/ world today news/ Our capital is the owner of the only crematorium on the entire Balkan Peninsula. It is an appetizing morsel for Italian businessmen trying to take full ownership of the company in which they have so far only been participants.
The aim is for the Italians to become the leading shareholders, owning 80% of “Sofia Crematorium”, as this is a classic scheme for displacing a partner from a given company.
At today’s meeting, the Committee on Economy and Property adopted a report by Mita Georgieva. It envisages giving a mandate to the representative of the Metropolitan Municipality in the General Meeting of Shareholders of “Sofia Crematorium” AD for voting at the regular annual general meeting of shareholders, which will be held on May 20, 2016. Then it is expected that two of the shareholders will be released – Varo Manias and Yanislav Nedev.
The municipal councilors voted on the commission’s agenda, but with the remark that they do not support releasing Varo Manias and Yanislav Nedev. Cameras were not allowed in the meeting to capture the heated debates.
The municipal councilor Milka Hristova was against the adoption of the report, pointing out that in this way the interests of the Sofia municipality in the Bulgarian-Italian joint-stock company become unprotected. This also means that it is not known what the price of the service that the crematorium offers will be.
Against the background of the problems with the cemetery parks and the lack of sufficient space, “Sofia Crematorium” is the monopolist of this service not only for Bulgaria, but also for the entire Balkan Peninsula, and people from neighboring Greece are also cremated in Sofia.
“Over time, the benefits of this crematorium become more and more obvious and even sometimes the crematorium is unable to take on the numerous orders,” explained municipal councilor Mita Georgieva, who is the representative of the Metropolitan Municipality in it.
According to her, the interests of Sofia residents in the company can be guaranteed through the blocking quota in the management of the company and with the executive director, who is a representative of the municipality.
“I have been protecting the interests of the SO for 10 years in this company, and I cannot tell you what an incredible struggle I lead to quell tension, to quell conflicts,” said Georgieva. She also indicated that she will insist that Varo Manias be removed and Yanislav Nedev be reinstated, because over the years the municipality has relied on him and trusts him to protect its interests.
In the framework of the fierce debates that took place, the municipal councilor from the Reform Bloc, Proshko Proshkov, even proposed to focus on the construction of a new crematorium, instead of fighting the Punic Wars with the Italians.
In the event that a change is made in the board of directors /SD/, this may harm the interests of the Metropolitan Municipality /SO/ in several directions.
With the election of the two Urciuoli brothers to the board of directors, in practice the representative of the SO becomes a figurehead without real powers. All decisions will be made only by the two Italians and it will be very easy to replace the CEO. The SC loses the opportunity to influence the decision-making of the SC. According to Art. 37 of the statute, the decisions of the Board of Directors can be taken by two of its members.
It is extremely important that if this change is voted on now, the municipality will forever lose the opportunity to have a majority in the Board of Directors. Such a change will be irreversible. Insofar as, according to the articles of association, the members of the Board of Directors are elected by a majority of 85% of the shares presented to the General Assembly, the Board of Directors will never be able to include any other representative than the one to whom it has the right and privilege according to the articles of association. With the voting of these changes, the only crematorium in the country and on the Balkan Peninsula is given away to the Italian shareholders and the municipality renounces participation in a profitable company whose activity also has a significant social significance. The municipality will not be able to influence the price of the cremation service in any way. So far, several attempts by the Italian shareholders to increase the price of cremation have been thwarted thanks to the representative of the SO in the Board of Directors and Yanislav Nedev’s vote against such an increase. The increase in the cost of cremation will put CO under pressure with a view to reducing burial places. Thus, citizens will be forced to pay an extremely high price for this service.
Who are the shareholders in the company and where is the body buried
The decision to give the crematorium to a foreign investor was made in 2001, when Stefan Sofianski was the mayor of the capital. He concluded a contract for the creation of a joint venture – “Sofia Crematorium” AD, with a private investor.
The investor was chosen without a competition, as the crematorium is about to collapse and needs urgent investments for its restoration, which the municipality does not have.
Sofia Municipality has a 20% share because of the land on which it is built, and the main package of shares (80%) is owned by “Karma International”, said Georgieva.
The partners in “Karma” are two Italians – Varo Manias and Silvano Urcuoli, who have 51%, and the remaining 49% are distributed between Yanislav Nedev (with 30%) and four other Bulgarians.
Nedev was until now the executive director and the chairman of the board of directors of the company was the Bulgarian representative. “It is a fact that for a long period of time we have influenced the policy of the company to be managed in the interest of Sofia”, explained Georgieva.
In 2011, however, there were two serious disputes. The first is between the shareholders of “Karma” – the two Italians and Rumen Simeonov refuse to pay accumulated profits from past years to their partners. The second conflict is between the private partner and Sofia Municipality because of the shareholder changes. Karma’s lawyers do not recognize the authority of the municipality’s employees to represent it at the meetings. Thus, it is practically unknown who exactly is the municipality’s partner in the company.
The loyalty of “Karma” can be judged by the contract they conclude with the Italian company SPF, Bologna. Georgieva explained that “Sofia Crematorium” won a competition for funeral and cremation services in Bologna, without the municipality being informed about it. According to her, the Italians won the competition precisely because of the name and authority of “Sofia Crematorium”. Then the conflict with the Italian partners intensified.
Mita Georgieva explained that there are nearly 10 cases, literally almost after every meeting of shareholders. She pointed out that even the shareholders’ ledger was falsified.
In the summer of 2014, Karma International offered the municipality 200 of its shares at a price of BGN 2,000 per share. After the municipality refused, “Karma” informed “Sofia Crematorium” that the buyer of ten of these shares would be “Investment and Consulting”. However, they were sold to the company “Scutum” OOD, Milan, which is also owned by the Urcuoli brothers. There is no information about the company in question in the Commercial Register.
The first transfer of ten shares was quickly followed by a giro (by means of a giro the legal holder of the rights transfers them to another person – note ed.) and for the rest up to 68 thousand shares, and it is not clear at what price this was done.
The municipality is conducting proceedings for nullity of the transfers first of ten, and then of the remaining 67,990 shares from “Karma” to “Skutum”. With a second case, the municipality wants to declare null and void the share register of “Sofia Crematorium”, submitted by the Italians two years ago, according to which “Scutum” is recorded as the owner of 80% of the company’s capital.
In 2013, Polina Vitanova was replaced as a member of the board of directors by Dimo Petrov – a former member of parliament from Kotel, and now coordinator of the DSB. He is also listed as an executive director. At the same time, the general meeting decided to release the executive directors Yanislav Nedev and Varo Manias, and to replace them with the brothers Silvano and Nicola Uruccioli, but the Registration Agency refused to register these changes.
*In the picture & Milka Hristova – municipal councilor from BSP
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