BR Exclusive: Unirea Shopping Center deputy GM, Bogdan Antonescu: We will not pay the compensation to Carmen Adamescu’s company

Unirea Shopping Center continues the fight with Carmen Adamescu (Palade) for the sum of EUR 6 million that she claims as compensation after the company closed the outsourcing contract for the position of general manager. In first instance, Pall D’or (Carmen Adamescu’s outsourcing company) lost, she appealed, and the trial date was set for 10 October, 2018.

Bogdan Antonescu, deputy general manager of Unirea Shopping Center, told Business Review that the process is already 6 months old and it should be done soon. “Even the Fiscal Authority (ANAF) declared the contract that she made illegal. Unirea Shopping Center will win at tomorrow appeal,” said Antonescu.

Carmen Adamescu outsourced the position of general manager of Unirea to Pall D’or, belonging to first-degree relatives of hers, either directly or through the Tycoon Finance Corporation, for a monthly payment of EUR 34,430, increased later to EUR 50,000. At the time, she was chairman of the Board of Directors, with a monthly remuneration of EUR 10,000.

“She signed the contract without the consent of the General Assembly of Shareholders (AGA). Also, when she was asked to summon the AGA for the 2015 and 2016 budget approval, she did not comply,” says Antonescu.

“Also, she signed an additional act in which Unirea Shopping Center is forced to pay a compensation of 120 months of payments to the company if it denounces the contract unilaterally. This means a total of EUR 6 million plus VAT,” says Antonescu.

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Unirea didn’t pay the sum after it took over the managing position in August 2017 so it was notified on 3 October by Pall D’or, through the law firm Danescu and Asociatii, to pay the sum of RON 27,600,000 lei plus VAT (at the NBR exchange rate the date of issue) under the outsourcing contract for the position of Director-General.

“According to the provisions of art. 19.8, art. 22.1 and art. 22.5 of the Constitutive Act, the General Manager of Unirea Shopping Center S.A. there can be no other person than the natural person designated by the General Meeting of Shareholders as Chairman of the Board of Directors. At the same time, we specify that according to the provisions of art. 143 of Law 31/1990 and the provisions of art.20.1 e) of the Articles of Incorporation, the competence of appointing the directors of Unirea Shopping Center S.A. is the sole responsibility of the Board of Directors of the company, not to third parties, in this case to PALL D’OR CONS.A,” shows the press release of the company to Bucharest Stock Exchange.

If Carmen Adamescu (Palade) will lose at the appeal she will probably sue the company in commercial or civil court.

“The financial results of 2015 and 2016, as well as those for last year, will be presented at the shareholders meeting that we will organize this months,” says Antonescu.