The Regulation on General Meetings of Shareholders* approved by the Russian Central Bank on 16 November 2018 came into force on 25 January 2019.
The new Regulation improves the procedure for preparing, convening and holding general shareholders meetings at Russian joint-stock companies.
In particular, the new Regulation:
- simplifies the procedure for submitting a request for holding a general meeting, issuing a notice of the meeting and submitting proposals for its agenda;
- enables companies to legislate the manner in which the relevant requests, notices and proposals of agenda items may be circulated (e.g. via the internet or using another technology);
- makes it possible for several shareholders to jointly request a meeting and put forward proposals for the agenda;
- authorises a nominal holder/custodian (whether Russian or foreign) to submit the relevant requests, notices and agenda item proposals upon an instruction issued by a shareholder that is such nominal holder’s/custodian’s client; and
- allows shareholders to vote at a meeting remotely via the internet and to fill in voting ballots in electronic form.
If shareholders of a joint-stock company wish to use the above simplified procedure, the relevant company should amend its articles and regulations on general shareholders meetings accordingly and update the relevant information in the company’s shareholder register regarding how its general meetings are convened and held.
If you have any questions on the matters referred to in this eAlert, please do not hesitate to contact CMS Russia experts Vladimir Zenin and Anna Sivkova or your regular contact at CMS Russia.
* In Russian