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1. Subject of sale
1.1 The subject of the sale are 234,158 ordinary shares issued by Fabrika za zavareni cevki I profili 11 Oktomvri AD Kumanovo (Factory for welded tubes and profiles 11 October AD Kumanovo), owned by Export Import Bank AD - in bankruptcy (the Seller)
1.2 The shares are offered for sale at a starting price of 500,00 denars per share
1.3 The shares represent 50,62% of the total number of ordinary shares with voting rights
1.4 The shares are listed on the Official market of the Macedonian Stock Exchange under the code (ticker): CEVI, on the Mandatory Listing segment. ISIN code of the shares is MKCEVI101017
1.5 The prospectus of the Company, the financial and annual reports, information about the stock price and other relevant data for the shares are publicly available on the websites of the Macedonian Stock Exchange (www.mse.mk and www.seinet.com.mk)
1.6 The Company has a total of 491,000 issued shares, of which 462,620 ordinary shares with voting rights and 28,380 preferred shares which are owned by the Pension and Disability Insurance Fund of Macedonia (the preferred shares are converted into ordinary shares with voting rights in the moment they will be sold by the Fund)
2. Right of participation and conditions
2.1 Participation is open to all legally capable domestic and foreign natural and legal persons which may acquire shares on the territory of the Republic of Macedonia
2.2 Based on the Law on Takeover of Joint Stock Companies, the winner of the public auction (the Buyer) will be required to submit a public offer for purchase of all issued shares of the company at the price that will be achieved on the public auction
2.3 The Buyer is obliged to sign a contract with the Seller within 7 days from the date of the public auction, in which the Buyer obliges that within 1 day from the date of the signing of the contract, shall inform all relevant institutions based on the Law on Takeover of Joint Stock Companies of its intention to initiate a takeover bid, and that within 30 days of the date of the signing of the contract, shall submit an application to the Securities and Exchange Commission of the Republic of Macedonia for receiving permission to initiate a takeover bid
2.4 The Seller obliges in the contract that it will unconditionally accept the offer of the winner of the public auction (the Buyer) within the procedure of the takeover bid
2.5 If the Buyer fails to comply with the deadlines in paragraph 2.3, or fails to receive permission to initiate a takeover bid from the Securities and Exchange Commission of the Republic of Macedonia, the contract shall be considered void, and the Seller will sign a contract with the second best participant of public auction.
3. Documentation which participants are required to submit to participate in the public auction
3.1 Application for participation
3.3 Bank guarantee
3.4 Proof for the economic and financial condition of the participant
3.1 Application for participation in the public auction should be completed and signed personally by the applicant.
Along with the completed application the applicant shall submit:
A) For legal entities
- Current Status from the Central Registry of RM (for a foreign entity, the company registration from the commercial or court registry)
- E-mail address and contact phone
B) For natural persons
- Copy of Identification Card or Passport
- E-mail addresses and contact phone
3.2 The statement is signed by the authorized person of the legal entity or by the person itself if it is a natural person, in which it obliges that if elected as the winning bidder, it will act in accordance with paragraphs 2.2 and 2.3 from this announcement.
3.3 Bank guarantee in amount of 5% from the face value of the total number of ordinary shares, but not less than 1 (one) million euro in MKD equivalent. The original guarantee should be submitted in written form. Copies of the guarantee will not be accepted. The guarantee should be valid until the date of concluding the transaction, but not shorter than the determined deadlines of the procedure for the takeover of joint stock companies
3.4 Proof for the economic and financial condition of the participant
In order to take part in the auction, all participants must submit financial reports for the last 3 years (the domestic legal entities should present financial reports based on the applicable legislation in Macedonia, while the foreign legal entities must present Audited financial reports). The minimum criteria for the economic-financial condition of the participants are annual revenue of minimum 20 million euro in the last 3 years.
3.5 Proof that in the last 5 years, the participant was not sentenced for taking part in criminal organization, corruption, fraud or money laundering, has not been sentenced with a penalty for a temporary or permanent ban for conducting certain activity, is not in bankruptcy or liquidation procedure, has no unpaid taxes, contributions or other public obligations, has not been imposed with a sanction - ban for conducting certain profession, activity or duty, as well as temporary ban for certain activity.
The entire documentation should be submitted in original or notary verified copies, not older than 15 days.
4. Deadline for submission of documentation
The participants are required to submit the completed documentation (application and statement) no later than 20th of March, 2015, till 14:00, in the archive of Export Import Banka AD Skopje - in bankruptcy, at ul. Dame Gruev br.16, Paloma Bjanka, 5-th floor, Skopje.
5. Method and procedure for conducting the auction
5.1 Required number of participants: at least one participant
5.2 The right to participate in the public auction shall be given only to the applicants that will submit the required documentation in the given deadline
5.3 Participants shall be required to present an identification document (ID or passport) on the date of the public auction. If the participant is being represented by a proxy, it must present a Power of attorney given by the authorized person, certified by a public notary not older than 15 days.
5.4 The public auction will be conducted by the bankruptcy trustee and the Board of Creditors of Export Import Bankа AD Скопје - in bankruptcy
5.5 The public auction will be held on 24th of March 2015, starting at 14:00, in the business premises of Export Import Banka AD Skopje - in bankruptcy, at ul. Dame Gruev br.16, Paloma Bjanka, 5-th floor, Skopje
Contact person: Aco Damcevski – bankruptcy trustee
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As a result of the recent visit of India by the Government delegation from Macedonia, led by the Prime Minister Nikola Gruevski, where business opportunities and incentives for investment in Macedonian were presented, a group of four companies from India visited the country. The Agency for Foreign Investments and Export Promotion of RM in cooperation with the Municipality of Prilep presented several projects for which the Indian group was interested. They also visited few commercial facilities considered an opportunity for Indian companies to move their operations to and create new jobs. The companies were interested in the food industry and the white marble.
If their plan materializes, they may show greater interest – said Shekerovski, the Deputy CEO of the Agency.
The head of the Indian group "S.M. Garg" was very pleased with the receipt, and the business climate in Macedonia. He announced a visit with a positive outcome soon.
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Kliment Sekerovski, Deputy Kliment Sekerovski, Deputy CEO of the Agency for Foreign Investments and Export Promotion of the Republic of Macedonia – Invest Macedonia!, discusses the country’s outstanding investment opportunities. He also highlights the many services the dynamic, pro-active Agency offers foreign investors.CEO of the Agency for Foreign Investments and Export Promotion of the Republic of Macedonia – Invest Macedonia!, discusses the country’s outstanding investment opportunities. He also highlights the many services the dynamic, pro-active Agency offers foreign investors.
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