On 6 March 2020, a meeting of the Supervisory Board of National Settlement Depository (NSD), Russia’s central securities depository, took place. Supervisory Board members adopted a resolution to convene and conduct an Extraordinary General Meeting (EGM) of the Company’s shareholders following a request by the Moscow Exchange.
NSD will conduct an EGM on 9 April 2020 at 12 Spartakovskaya Street (Office 1.7), Moscow, in the form of a meeting of shareholders in presentia to discuss agenda items and to adopt resolutions on the issues put to a vote. The record date is 17 March 2020. The EGM announcement will be placed on NSD’s official website (www.nsd.ru/en).
The approved EGM agenda includes the following items:
- Distributing NSD’s non-distributed profit from previous years to pay dividends;
- Establishing the number of members of NSD’s Supervisory Board.
Persons entitled to attend the EGM may get EGM information (materials) at 12 Spartakovskaya Street (Office 1.9), Moscow. The EGM information (materials) will also be sent in electronic form to NSD’s registrar for persons entitled to attend the EGM in accordance with Russian laws on securities.
JSC STATUS Registrar Society (NSD’s registrar) will perform the functions of the ballot committee at the EGM.
NSD’s Supervisory Board recommended that the EGM:
- distribute NSD’s non-distributed profit from previous years as follows: allocate RUB 1,850 million to pay dividends to NSD’s shareholders;
- establish the amount of the dividend as RUB 1,566.9 per one common registered share of NSD before paying tax on income received in the form of dividends;
- set the record date for persons entitled to receive dividends as 20 April 2020.
The Supervisory Board proposed that the EGM establish the number of NSD’s Supervisory Board members as 13 people.
The Supervisory Board approved:
- A new version of NSD’s Risk and Capital Management Strategy;
- Fees for NSD depository services.
The Supervisory Board took into account:
- Findings of Bank of Russia’s audit of NSD’s operations.
- The Report on NSD’s Internal Audit Department Activities for 2019;
- The Report on Implementation of NSD’s Revenues, Costs, and Capital Expenditures Budget for 2019;
- Findings of the 2019 Report on NSD’s Customer Satisfaction Index;
- The Report on the Implementation of the Strategy for Developing NSD’s Risk Management System for 2019.
The Supervisory Board approved NSD’s risk management system priority tasks for 2020-2021.
The Supervisory Board appointed Andrey Shlyappo, Deputy Chairman of the Executive Board, as member of NSD’s Executive Board for a new term – from 3 April 2020 to 3 April 2022 (inclusively).