BCV's Annual General Meeting of the Shareholders takes place this afternoon at the Palais de Beaulieu in Lausanne, Switzerland. The shareholders will be asked to approve the financial statements, which show a net profit of CHF 157 mn, grant discharge to the Board, and approve distribution of an ordinary dividend of CHF 2.00 per share after the CHF 3.33 preference-dividend payout on the participation certificates.
A revision of the Bank's Articles of Association concerning the method used to set the preference dividend on the participation certificates will be put before the AGM for approval. The Canton of Vaud has been able to take advantage of very favorable conditions on the capital markets to refinance the borrowings used to subscribe the participation-certificate issue in early 2003 (see our 7 July 2003 press release). The proposed revision to the Articles calls for distribution of a preference dividend of CHF 2.69 per certificate, or 4.3% of face value (CHF 62.50), starting in 2004, provided the Bank's profits are sufficient. The objective is to fully cover Vaud Canton's refinancing costs on the participation certificates.
The revision will also be submitted to the Meeting of Participation-Certificate Holders, which will take place this morning, before the AGM.
The AGM will also be asked to approve a motion concerning the Bank's communication policy toward its shareholders, including majority shareholder Vaud Canton; the proposed change would be added to the Articles of Association, and would call for an agreement between Vaud Canton and the Bank concerning BCV's communication policy as regards the Canton.
Mr Olivier Steimer, Chairman of the Board, will inform the AGM that the Bank and the Canton of Vaud are currently working together to develop a long-term strategy as regards the structure of the Bank's participation-certificate capital. The proposed plan will be made public during the second half of 2004, and submitted to the shareholders and participation-certificate holders on 12 May 2005 for approval.
Lausanne, Switzerland, 28 April 2004
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