The general meeting of shareholders of a joint-stock company (JSC) during the war can only be held remotely, such changes to the decision on the functioning of the management bodies of the JSC for the period of martial law were made by the National Commission on Securities and the Stock Market of Ukraine (NKTSBFR).
“Their organization must comply with the rules of the Interim Procedure for Convening and Remote Holding of a General Meeting of Shareholders and a General Meeting of Participants of a Corporate Investment Fund,” the regulator said in a statement.
The corresponding decision of the National Securities and Stock Market Commission No. 250 of April 4 is published on its website and has already entered into force.
As previously reported, the Commission extended the powers of the management bodies of the JSC, which expire during the period of martial law, if it is impossible to hold a general meeting of shareholders.
“The general meeting of shareholders of the joint-stock company must be held within 90 days after the end of martial law,” the decision of the regulator No. 177 of March 16 specified.
By another decision, No. 176 of March 16, the NSMSC approved the procedure for holding a general meeting for the period of martial law. The key changes compared to the usual procedure was the possibility of placing a voting ballot in free access for shareholders no later than nine days, and candidates for JSC bodies no later than three days before the date of the meeting.
In addition, various protocols of the voting meeting can be signed with a qualified electronic signature.
Another condition for holding the meeting is the inclusion in the list of shareholders and notification of the owners of at least 95% of the company’s shares (excluding shares in the accounts of custodians who left the market and excluding shares bought out by JSCs).
The main shareholder of PrJSC Ukraina Department Store, the manager of the shopping and entertainment center of the same name located at 3, Peremohy Square in Kyiv, Sweden’s Quinn Holdings Sweden AB, seeks to conduct a squeeze-out among minority shareholders of the company.
PrJSC Ukraina Department Store reported in the information disclosure system of the National Securities and Stock Market Commission of Ukraine, the company received the irrevocable proposal on July 27.
According to the report, Quinn Holdings Sweden AB, together with affiliated persons, owns 122.985 million common registered shares of the PrJSC, which is 98.372% of the total number of its shares. The ultimate beneficiary is the Irish state bank IBRC.
As reported, in connection with the bankruptcy of the owner of the Quinn group, control over its foreign assets, including Ukraina Department Store, passed to the managers appointed at the request of the Irish bank IBRC.
The shareholders of PJSC Ukrainian Exchange (Kyiv), following a meeting on August 31, has approved the decision to issue 14,063 additional shares and offer the securities to Bohai Commodity Exchange (BOCE). According to the report on the Facebook page of the Ukrainian Exchange, at present the share capital of the stock exchange consists of 25,000 shares with a nominal value of UAH 1,000.
Thus, in case of acceptance of the offer, BOCE could become the owner of 36% of the increased share capital of Ukrainian Exchange.
By another decision, the shareholders approved the candidacy of Yevhen Komisarov for the post of chairman of the board of Ukrainian Exchange and appointed Olha Bazhkova his first deputy.
In addition, the shareholders authorized the board to purchase software of the trading system for up to $1 million.
Earlier, BOCE studied the possibility of buying more than 25% of the shares in PJSC PFTS Stock Exchange and in early May 2018 asked the Antimonopoly Committee of Ukraine for preliminary conclusions on the acquisition of such a stake.
As reported, BOCE in late November 2016 won the auction of the State Property Fund of Ukraine to sell 99.9% of the shares of Ukrainian Bank for Reconstruction and Development, which were in state property. The final selling price was UAH 82.83 million.
