decisive date (or Ex-Dividend date) for identification of recipients entitled to exercise the right to dividend, shall be entitled to payout of dividend on the 2009 profit in the amount of € 4.50 per share with a nominal value of € 33.20. The General Meeting has also resolved that payout of the 2009 dividend to the eligible recipients shall commence on June 4, 2010. Notice on Method and Place of 2009 Payout of Dividends on VUB Shares will be sent to all recipients entitled to exercise the right to dividend to their address recorded in the register of the Central Securities Depository of the Slovak Republic.
For the year 2010
The General Meeting of VUB Shareholders held on April 4, 2011 resolved that all entities holding VUB shares (numerical code ISIN SK 111 000 1437) according to the records of the Central Securities Register of the Slovak Republic as at May 4, 2011, i.e. the decisive date (or Ex-Dividend date) for identification of recipients entitled to exercise the right to dividend, shall be entitled to payout of dividend on the 2010 profit in the amount of € 4.60 per share with a nominal value of € 33.20. The General Meeting has also resolved that payout of the 2010 dividend to the eligible recipients shall commence on June 1, 2011. Notice on Method and Place of 2010 Payout of Dividends on VUB Shares will be sent to all recipients entitled to exercise the right to dividend to their address recorded in the register of the Central Securities Depository of the Slovak Republic.
Method and Place of the Dividend Payout
Shareholders can enforce the right to dividend payout in one of the following three methods:
(1) Cash – all individuals and legal entities at any VUB sales point (branch or sub-branch) in Slovakia.
Individuals shall be obliged to present a valid identity document (identity card or passport). Legal entities shall be obliged to present an extract from the Slovak Companies Register not older than three months. Foreign legal entities shall be obliged to present an extract from the relevant register confirming the existence of the legal entity and the manner of representing the entity not older than three months. Written instruments or documents, except for the Request For Payout of Dividends on VUB Shares to Account via Non-Cash Transfer (hereinafter the “Request”, “Request for Payout of Dividends on VUB Shares to Account via Non-Cash Transfer”), in other than the Slovak or Czech language, shall be presented along with their official translation into the Slovak language. For the dividends exceeding EUR 3,320 only non-cash transfer on account shall apply based on the Request.
(2) Non-cash transfer of funds on account
(i) All - individuals and legal entities based on “Request for Payout of Dividends on VUB Shares to Account via Non-Cash Transfer”, presented in person at any VUB sales point (branch or subbranch) in Slovakia. The Request form is attached hereto and it is available on request at all VUB sales points or on website www.vub.sk, reference file “For Shareholders”. The Shareholder´s signature provided in the request shall be notarized (certified) (by a notary public or the Registry of Births, Deaths and Marriages of the Slovak or Czech Republic). Should the Shareholder´s signature be officially legalized outside the territory of the Slovak or Czech Republic, they have to be super-legalized or certified with an “Apostille“ in accordance with the Hague Convention on Legalization of Foreign Public Documents dated October 5, 1961. The VUB employees can also verify the identity and signatures free of charge, against the presented identity document (identity card, passport). Legal entities shall be obliged to present an extract from the Slovak Companies register not older than three months. Foreign legal entities shall be obliged to present an extract from the relevant register confirming the existence of the legal entity and the manner of representing the entity not older than three months. Written instruments or documents, except for the Request, in other than the Slovak or Czech language, shall be presented along with their official translation into the Slovak language.
(ii) All - individuals and legal entities - based on “Request for Payout of Dividends on VUB Shares to Account via Non-Cash Transfer” delivered at shareholder’s expense by mail to address: VÚB, a.s., Subdepartment 8102 – Treasury Back-Office, Mlynské nivy 1, 829 90 Bratislava 25, Slovakia. The Request form is attached hereto and it is available on request at all VUB sales points or on website www.vub.sk, reference file “For Shareholders”. The Shareholder´s signature provided in the request shall be notarized (certified) (by a notary public or the Registry of Births, Deaths and Marriages of the Slovak or Czech Republic). Should the Shareholder´s signature be officially legalized outside the territory of the Slovak or Czech Republic, they have to be super-legalized or certified with an “Apostille“ in accordance with the Hague Convention on Legalization of Foreign Public Documents dated October 5, 1961. Legal entities shall be obliged to present an extract from the Slovak Companies register not older than three months. Foreign legal entities shall be obliged to present an extract from the relevant register confirming the existence of the legal entity and the manner of representing the entity not older than three months. Written instruments or documents, except for the Request, written in other than the Slovak or Czech language, shall be presented along with their official translation into the Slovak language.
Taxation of Dividend
2010 Dividend
The dividend paid out on the 2010 profit is not subject to income taxation in the Slovak Republic pursuant to Article 12 Section 7 Letter c) for legal entities and to Article 3 Section 2 Letter c) for individual entities of Income Tax Act No. 595/2003 Coll. as amended, applicable at the time of the dividend notice dispatch (June 2011). This fact does not, however, rule out potential taxation of dividends pursuant to legal regulations applicable in the country of your tax residency.
2009 Dividend
The dividend paid out on the 2009 profit is not subject to income taxation in the Slovak Republic pursuant to Article 12 Section 7 Letter c) for legal entities and to Article 3 Section 2 Letter c) for individual entities of Income Tax Act No. 595/2003 Coll. as amended, applicable at the time of the dividend notice dispatch. (June 2010). This fact does not, however, rule out potential taxation of dividends pursuant to legal regulations applicable in the country of your tax residency.
2007 Dividend
The dividend paid out on the 2007 profit is not subject to income taxation in the Slovak Republic pursuant to Article 12 Section 7 Letter c) for legal entities and to Article 3 Section 2 Letter c) for individual entities of Income Tax Act No. 595/2003 Coll. as amended, applicable at the time of the dividend notice dispatch (June 2008). This fact does not, however, rule out potential taxation of dividends pursuant to legal regulations applicable in the country of your tax residency.
2006 Dividend
The dividend paid out on the 2006 profit is not subject to income taxation in the Slovak Republic pursuant to Article 12 Section 7 Letter c) for legal entities and to Article 3 Section 2 Letter c) for individual entities of Income Tax Act No. 595/2003 Coll. as amended, applicable at the time of the dividend notice dispatch (June 2007). This fact does not, however, rule out potential taxation of dividends pursuant to legal regulations applicable in the country of your tax domicile.
2005 Dividend
The dividend paid out on the 2005 profit is not subject to income taxation in the Slovak Republic pursuant to Article 12 Section 7 Letter c) for legal entities and to Article 3 Section 2 Letter c) for individual entities of Income Tax Act No. 595/2003 Coll. as amended, applicable at the time of the dividend notice dispatch (June 2006). This fact does not, however, rule out potential taxation of dividends pursuant to legal regulations applicable in the country of your tax domicile.
Power of Attorney for Dividend Payout on VUB Shares
VUB Shareholder entitled to dividend on VUB Shares may authorise other person as proxy (agent) to request Dividend Payout to account via a non-cash transfer upon a written Power of Attorney. The proxy (agent) will present an officially certified Power of Attorney for Dividend Payout, completed form – Request for Payout of Dividends on VUB Shares to Account via Non-Cash Transfer and valid passport and/or ID card to VUB Headquarters – Staff Unit 1009 – General Secretariat, Mlynské nivy 1, 829 90 Bratislava.
Power of Attorney can be accepted only if it contains full ID details of the proxy parties (Grantor and Agent) and authorisation to all legal acts related to the right to dividend payout on VUB shares. Please feel free to use this template for Power of Attorney for Dividend Payout on VUB Shares in order to avoid any possible dismissal related to incomplete or insufficient Power of Attorney:
Power of Attorney for Dividend Payout on VUB Shares (for individuals) – template
Power of Attorney for Dividend Payout on VUB Shares (for companies) – template
Transfer of Right to Dividend
The right to dividend can be transferred upon an agreement on assignment of a receivable. In such case an assignee shall send the original of the agreement to the following address: VÚB, a.s., Legal Services Department 1800, Mlynské nivy 1, 829 90 Bratislava, Slovak Republic. An official certification authority (a notary public) must certify all signatures on the agreement and/or the agreement must be accompanied by documents allowing the proper identification of all parties to the agreement.
Documents officially certified abroad – requirements
Any written document officially certified outside the territory of the Slovak Republic or the Czech Republic related to the Dividend Payout or VUB Shares has to be superlegalized or certified with an “Apostille“ in accordance with the Hague Convention on Legalization of Foreign Public Documents dated October 5, 1961.
Any written document (except for the forms that can be downloaded from VUB´ s web page) executed in any language different from the Slovak or Czech language have to be submitted along with their certified translation into Slovak language.
Notification of Shareholder’s Personal Data Change
If your personal data (e.g. name, surname, and address) provided in correspondence sent by VUB (e.g. Notice on Method and Place of Payout of Dividends on VUB Shares) is not identical with the personal data in your valid ID document, passport or abstract from the Commercial Register, you are advised to inform the Central Securities Depository of the Slovak Republic (CSD; it is the former Securities Centre of the Slovak Republic) on your personal data change by completing a form Personal Data Change Request – a CSD document – before exercising your right to dividend. The form is also available at www.cdcp.sk (CSD web-site). Please send the completed form with your officially certified signature(s) (by an official certification authority – a notary public) to the following address of CSD: Centrálny depozitár cenných papierov SR, a.s., ulica 29. augusta 1/A, 814 80 Bratislava, (tel: 02/5939 5110).
In case your equity account is not kept with CSD but a CSD member, the request form and procedure for personal data change may be different from the CSD´s form and procedure. Therefore, please contact your CSD member for the notice of personal data change.
After registering personal data change the CSD or a CSD member shall issue a certificate confirming the personal data change registration and send it to you. (If this certificate is issued by CSD, its Slovak version is named “Výpis základných údajov“). Please attach the certificate or its copy to the Request for Payout of Dividends on VUB Shares to Account via Non-cash Transfer.
If there are any changes in the data about the legal entity, you are recommended to request the relevant institution holding the asset account to change this data prior to claiming the dividend payment and to prove the change when claiming the dividend payment.
If the changes to personal data were not recorded in a way as indicated above before the dividend was claimed, the shareholder shall either present an original document or a copy certifying the relevant change when presenting the request for dividend payment in cash or attach the original or copy of such document when payment on account is requested.
General Meetings of VUB Shareholders
2011
Annual General Meeting
April 4, 2011 – Technopol Congress Centre, Bratislava
- Invitation to Ordinary General Meeting
- Enclosure to Invitation
- Power of attorney
- General Meeting Conclusion
- Voting results
2010
Annual General Meeting
April 7, 2010 – Technopol Congress Centre, Bratislava
Invitation to Ordinary General Meeting
General Meeting Conclusion
2009
Annual General Meeting
April 7, 2009 – Hotel Park Inn Danube, Bratislava
Invitation to Ordinary General Meeting
General Meeting Conclusion
2008
Annual General Meeting
April 7, 2008 – Technopol Congress Centre, Bratislava
Invitation to Ordinary General Meeting
General Meeting Conclusion
2007
Annual General Meeting
April 4, 2007 – Hotel Danube, Bratislava
Invitation to Ordinary General Meeting
General Meeting Conclusion
2006
Annual General Meeting
April 6, 2006 – Hotel Danube, Bratislava
Invitation to Ordinary General Meeting
Enclosure to Invitation
Shareholders´ Attendance at General Meeting
VUB Shareholders shall have the right to attend a General Meeting of VUB Shareholders and are entitled to exercise the voting rights, request information and clarification related to the agenda of the General Meeting, and present and exercise proposals. It is the shareholder’s right but not an obligation to attend the General Meeting.
The decisive date for exercising the right to attend the Ordinary General Meeting means that shareholders shall obtain this right automatically providing that they own VUB shares as at the record day. Should the shareholder exercise the right to attend the Ordinary General Meeting, he/she shall bear all costs connected therewith.
Prior to a General Meeting opening VUB shareholders shall prove their identity at registration as follows:
- Shareholder – an individual / a natural person shall prove his/her identity by presenting a valid ID Card or passport;
- Shareholder – a company / a legal entity shall prove its identity by presenting an abstract from the Commercial Register or any other register proving the company’s existence and authorization to legal acts not older than three months and its officially certified translation into Slovak or Czech language along with a valid ID Card or passport;
- Proxy – an individual / a natural person shall present a valid ID Card or passport and a Power of Attorney signed by the Grantor along with officially certified signature of the Grantor;
- Proxy– a company / a legal entity shall present an abstract from the Commercial Register not older than three months and a valid ID Card or passport and a Power of Attorney signed by the Grantor along with officially certified signature of the Grantor.
VUB Shareholder may authorise other person (proxy) to attend a General Meeting upon presenting an officially certified Power of Attorney. The Power of Attorney may only be accepted if it contains full and direct authorisation to all legal acts related to exercising the right to attend a General Meeting. In order to avoid any possible dismissal related to incomplete or insufficient Power of Attorney, please feel free to use the following Power of Attorney templates to participate in the General Meeting:
Power of Attorney for participation at General Meeting (for individuals) – template
Power of Attorney for participation at General Meeting (for companies) – template
Should the shareholder authorize several proxies to exercise the voting rights related to the same share(s) at one general meeting, VUB shall allow the first proxy registered in the list of attendees at the General Meeting to exercise its voting right.
Rights Related to VUB´s Shares
The right to participate in managing VUB as well as the right to dividend form a part of VUB´s shares. Shareholders may exercise their right to take part in managing VUB at the Shareholders´ General Meeting, which also decides about distribution of profit to shareholders in the form of dividends. The shares can be transferred without any restrictions either by registering a transfer with the Central Securities Depository of the Slovak Republic or registering a transfer with a member of the Central Depository upon an order to register a transfer (e.g. sale, purchase or donation of shares) or by registering a transition upon an order to register a transition (e.g. inheritance of shares).
The Registered Capital and Shares of VUB, a.s.
The registered capital of VUB is € 430 819 063.81 (SKK 12,978,108,000). It is divided into (a) 4,078,108 registered and book-entered shares with a nominal value of € 33.20 (SKK 1,000) per share, and (b) 89 registered and book-entered shares with a nominal value of € 3 319 391.89 (SKK 100,000,000) per share. VUB, a.s. paid the whole registered capital.
| Information on VUB shares traded on public equity market | |
|---|---|
| Name | Share of Všeobecná úverová banka, a.s. |
| Form | book-entered share* |
| Type | registered share |
| Issuer | Všeobecná úverová banka, a.s. |
| Country of issuance | Slovak Republic |
| No. of shares issued | 4,078,108 pcs. |
| Nominal value | € 33.20 (SKK 1,000) @ |
| Shares listed at | Bratislava Stock Exchange |
| Equity market | Main Listed Market |
| Currency | Euro (€) |
| ISIN | SK 111 000 1437 |
| Acronym (Ticker Symbol) | 1VUB02A |
| Share index | SAX # |
Notes:
* a book-entered share means an electronic record in the register of the Central Securities Depository of the Slovak Republic
# Slovak share index of the Bratislava Stock Exchange, which VUB is an important part of
@ The conversion rate was set by the decision of the Council of the European Union (ECOFIN) on July, 8, 2008 at the level of 1 EUR = 30.1260 SKK.
Structure of Shareholders
Information on the VUB shareholders is published quarterly, within 30 days from the end of the relevant quarter. Status as at December 31, 2011.
|
Structure by Owner Type |
Shares (EUR) * |
Stake (%) |
|---|---|---|
|
Intesa Sanpaolo Holding International S.A. – majority owner |
416,875,694.61 |
96.7635 |
|
Other legal entities |
3,847,913.20 |
0.8932 |
|
Individuals |
10,095,456.00 |
2.3433 |
|
TOTAL (Registered Share Capital of VUB, a.s.) |
430,819,063.81 |
100.00 |
|
Structure by nationality |
|
Stake (%) |
|---|---|---|
|
Intesa Sanpaolo Holding International S.A. – majority owner |
416,876 |
96.764 |
|
Domestic shareholders |
12,507 |
2.903 |
|
Other foreign shareholders |
1,436 |
0.333 |
|
TOTAL (Registered Share Capital of VUB, a.s.) |
430,819 |
100.00 |
* Shares (EUR) mean a value of held shares of VUB, a.s. in the nominal value of Euro
There were 43,486 shareholders as at December 31, 2011.
Foreign VUB shareholders come from countries as following: Luxemburg (96.764 %), Germany (0.077 %), Switzerland (0.074 %), the Czech Republic (0.127 %), Austria (0.049 %), the United Kingdom (0.004 %), U.S.A. (0.001 %), Rumania, Poland and Cyprus.
Information about VUB
The list of members of the Management and Supervisory Boards of VUB, a.s. can be found under Bank’s Bodies. For the Financial Statements, Annual Reports and important basic information on VUB please click on Information on Bank´s activities, Annual Reports and Press Centre. Other additional information on VUB´s rating and its market position in Slovakia are available at Ratings, Awards to VUB and Market Shares. You can obtain the VUB´s data at on-line Abstract from the Commercial Register of the Slovak Republic.
Information on the majority shareholder is available at Majority shareholder.
VUB Share Trading
Total of 4,078,108 of the VUB shares can be traded at Public equity market organized by the Bratislava Stock Exchange, a.s. under numerical code ISIN – SK 111 000 1437. Information about these VUB shares is also available at the official web page of the Bratislava Stock Exchange under Traded securities and Listing prospectus (available only in Slovak Language). Apart from these shares, VUB also issued 89 registered shares that are not traded on any public equity market.
VUB Share Price Performance
Information on the current VUB share performance on the main public equity market is available at the web page of Bratislava Stock Exchange www.bsse.sk under “Trading → Price List → Price List of Shares and Units” and then look up: Security – Všeobecná úverová banka; ISIN – SK 111 000 1437; Ticker Symbol – 1VUB02A; or in the nationwide daily press publishing stock exchange news, e.g. Pravda or Hospodárske noviny (www.hnonline.sk).
The VUB Share Price Development is illustrated in the chart with an extra curve showing a development of SAX – the Bratislava Stock Index, shifted onto the same starting level that the VUB share had at the beginning of the period under consideration. The chart is based on closing prices at the end of the trading day. The blue arrow in the chart below marks entry of the foreign investor – Intesa Sanpaolo Banking Group into the VUB Bank by acquisition of the majority stake in the VUB’s Registered Capital dated November 21, 2001.


Forms to Download
- Request for Payout of Dividends on VUB Shares to Account via Non-cash Transfer
- Personal Data Change Request – a CSD Document
- Power of Attorney for Dividend Payout on VUB Shares (for individuals) – template
- Power of Attorney for Dividend Payout on VUB Shares (for companies) – template
- Power of Attorney for participation at General Meeting (for individuals) – template
- Power of Attorney for participation at General Meeting (for companies) – template
Information on Investor Relations:
Ms. Silvia Gribová
General Secretariat – Staff Unit 1009
F +421(0)2 5055 2099
E sgribova@vub.sk
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