On 20 May 2015, the National Bank of Ukraine fined the shareholder of Finbank PJSC (Odesa) (hereinafter - Bank), Mr. Oleksandr Hranovskyi for violation of procedure when acquiring a qualifying holding in Bank.
Mr. Oleksandr Hranovskyi, who holds directly 9.2061% of Bank’s shares, in October 2014 acquired irrespective of the formal ownership the decisive influence on Bank’s management and activity without the NBU consent.
In the period from October 2014 until April 2015, the packet of shares of Bank was repeatedly distributed between minority shareholders with aim to hiding Bank’s real ownership. So, in October 2014 Bank notified the NBU that its sharehoders are not qualifying shareholders without providing detailed information on these entities. In January 2015, Bank notified the NBU that its shareholders were 30 legal entities and 67 individuals, and as of April 2015 the total number of Bank’s shareholders increased by 117 persons.
The National Bank of Ukraine repeatedly was drawing attention of the Bank to the fact that its ownership structure did not correspond to the transparency requirements and required a disclosure of Bank’s real controllers.
In accordance with findings of the NBU investigation, in October 2014 Mr. Borys Kaufman, Bank’s former controller, and Mr. Oleksandr Hranovskyi, Bank’s minoritu shareholder, entered into nonpublic agreement, in a result of performance of which Mr. Borys Kaufman transferred to Mr. Oleksandr Hranovskyi the control of 80% of Bank’s shares without the NBU consent. This fact was confirmed by the both parties of transaction by letters, which the NBU received in April 2015.
Thus, Mr. Oleksandr Hranovskyi viloated the requirements of parts 1 and 2 of Article 34 of the Law of Ukraine On Banks and the Banking, as he failed to notify the NBU on his intention to aquire qualifying holding in Bank and failed to submit the necessary documents for the approval of acquisition of the qualifying holding.
Apart from imposing a fine, the NBU obliged Mr. Oleksandr Hranovskyi iwithin three months:
- to shall give to nominal shareholders accountable to Mr. Oleksandr Hranovskyi the binding order to alienate the shares of Banks, the coltrol of which was acquired in controversion of the law for the benefit of the third person, which shall meet the NBU requirements to qualifying shareholder of the Bank, or shall title in his own name the possession of these shares after obtaining the approval of the NBU.
- If the NBU regulation is not executed before the due date, the National Bank of Ukraine reserves the right to deprive of voting rights granted by shares acquired in controversion of the law Mr. Oleksandr Hranovskyi and nominal shareholders under his control.