News about the Meetings
18.12.17
Alrosa to Use E-Voting Services Provided by NSD and VTB Registrar
National Settlement Depository (NSD) and VTB Registrar will provide Alrosa, Russia’s leader in diamond mining, with e-voting services at its General Meeting of Shareholders.
From 19 December 2017 to 11 January 2018, Alrosa shareholders will be able to use NSD’s e-voting systems and VTB Registrar’s Meeting Portal service. The synergy of the companies’ services provides a full list of voting services to shareholders and guarantees confidentiality and security.
E-voting provides shareholders with the following options: to vote online, to view a meeting’s agenda and materials, and to communicate with an issuer via sending and receiving messages. All services are provided for free.
Eddie Astanin, Chairman of the Executive Board, NSD, said: “We see that a trend in actively implementing the newest corporate governance technologies is developing at companies. In that regard, using e-voting technology definitely increases shareholders’ trust in the company and their involvement level, and creates additional conditions for them to exercise their rights. Eventually, this increases the investment attractiveness of Russian issuers.”
Konstantin Petrov, CEO, VTB Registrar, added: “VTB Registrar pays special attention to expanding its services, including by supporting leading companies which pursue innovative and client-oriented principles. It is important to provide investors with an opportunity to exercise their rights to manage society: the combined experiences of NSD and our company allow the efficient development of services and contribute to market growth and an increase in its attractiveness for investors.”
About the e-voting platform
The e-voting technology is a universal voting mechanism. It enables security holders to remotely take part in shareholder meetings held in the form of joint presence and to vote at the meetings held in absentia. National Association of Securities Market Participants (NAUFOR) named NSD’s e-voting project the winner of Russia’s Elite of the Securities Market Awards in the category “Best Project Focused on Stock Market Development.”
Implementing an e-voting service in the Russian market became possible once Federal Law № 210-FZ was adopted; it established the right of shareholders to use this type of voting at shareholders meetings as of 1 July 2016. Issuers which added the e-voting option for their shareholders to their charters are entitled to propose such service. Sberbank of Russia became the first Russian issuer which provided its shareholders with an opportunity to participate in the AGM remotely.
The e-voting platform allows shareholders getting free access to the e-voting website.
The service provides shareholders with:
- An opportunity to register and vote electronically1 (by filling out an electronic ballot at www.e-vote.ru);
- An opportunity to connect to the video or text broadcasting (depending on the issuer’s choice);
- An access to agenda items and materials of the meeting;
- Online communications with the issuers during the meeting.
The platform is accessible online anywhere in the world; no special technical means are required to vote. The new service is available for all categories of shareholders regardless of where their securities are held – in the register or with a depository. If an investor owns shares of a few companies that use e-voting, he/she may vote via the integrated platform’s services without bearing additional costs. The e-voting platform is a turnkey solution which can be integrated into issuers’ and registrars’ computer systems.
When using the e-voting platform, an issuer and its ballot committee can receive data about shareholders’ votes in the online mode. To calculate votes and adopt resolutions, the issuer can timely register the votes of shareholders who attended the meeting and the votes submitted via the e-voting system. The document interchange between issuers, registrars, and the CSD will be carried out on the basis of ISO international formats implemented by NSD as part of corporate action reform. It provides for a straight through process of automation across all stages of meetings.
Thу e-voting platform is convenient for different issuers: from major companies with tens and hundreds of thousands of shareholders to small issuers. The use of the e-voting service by issuers becomes very important if shareholders live in different Russian regions and abroad.
About the Meeting Portal platform
The system allows not only for the management of joint stock companies’ shareholder meetings, but also meetings of the Board of Directors (Supervisory Boards), Management Boards, and committees, as well as other events.
The implemented technology lets security holders vote via an external website service (www.vtbreg.ru) – under the section “Shareholder’s (Stockholder’s) Personal Account.” Users of the Shareholder’s (Stockholder’s) Personal Account are given access to all events that involve electronic voting.
Software allows all shareholders, regardless of where their shares are registered, to vote in an electronic format, even before information about them is submitted to the registrar2, and also lets them register at the meeting and view the meeting’s agenda and materials. To do this, shareholders should have Internet access, register at the VTB Registrar’s website or use their account at Public Services Portal. Starting November 2017, shareholders may authorize via their sim card electronic signatures (1С-SIM service).
The Meeting Portal was registered by the Federal Service for Intellectual Property (state registration certificate № 2016661482 issued 11 October 2016); it has been successfully certified and added to the Unified Register of Russian Software for Computers and Databases (Order №234 by the Russian Ministry of Telecommunications dated 15 May 2017, appendix 1, p.13, registration number 3541).
In late 2016, VTB Registrar integrated e-voting options into a mobile application, VTB Shareholder (for iOS and Android users). It was successfully certified and added to the Unified Register of Russian Software for Computers and Databases (Order №326 by the Russian Ministry of Telecommunications dated 26 June 2017), and prior to that it was registered by the Federal Service for Intellectual Property (ROSPATENT certificates № 2016661480 and 2016661481 dated 17 August 2016). In November 2017, the company launched Quorum, a universal mobile application for e-voting (for iOS and Android users).
In 2016, the e-voting service that had been presented at the Annual General Meeting of VTB Bank shareholders was assessed positively. At extraordinary meetings of the Bank’s shareholders held in December 2016, two-thirds of meeting shareholders used the e-voting option in the Meeting Portal System. On 26 April 2017, at the first AGM in Russia held after the 2016 legislative changes had gone into effect, almost 600 AGM participants (i.e. 54%) voted electronically, including the Bank’s major shareholder – the Federal Agency for State Property Management. To date, almost 20 shareholder meetings have been held via the system developed by VTB Registrar.
The system’s software is multifunctional, and it can be used not only at shareholder meetings. In spring 2017, more than 60% of shareholders who took part in electing VTB Bank Shareholders Consultative Council used the e-voting system provided by VTB Registrar.
VTB Registrar’s clients have long used e-voting options based on software developed by VTB Registrar. The first e-voting was held to comply with Corporate Governance Code recommendations approved by the Bank of Russia.
1 – A client of a nominee may vote at a meeting of shareholders only if a depository disclosed information about the client as about a person entitled to participate in the meeting.
2 – Nominees' clients may vote at the meeting even if their depository has not disclosed information about them as persons entitled to take part in the general meeting. They may submit a relevant instruction, and their votes are taken into account once relevant data is received from the depository.
