Ref. No. ShA-20/6476 dated 31.07.2014
To NSD clients
Considering that the Federal Law dated 21.07.2014 No. 218-FZ “On amendments to certain legislative acts of the Russian Federation” (the Law) came into force on August 2, 2014, National Settlement Depository (NSD) announces the changes in the procedure of information interchange with its participants – nominee holders and foreign nominee holders.
Changes in the legislation are related, among others, to the following issues:
- Shareholder’s lists should include an international legal entity identifier of the nominee holder, foreign nominee holder or foreign organization that keeps and transfers securities ownership rights.
- Nominee holders, foreign nominee holders and foreign organizations that are entitled to keep and transfer securities ownership rights according to applicable law receive the right to participate in the securities owners general meeting and to vote on the agenda without Power of Attorney on the basis of instructions received from their clients – securities owners (or other entities that exercise ownership rights according to the applicable law) – according to the procedure specified in the agreements with such clients.
- Nominee holders and foreign nominee holders can produce voting documents on the basis of instructions received from their clients – securities owners – and send them electronically to the registrar.
- Foreign nominee holders are released from the obligation to provide information required to form the list of securities owners according to the standard procedure, if they provide information prescribed in part 5 article 8.8 of the Federal Law “On the Securities Market”.
- CSD is given the right to establish the rules of the interchange including electronic messages formats for proxy-voting on securities safekept with nominee holders. So these rules should be applied by registrars and depositories – NSD participants.
In order to comply with the law, NSD introduced certain changes to the following documents:
- EDI Rules of NSD (section 7 added to Appendix 4). These changes come into effect on August 4, 2014 and are published on NSD web-site at the Documents › Electronic Data Interchange.
- Guidelines On The Procedure For Interaction Between The Depository And Clients In The Course Of Performance Under The Terms And Conditions Of Depository Operations Of National Settlement Depository (added subclause 3.24.4 “Specific procedures for provision of proxy-voting services for nominee holders or foreign nominee holders”). Those changes come into effect on August 4, 2014 and are published on NSD web-site at the Documents › Depository documents.
NSD would like to highlight the following:
- NSD suggests putting LEI as an international identification code when submitting the list of entities exercising rights on securities. Legal Entity Identifier (LEI) is a unique code assigned to the legal entity in accordance with ISO 17442 standard and used in the financial markets transactions and financial reporting.
- Information on how to receive LEI can be found on NSD web-site at the Documents › Pre-LEI/LEI.
If you need to include international legal entity identifier in the list of entities exercising securities ownership rights on securities, we suggest the following:
When using Luch Software in the Register of participants/securities owners as well as in screen form of instruction 62, information on the owner’s LEI should be input in the “Parties identification (codes)” block in the participants identity form. In order to add LEI, you should:
- Manually input text “LEI” in the field “Organization keeping the register/Identification type”;
- Input relevant LEI in the field “Identifier”.
When sending an XML-file, the information on the owner’s LEI should be input in the block “register_list / shareholder / shareholder_info / shareholder_dtls / id”. In order to input LEI, you should:
- Manually add the character literal “LEI” in the field “… shareholder_info / shareholder_dtls / id / issuer”;
- Input the LEI itself in the field “… shareholder_info / shareholder_dtls / id / id”.
Currently, you can use Luch Software to send electronic forms for voting to NSD . We recommend the following set of actions to send proxy-voting instructions:
- Create an untyped document (Documents\ New\Untyped document)
- Subject of the untyped document should be specified according to the following template (in English alphabet, case sensitive): CA_Instr_<securities ISIN>_<Record date of list of persons entitled to participate in the meeting >
- Press the button “Add file” (field “File name”) to add the voting document in XLS format.
- Other fields of the untyped document should be filled in as shown in the example below:
- Save, sign and send the document according to the standard procedure.
In the near future we are planning to introduce some changes in Luch software that will allow to automatically fill in certain fields when sending electronic proxy-voting documents. Once it is done, we will send additional information on how to use Luch software.
Should you have any additional questions, please contact your personal managers at the following number +7 (495) 234-99-60.