Announcement of the competitive selection of the executive search company for the nomination of candidates to the positions of independent Supervisory Board members of the Joint Stock Company Commercial Bank "PrivatBank"

The Selection Commission for the Selection of Executive Search Company for the Nomination of Candidates to Positions of Independent Supervisory Board Members of a State-owned Bank established by the Order of the Ministry of Finance of Ukraine No. 162 of June 9, 2022 (hereinafter – the Selection Commission), under the Procedure for the Competitive Selection of an Executive Search Company for the Nomination of Candidates to Positions of Independent Supervisory Board Members of a State-owned Bank, approved by the Resolution of the Cabinet of Ministers of Ukraine No. 159 of  February 13, 2019,  announces the competitive selection of the executive search company to nominate the candidates to positions of independent Supervisory Board members of the Joint Stock Company Commercial Bank “PrivatBank”

Name of company:  Joint Stock Company Commercial Bank “PrivatBank” (hereinafter – JSC CB “PrivatBank”, the Bank)

JSC CB “PrivatBank” is located at: 01001, Kyiv, vul. Hrushevskoho, 1D

Information about JSC CB “PrivatBank”: Established in 1992, JSC CB “PrivatBank” is the leader of the Ukrainian banking sector. The Bank’s main activities are maintaining bank accounts and attracting deposits of legal entities and individuals, granting loans, making payments, trading in securities and conducting transactions with foreign currencies.

Based on the need to ensure the stability of the financial system and protect the rights and legally protected interests of depositors, the state, represented by the Ministry of Finance of Ukraine, at the end of 2016 took part in the resolution of JSC CB "PrivatBank" by purchasing 100% of the Bank's shares.

JSC CB “PrivatBank” is 100% owned by the State, management of the State’s corporate rights in the Bank is exercised by the Cabinet of Ministers of Ukraine and the Supreme Governing body of the Bank is the Cabinet of Ministers of Ukraine.

As of June 01, 2022 JSC CB “PrivatBank” had a network of 1,468 branches in Ukraine. The number of Bank’s personnel as of June 1, 2022 was 19,915.

Financial indicators of JSC CB “PrivatBank” as of June 01, 2022 were: total assets – UAH 606, 635 million (1st in the banking system in terms of assets), net assets – UAH 426,187 million, liabilities – UAH 383,387 million, equity – UAH 42,801 million, net profit (after tax) – UAH 5,655 million.

More details on the Bank’s performance indicators and financial statements are available on the Bank's website.

On September 02, 20202 the Cabinet of Ministers of Ukraine has approved the Strategic principles of reforming for the state banking sector (Strategic Principles), according to which the Bank is defined as the leading retail bank in Ukraine having a strong SME position. Also, the intentions of the state to divest of Bank were stated.

JSC CB “PrivatBank” is included in the list of critical infrastructure objects in the banking system of Ukraine and the list of authorized banks of Ukraine to work (run operations) under the conditions of a special period.

In connection with the military aggression of the russian federation and the introduction of martial law, the Cabinet of Ministers of Ukraine revised the Main (strategic) lines of action for state-owned banks during martial law and post-war economic recovery, approved on May 07, 2022 (hereinafter – the Main (strategic) Lines).

Main (strategic) Lines define for all public sector banks that during martial law and post-war economic recovery their mission shall be to actively contribute to ensuring financial stability of Ukraine, supporting and stable functioning of the banking sector, ensuring financing of priority sectors of the economy, and uninterrupted functioning of critical infrastructure enterprises (facilities), including those that are state-owned.

The strategic objectives of the  Bank shall be financing of:

• business entities and population affected by the armed aggression of the russian federation and/or for prevention of such aggression, in particular, for satisfaction of needs of the Armed Forces of Ukraine and other military formations;
• agrarian sector for the purpose of food supply for the country, including implementation of the sowing campaign, and allied industries that ensure operations of agricultural enterprises (suppliers of fuel, fertilizers, seeds, plant protection products etc.);
• enterprises (facilities) of critical infrastructure;
• food industry, food retail and related industries aimed at food supply of the population;
• infrastructure projects aimed at the restoration/development of social, transport and critical infrastructure facilities, including those damaged/destroyed as a result of hostilities during martial law;
• transport and logistics infrastructure of the country and projects related to the development of new logistics solutions;
• support for the relocation of enterprises that were located in regions of Ukraine/places of active hostilities during the martial law period;
• production facilities for the import substitution of products imported from russia and/or belarus.

Requirements for Candidates to Positions of Independent Supervisory Board Members of a State-owned Bank (hereinafter – the Candidates) are identified in Annex 1 to the Procedure for the Competitive Selection of an Executive Search Company for the Nomination of Candidates to Positions of Independent Supervisory Board Members of a State-owned Bank, approved by CMU Resolution No. 159 of February 13, 2019 (hereinafter – the Procedure) and the vacant independent Supervisory Board member profile and the Supervisory Board profile matrix, approved by the Nomination Commission to select candidates for the positions of independent Supervisory Board members of a state-owned bank (Minutes No.1 of August 9, 2022), attached hereto.

The objective of the Executive Search Company (hereinafter – the Company) shall be selection of candidates to positions of independent Supervisory Board members of a state-owned bank, who meet the requirements, with the aim to form a team of independent members of the Supervisory Board under Article 7 of the Law of Ukraine “On Banks and Banking”.

The major tasks for the Company are:

- to provide recommendations on the profiles of independent members of a Supervisory Board of a state-owned bank, and the board profile matrix;

- to search for potential Candidates, who meet requirements for Candidates set forth in the Annex, vacant independent Supervisory Bord member profile and are fit for their potential work as an independent member of a Supervisory Board, on domestic and international markets;

- to draw up a list of potential Candidates (at least three candidates for an Independent Director of Supervisory Board position), who meet the requirements set forth in Annex 1 hereto and the vacant independent Supervisory Board member profile from among which the independent team of the Supervisory Board of a state bank shall be formed, with the provision of supporting data and comments on their strengths and weaknesses, career paths and experience, detailed competency evaluation reports, availability of the experience for the exercise of a specific range of duties in the Supervisory Board and their collective suitability, including information about independence verification and Candidates’ written statements of their compliance with the independence criterial and absence of the conflict of interest;

- to get the drawn list of potential Candidates approved by the reputable foreign partner – Company’s Head Office, or by another legal entity that controls the Company or with which the Company has contractual relationship, including a franchise or association agreement, another association of companies operating in the market of recruitment services under one commercial brand;

- to establish and maintain contacts and communication with potential Candidates with the aim to determine the candidates for replacement in case of a Candidate’s refusal, non-appointment or early termination of the powers of an independent member of the Supervisory Board ;

- to provide advices to members of the Selection Commission tasked with the competitive selection of Candidates with regard to requirements for independent members of a Supervisory Board , major stages of the selection of Candidates, international best practices for the selection of independent supervisory board members in the financial sector;

- to support the Selection Commission, tasked with the competitive selection of Candidates, in organization of interviews with Candidates and negotiations with potential candidates to positions of independent members of a Supervisory Board of a state-owned bank;

- to provide advisory support to the appointed independent members from among the Candidates during 6 months and guarantee the replacement of the appointed Supervisory Board member if he/she quits, or the Candidate if he/she is found not to be in conformity with the requirements during 6 months of his mandate.

The Company Service Contract may provide for vesting the Company with additional tasks.

Admitted to the competitive selection shall be Companies having at least 10 years of international experience in the executive search for banks.

To participate in the competitive selection, the Company shall submit the following tender documents:

• the statement of participation in the tender;
• supporting documents;
• the tender proposal.

The supporting documents shall be:

a certificate of incorporation of a resident legal entity and/or an excerpt from the trade, banking or court register, or another official document confirming the registration of the foreign legal entity in the country of the registration of its head office, with the information about the seat of such an entity;

the information about the Company (core activities, organizational structure, at least 10 years of international experience in the executive search for banks).

The tender proposal shall contain information about the conformity with criteria according to which the competitive selection of the Company is carried out, and an undertaking (letter of guarantee) by the Company, confirmed by the reputable foreign partner, to carry out the core tasks and assurances on compliance in its activities with the Code of Professional Practice of the of the Association of Executive Search and Leadership Consultants.

The following criteria shall be applied to select a Company:

1) availability of material and logistical base, and a reputable foreign partner;

2) the contender’s international experience in the field of the executive search for members of supervisory boards and management boards of banks shall be not less than 10 years;

3) the contender’s experience in the field of the executive search for top managers and members of supervisory boards for entities of the public sector;

4) the availability of specialists with relevant qualifications, having necessary knowledge and experience, who will be involved in the search for candidates, including at least one employee who is fluent in the Ukrainian language to assist and advise members of the Selection Commission, which will conduct the competitive selection of candidates;

5) approaches toward the selection of Candidates suggested by the contender, including the conditions for their identification, the cooperation with the Selection Commission, which will conduct the competitive selection of candidates, and the performance of the core tasks;

6) the Company’s pricing bid proposed by the contender.

The information about the Company’s conformity with qualification criteria (paragraphs 1-4) shall be submitted in the format of Annex 2 of the Procedure (attached hereto).

Company’s tender documents shall be submitted in two sealed envelopes bearing the name of the tender and superscriptions “Tender Documents” and “Pricing Proposal”.

The tender documents shall be submitted both in Ukraine and English in paper form and via electronic means to an e-mail address: strakhova@minfin.gov.ua.

The pricing proposal shall be submitted exclusively in paper form.

The competitive selection will be held in two stages:

- during the first stage of the competitive selection the Selection Commission will identify the contenders qualified to take part in the tender;

- during the second stage – the successful tenderer shall be identified.

A tenderer that meets all the criteria for the competitive selection and has achieved the highest score as a result of the review of tender documents by the Selection Commission shall be found the successful tenderer.

In case of simultaneous competitive selection of the Company for several State-owned Banks, any Company can be identified the successful tendered only for one bank. 

A Company may not be identified the successful tenderer for the JSC CB “PrivatBank” if by the decision of the Cabinet of Ministers of Ukraine upon the results of the previous competitive selection it was selected the winner for JSC CB “PrivatBank” and the contract for provision of services was signed between the Company and the State-owned Bank in question.

Applications for participation in the tender will be accepted during 15 business days from the publication date of tender announcement and shall be submitted in sealed envelopes bearing the name of the tender. Pricing proposal shall be submitted in a separate envelope bearing the name of the tender and superscription “Pricing Proposal”.  

Final date for submission of tender documents – September 6, 2022.

Applications shall be submitted to: 04071, Kyiv, vul. Mezhyhirska 11, Ministry of Finance of Ukraine, Selection Commission for the Selection of an Executive Search Company for the Nomination of Candidates to Positions of Independent Supervisor Board Members of a State-owned Bank.

For inquiries, call: +380 44 277-53-20

E-mail: strakhova@minfin.gov.ua

Date of tender: September 12, 2022

Venue – Ministry of Finance of Ukraine, Kyiv, vul. Mezhyhirska 11.

The executive search company to nominate the candidates to positions of independent Supervisory Board members of the JSC CB “PrivatBank” shall be determined by the decision of the Cabinet of Ministers of Ukraine.

Results of the competitive selection will be published at the official web-site of the Ministry of Finance of Ukraine.