NSD Supervisory Board Decides to Convene AGM

29 April 2020
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On 28 April 2020, the Supervisory Board of National Settlement Depository (NSD), Russia’s central securities depository, carried out a meeting that adopted resolutions on preparing, convening, and conducting the 2020 Annual General Meeting (AGM) of the company’s shareholders.

The AGM will be held 2 June 2020 by absentee voting. The record date is 9 May 2020. The AGM announcement will be placed on NSD’s official website (www.nsd.ru).
Persons entitled to attend the AGM may get AGM information (materials) at 12 Spartakovskaya Street Moscow (Office 1.9). AGM information (materials) is also sent electronically to NSD’s registrar to provide persons entitled to attend the AGM with it, in accordance with Russian Federation securities laws.

Completed ballots shall be sent by persons entitled to attend the AGM to: bldg 1, 23 Novokhokhlovskaya Street Moscow, JSC Status.

Voting may be conducted by providing persons who exercise rights to securities with an instruction to vote, in accordance with Russian Federation securities laws.

Persons entitled to take part in the AGM may fill out electronic ballots to vote at NSD’s online AGM at https://www.e-vote.ru/ru/.

JSC STATUS Registrar Society (NSD’s registrar) will perform the functions of the AGM ballot committee.

The approved agenda includes the following items:

  • Approval of NSD’s 2020 annual report, including NSD’s annual accounting and financial statements;
  • Distribution of profit, including dividend payment (declaration) for FY 2019;
  • Approval of NSD’s auditor;
  • Electing members of NSD’s Supervisory Board;
  • Electing members of NSD’s Internal Audit Commission;
  • Establishing the amount of remuneration for members of NSD’s Supervisory Board;
  • Establishing the amount of remuneration for members of NSD’s Internal Audit Commission;
  • Approve the amended and restated version of the Regulation on the Supervisory Board of National Settlement Depository.

Candidates for election to the Supervisory Board

Based on the results of the meetings of NSD’s Supervisory Board held 4 March 2020 and 28 April 2020, a list of candidates for election to NSD’s Supervisory Board during the AGM has been drawn up. It includes the following candidates for election to the Supervisory Board:

  • Eddie Astanin;
  • Svetlana Balanova;
  • Paul Anne F. Bodart;
  • Mikhail Bratanov;
  • Yuri Denisov;
  • Bella Zlatkis;
  • Sergey Lykov;
  • Oksana Loginova;
  • Anton Ostrovskiy;
  • Paul James Ostling;
  • Andrey Popov;
  • Nadezhda Ushakova;
  • Ilya Yuzhanov.

NSD’s Supervisory Board recommended that the AGM:

  • not distribute NSD’s net profit for 2019 and leave it at NSD’s disposal;
  • not declare and not pay dividends from NSD’s net profit for 2019;
  • pay remuneration to members of NSD's Supervisory Board in accordance with terms established by the Regulation on NSD Supervisory Board Members' Remuneration and Compensation for Expenses;
  • not pay remuneration to members of NSD’s Internal Audit Commission.

The Supervisory Board gave preliminary approval to NSD's 2020 annual report, including NSD’s annual accounting and financial statements. The Supervisory Board recommended that the AGM approve these documents.

The Supervisory Board recommended that the AGM approve CJSC Deloitte & Touche CIS as the audit company responsible for auditing NSD’s RAS and IFRS financial statements up to the date of NSD’s 2021 AGM.

The Supervisory Board approved and proposed the AGM approve the amended and restated version of the Regulation on the Supervisory Board of National Settlement Depository.

Other resolutions:

The Supervisory Board took into account the 2019 Report on NSD Development Strategy Implementation and recognized the outcome of NSD’s 2019 Development Strategy implementation as successful.

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