Meetings of shareholders began to be held in absentia more often

Meetings of shareholders began to be held in absentia more often – in a number of registrars their share approached 90%. Interest in the electronic voting service is also growing, as well as the demand for services for registering a joint-stock company, certifying decisions of the sole shareholder of companies, and a number of others. At the same time, in the context of the rupture of inter-depository ties, it became more difficult to obtain documents confirming the authority of non-resident participants in the meetings.

Organizations that maintain registers of joint-stock companies (JSC) note an increase in the share of absentee annual meetings of shareholders. In particular, in the Status registrar, at the end of the 2023 season, it reached 90% (in 2021 it was 75%, in 2022 – 83%). In the largest registrar NRK-R.O.S.T. the share of such meetings was 74% (67.5% in 2021 and 70% in 2022). Other large registrars also reported an increase in the share of such meetings – up to 82% in the New Registrar, 73% in the Register, 60% in VTB Registrar. Two years ago, the share was 57–85% (see “Kommersant” dated July 5, 2021).

However, the reduction in the client base has so far had little effect on the financial performance of registrars. According to the Bank of Russia, in 2022, the profitability of the registrar industry was high, with revenue reaching RUB 8 billion, up 5% year-on-year. At the same time, according to the results of the first quarter of 2023, the Central Bank noted a decrease in profit and profitability in the industry as a result of an increase in personnel costs.

In registrars’ revenues, the main share remains from services for holding meetings of shareholders. According to the General Director of the registrar “Status” Lyudmila Mironova, it is 17-20%. As Yury Taranovsky, General Director of JSC “Reestr” notes, the growth in income is due, among other things, to the expansion of consultations in the preparation of meetings.

Registrars are also actively introducing related services, in particular, voluntary certification of decisions of the sole shareholders of JSCs.

As Ms. Mironova notes, earlier such decisions were mostly certified by a notary. The head of the board of directors of the New Registrar, Igor Polyakov, notes an increase in demand for the service for registering a joint-stock company, as well as the services of an escrow agent.

Another feature of the 2023 season, unlike last year, is the payment of dividends by profitable companies. According to Lyudmila Mironova, 85% of such companies have approved dividends this year. VTB Registrar notes that the shareholders of most profitable companies have decided to pay dividends for 2022.

There is also an increase in the number of meetings, the decisions at which were adopted at the re-convening, notes the Director General of the NRC-R.O.S.T. Vadim Protasenko.

The top manager notes that this year a number of companies refused to form a board of directors as a management body.

The break in relations with international depositories also affected the holding of shareholder meetings. Yury Taranovsky noted the aggravated difficulties in obtaining documents confirming the authority of non-resident participants in the meetings. General Director of VTB Registrar Konstantin Petrov to talk about a decrease in the number of voting through nominal holders while increasing electronic voting through the registrar’s website.

Ksenia Kulikova