Banco Bilbao Vizcaya Argentaria SA Annual General Meeting 2017 Call (5471W)
February 10 2017 - 2:00AM
UK Regulatory
TIDMBVA
RNS Number : 5471W
Banco Bilbao Vizcaya Argentaria SA
09 February 2017
TO THE CNMV (SECURITIES EXCHANGE COMMISSION)
Banco Bilbao Vizcaya Argentaria, S.A. (BBVA), in compliance with
the Securities Exchange legislation, hereby files the following
RELEVANT INFORMATION
BBVA's Board of Directors, at the meeting held on 9 February
2017, has resolved to call the Annual General Meeting of
Shareholders to be held in Bilbao, at Palacio Euskalduna, calle
Abandoibarra number 4 on 16 March 2017, at 12:00 at first summons,
and in the same place and at the same time on 17 March 2017 at
second summons. It will have the agenda attached.
Madrid, 9 February 2017
2017 ANNUAL GENERAL MEETING OF SHAREHOLDERS
BANCO BILBAO VIZCAYA ARGENTARIA, S.A.
AGENDA
ONE.- Annual accounts, profit allocation and corporate
management:
1.1 Examination and approval of the annual accounts and
management reports of Banco Bilbao Vizcaya Argentaria, S.A. and its
consolidated group corresponding to the year ending on 31 December
2016.
1.2 Approval of the allocation of the 2016 profit.
1.3 Approval of corporate management during 2016.
TWO.- Adoption of the following resolutions regarding the
re-election of members to the Board of Directors:
2.1 Re-election of Mr. José Manuel González-Páramo Martínez-Murillo
2.2 Re-election of Mr. Carlos Loring Martínez de Irujo
2.3 Re-election of Mrs. Susana Rodríguez Vidarte
2.4 Re-election of Mr. Tomás Alfaro Drake
2.5 Re-election of Mrs. Lourdes Máiz Carro
Pursuant to paragraph 2 of article 34 of the Company Bylaws,
determination of the number of directors at the number resulting
from the resolutions adopted under this item on the agenda, which
well be reported to the Annual General Meeting for all due
purposes.
THREE.- Increase the share capital by issuance of new ordinary
shares, each with a nominal value of EUR0.49, without issue premium
and of the same class and series as the shares currently
outstanding, to be charged to voluntary reserves, to implement the
shareholder remuneration system called "Dividend Option" and to
adapt the wording of the Company Bylaws to the new figure of the
resulting share capital. Possibility of under subscription.
Commitment to purchase shareholder's free allocation rights at a
guaranteed fixed price. Request for listing. Conferral of powers
upon the Board of Directors.
FOUR.- To confer authority on the Board of Directors, with
powers to delegate such authority, to increase share capital, for a
five-year period, up to a maximum amount corresponding to 50% of
the share capital, conferring authority in turn to exclude
pre-emptive subscription rights, albeit limited to no more than 20%
of the Bank's share capital in the terms described in the proposed
resolutions, and to amend the corresponding article of the Company
Bylaws.
FIVE.- To confer authority on the Board of Directors, with
powers to delegate such authority, to issue securities convertible
into Company shares, for a five-year period, up to a maximum of
eight billion euros (EUR8,000,000,000), conferring authority in
turn to exclude pre-emptive subscription rights over such
securities issues, albeit limited to no more than 20% of the Bank's
share capital, in the terms described in the proposed resolutions,
as well as to increase the share capital in the amount necessary
and to amend the corresponding article of the Company Bylaws.
SIX.- Approval of the Remuneration Policy for Directors of Banco
Bilbao Vizcaya Argentaria, S.A., which includes the maximum number
of shares to be delivered as a result of its execution.
SEVEN.- Approval of the group of employees to whom the maximum
limit of variable remuneration of up to 200% of the fixed component
of their total remuneration is applicable.
EIGHT.- Appointment of the auditors of the accounts of Banco
Bilbao Vizcaya Argentaria, S.A., and its consolidated Group for
2017, 2018 and 2019.
NINE.- Conferral of authority on the Board of Directors, which
may in turn delegate such authority, to formalize, correct,
interpret and implement the decisions adopted by the General
Meeting.
TEN.- Consultative vote on the Annual Report on the Remuneration
of Directors in Banco Bilbao Vizcaya Argentaria, S.A.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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