The National Depository Center (NDC), Russia's only settlement depository servicing the full range of Russian securities, reports that it has sent a proposal on the election of independent directors to the Board of Directors of the Depository Clearing Company (DCC) CJSC to RTS Stock Exchange OJSC, another DCC shareholder. This initiative was originally proposed by NDC representatives at a meeting of the DCC Board of Directors held Aug. 19.
Sergei Lykov, Chairman of the Board, NDC, said: “Election of independent directors will contribute considerably to increased transparency and improve the quality of decisions made by the Board, in particular decisions related to development strategy and control over DCC managers’ actions. Moreover, the existence of independent directors on DCC’s Board will provide a necessary means of balancing the interests of various groups of shareholders. In general, such a step corresponds with new approaches and principles which now are being implemented by the state in corporate governance practices, and also with efforts aimed at formation of developed infrastructure of the stock market which is in line with the program for the formation of an international financial center in Russia.”
NDC proposed to the establishment of a Committee on Appointments to implement the initiative. The Committee would develop the qualification requirements for independent directors, define the criteria for independence, search and select candidates and present the selected candidates to the Board of Directors for further recommendations to the company’s shareholders. The Committee would also make suggestions on associated amendments to DCC’s Charter. After approval of the appropriate Charter amendments, NDC’s proposal calls for the formation of a new Board which will include independent directors.
NDC is a leading shareholder in DCC, with a stake in authorized capital scheduled to reach 37.29% once a new DCC share issue is officially registered. Five candidates proposed by NDC were elected to DCC’s Board in 2008.
Not-for-Profit Partnership “The National Depository Center” is the largest settlement depository in Russia, servicing the full range of equity securities of Russian issuers. It services 100% of transactions conducted in the federal bond and the Bank of Russia bond markets, more than 95% of transactions conducted in the corporate and regional bond markets, and stock exchange share transactions. NDC provides storage of global certificates and depository accounting for 99% of corporate bond issues, and 95% of sub-federal and municipal bond issues. The international rating agency Thomas Murray has assigned NDC an АА- rating as a central depository which means very low level of risk. For 1H 2008 the value of assets in storage was RUR4.4 trillion. NDC is the largest paying agent on behalf of corporate bond issuers. It is Russia's national numbering agency, and the substituting numbering agency for the CIS, authorized to assign the international ISIN and CFI codes. It is also a member of the international accounting infrastructure, providing settlements on the global financial markets using direct accounts at Clearstream Banking S.A. and Euroclear Bank. It also holds accounts at the Central Depository of the Republic of Kazakhstan, the NDC of the Republic of Azerbaijan and the Republican Central Depository of Securities (Republic of Belarus).
Among NDC’s founders are MICEX and Bank of Russia (the founders’ shares in the property of NDC are 46.67% and 39.35% respectively, and in the votes 50.16% and 42.3% respectively). Members include GPB OJSC (Gazprombank), Evrofinans Mosnarbank, Rosbank, VTB Bank (Vneshtorgbank), Bank of Moscow, Rossiysky Credit Bank, Vneshekonombank, ING Bank Eurasia, JP Morgan Bank International LLC, UniCredit, Deutsche Bank, and Sberbank. The Partnership also has stakes in Depository Clearing Company CJSC (36.96%), in Settlement Depository Company CJSC (28.54%) and in Bank "National Clearing Centre" CJSC (0.67%).
For further information about NDC: www.ndc.ru, or NDC Public Affairs Department: +7 495 232 0910, .