Sample form. Power of attorney
National Settlement Depository (NSD), a legal entity incorporated and existing under the laws of the Russian Federation, registered under Principal State Registration Number (OGRN) 1027739132563, with its registered office in Moscow, Russian Federation, hereby notifies of the convocation of NSD's extraordinary General Meeting of Shareholders that will be held on 9 April 2020.
Format of the extraordinary General Meeting of Shareholders: in-person meeting (simultaneous attendance by NSD's shareholders to discuss agenda items and adopt resolutions put to the vote) (the "Meeting").
Date of the Meeting: 9 April 2020
Time of the Meeting: 10.00 a.m. (Moscow time), 9 April 2020
Place of the Meeting: 12 Spartakovskaya Street, Room 1.7, Moscow, Russian Federation
Start time for registration of persons attending the Meeting: 9.30 a.m. (Moscow time), 9 April 2020, at the place of the Meeting
Mailing address to which completed voting ballots may be submitted: 23 Novokhokhlovskaya Street, Bldg. 1, 109052 Moscow, Russia.
Web site at which the e-voting ballot may be filled in: https://www.e-vote.ru/en
Record date: 17 March 2020
Categories (types) of shares the owners of which are entitled to vote on all or some of the Meeting agenda items: registered uncertificated ordinary shares, state registration number of the issue: 10103294C, state registration date of the issue: 28 June 1996; ISIN: RU000A0JR068.
Meeting agenda:
- Distribution of NSD’s retained earnings from prior years as dividends.
- Approval of the Number of NSD’s Supervisory Board Members.
The persons entitled to attend the Meeting may, starting from 19 March 2020, get access to the information (materials) to be provided as part of the preparation for the Meeting, at the offices of NSD's chief executive officer (Chairperson of NSD's Executive Board): 12 Spartakovskaya Street, Room 1.9, Moscow. Information (materials) will be sent in electronic format to NSD's registrar for further communication to the persons entitled to attend the Meeting, in accordance with the securities laws of the Russian Federation.
Shareholders may exercise their right to attend the Meeting:
- By sending a completed voting ballot along with powers of attorney (if applicable) to the following address: 23 Novokhokhlovskaya Street, Bldg. 1, 109052 Moscow, Russia, Registrar Society “STATUS” Joint-Stock Company;
- By giving the relevant organization keeping records of the rights to the shares a voting instruction in accordance with the securities laws of the Russian Federation (for any organization entitled to attend the Meeting, but not recorded in NSD's share register). The possibility to give voting instructions and the procedure for giving them must be provided for in the agreement between the shareholder and the organization keeping records of the rights to the shares;
- By completing the e-voting ballot on NSD’s website at https://www.e-vote.ru/en from 19 March 2020 to 6 April 2020 (both inclusive), or during the Meeting. To access the e-voting service, a shareholder shall:
- Have an approved account at the Public Services Portal (www.gosuslugi.ru) for a person who acts as the shareholder’s chief executive officer; or
- Receive a special login and password from Registrar Society “STATUS” Joint-Stock Company, NSD's registrar (www.rostatus.ru, hotline: + 7 495 280-04-87*.
To get access to the Meeting venue, as well as to be registered and take part in the Meeting, a shareholder or its representative must hold his/her passport or another ID document, as well as documents evidencing his/her authority, which must be issued in accordance with the applicable requirements of the Russian laws.
To receive additional information during the preparatory phase of the Meeting, please contact the following contact persons:
- in case of any questions as to how to properly issue a power of attorney for voting at the Meeting, on any questions relating to the completion of the voting ballot, please call: + 7 495 280-04-87 (Registrar Society “STATUS” Joint-Stock Company, Issuer Relations Department);
- in case of any questions relating to access to the premises where the Meeting will be held, or access to information (materials) for the Meeting, please contact Ms. Anna Panchenkova, lead specialist at NSD's Legal Department (tel.: +7 495 232-02-74, e-mail: ).
* A special login and password will also be provided to shareholders on 9 April 2020 at the time of their registration for participation in the Meeting, at the place of the Meeting.