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User Guide For To Request Electronic General Assemblies (AGM/EGM) Managment Service. Public Joint Stock Companies & Investment Funds e-AGM

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User Guide ForTo Request Electronic General Assemblies (AGM/EGM)Managment Service.

Public Joint Stock Companies & Investment Funds

e-AGM

e-AGMIt is a platform used for Electronic General Assemblies

(AGM/EGM) provided by Muscat Clearing and

Depository (S.A.O.C) (MCD) on the World Wide

Web (the Internet). This service aims to enable public

shareholding companies and investment funds to manage

their assemblies online via an E-platform. The service

allows all parties to attend their assemblies remotely

from anywhere with speed, efficiency and ease as well

as exercising their rights to discuss agenda items, vote

on them and elect members of their Board of Directors

(BOD). This service also gives shareholders direct access

to the assembly’s activities and enables them to discuss

any item during the live broadcast of the assembly

meeting.

Electronic General Assemblies

Service

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CONTENTS

19 4. Auditors Of The Capital Market Authority (CMA)

19 3. Auditors

15 2. Meeting Secretary And Legal Advisors

14 1. Members Of The Board Of Directors:

14Third Step: Meeting Management At The Time Of The Assembly

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First Step: Submit A Service Request:

Second Step: Submit A Service Request:

Service Follow Up

6Service Process

5Terms Of Service

4Service Features

e-AGM Service

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SERVICE FEATURES1

Accurate and prompt pull of votes and elections.

Conduct AGM/EGM electronically & remotely.

Increase shareholders participation through:a. Providing complete information about meeting agenda.b. Allowing online voting and elections.c. Stretching interaction time to vote and attend (3 days).

Accuracy and prompt quorum calculation.

Facilitating electronic proxy registration.

Immediate meeting reports on results and decisions.

e-AGM Service

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TERMS OF SERVICE2The service is available to public joint stock companies and investment funds listed and appoint MCD as registrar to maintain their records.

Companies and funds who wishes to use the online platform must submit an application through the Muscat Clearing and Depository website. MCD shall not decide on the application until the applicant company/fund profile information and payment of relevant fees are complete.

The company/fund could pay the fees through E-payment methods provided by MCD or by depositing the relevant fee amount in the MCD’s bank account referred to above. Company/fund must attach a copy of the deposit receipt or bank transfer in the designated field in the service request page.

e-AGM Service

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From the main menu, choose “USERS LOGIN”, then “ISSUERS”

The company/fund must submit an application through Muscat Clearing and Depository (MCD) website and take the following steps:

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SERVICE PROCESS

FIRST STEP: SUBMIT A SERVICE REQUEST:

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e-AGM Service

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Insert the Username and Password to login to Issuer’s area.2

From the menu, choose “AGM” then “AGM Service Request”.3

e-AGM Service

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Upload meeting agenda, choose the type of the meeting and fill the other details.

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Insert meeting agenda items within “AGM Agenda Items” table. To add new item click on

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e-AGM Service

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After completing the request, the system will display MCD bank details, service fees and late payments if any.

In case of elections, check elections box at the beginning of the form. To add the names of the candidates, insert the shareholder number then click on . Upload the candidate resume then click on (The shareholder number of the candidates is a prerequisite for nomination according to the instructions of the Capital Market Authority).

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e-AGM Service

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After accepting the terms and conditions, click on “Submit for Approval”.

Acceptance of terms and conditions is essential to submit the request.

After submitting the application, move to the next step in which fees payment will take place.

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e-AGM Service

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From the main menu, click on “To-Do”. On this page, all requests submitted by the company will be listed. To view the status of the application, click on the button.

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SECOND STEP: SERVICE FEES PAYMENT:After submitting the application and obtaining the initial approval from Muscat Clearing and Depository Company, the company/fund is required to pay the fees according to the following steps:

e-AGM Service

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After pressing the button on the previous page, the service fee will be shown. The company have to make the payment to MCD account and then attach the payment receipt in the place provided for that. To submit, press the button

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After payment approval by MCD, the service will be activated for the company and the request will appear as

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e-AGM Service

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To Edit the order, press the button.

• APPLICATION FOLLOW UP

User can follow up the requests submitted through “AGM Requests List” page within “AGM” menu.

To follow the order status, press the button

e-AGM Service

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THIRD STEP: MEETING MANAGEMENT AT THE TIME OF THE ASSEMBLY

Members of the Board of Directors:

A. Members of the Board of Directors can access the online platform on the MCD website, through their account as investors on the Users Login list.

B. Each Board Member shall log in to each assembly separately through the assembly’s link, which shall appear on the Member’s account. Upon clicking this link, the Board Member’s shall be actively connected to the platform, signing him in accordingly. The board Member can now exercise his authorities, including accessing attendance percentage, legal quorum, voting results when discussed, among others.

C. In order to easily be recognized during meetings, a Board Member

shall sign in his full name including tribe/family name in the place provided, so that he can be connected as a Board Member.

D. The system shall connect Board Members, Meeting secretary, Legal advisor and External Auditor (If any) via direct videoconferencing. Progress of the meeting shall also be directly connected to shareholders via videoconference.

E. Shareholders’ questions shall be received through available contact means on the videoconference application and shall be submitted to the assembly management. Any shareholder who wishes to directly ask a question shall be connected via videoconferencing during assembly meeting to discuss his inquiry. Board Members shall respond directly via videoconferencing.

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e-AGM Service

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e-AGM Service

Meeting Secretary and Legal Advisors

1. The meeting Secretary and company’s or fund’s Legal Advisor shall be provided by a password, so that they can access the assembly management platform, review and interact with progress of the assembly. They shall be provided with this password through direct contact with MCD after completion of the registration of the service application.

2. Meeting Secretary and Legal Advisor shall log in the Board Secretary page via MCD website at least a quarter of an hour before assembly meeting time.

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e-AGM Service

3. The page shall provide a record of attendance percentage, which shall be automatically updated.

4. Upon achieving quorum and it shall be time to start the meeting, the Secretary shall click the Start Meeting button.

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e-AGM Service

5. Before beginning to discuss items of the agenda, shareholders shall be required to vote to continue assigning the suggested Secretary or not.

6. Meeting secretary or Legal advisor shall click the item voting button immediately after completion of discussion related to the item and answer shareholders’ questions.

7. Upon clicking the Start Voting button, the system shall count 5 minutes, then voting shall be automatically over after the specified period. Voting for Board Members elections shall be for 10 minutes.

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e-AGM Service

8. Results shall automatically appear for all online shareholders, Board members, meeting Secretary and Legal Advisor. The Legal Advisor shall announce the item final voting result.

9. When the meeting ends, the Secretary can receive an electronic report of the voting results of the meeting items, attendance quorum as well as Board Members election results.

10. MCD Account officer shall coordinate with the Board Secretary to organize the process of shareholders’ question asking as well as answering them by the Board of Directors or the External Auditor, as the case may be.

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e-AGM Service

Auditors

A. Auditors shall be connected to the AGM/EGM through a link sent

to them via e-mail, so that they can directly participate in meetings

and discussions related to financial statements without the need to

log in the depository website.

B. Auditors authorized from auditing offices to attend the AGM/

EGM meeting shall sign in their names and the offices they represent

in the videoconferencing application to introduce themselves in the

place provided.

C. The meeting Secretary or the Legal Advisor shall coordinate with

the link manager to exclude the Auditor when discussing the auditor

selection item.

Auditors of the Capital Market Authority (CMA)

A. A link to the meeting shall be sent to CMA’s Auditors via a

videoconferencing application, through which they can directly access

the meeting without the need to log in the depository website.

B. CMA’s Auditors shall sign in the videoconferencing application in

their capacity as CMA’s auditors then follow it by inserting their

names at the place provided to introducing themselves.

C. A CMA’s auditor shall be online through the videoconferencing

application during the whole time of the AGM/EGM meeting. During

the meeting, A CMA’s auditor shall be authorized to directly interact

with Board Members, Legal Advisors, the Secretary, External Auditors

and any online shareholders.

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Issued by Studies and External Relations DepartmentMuscat Clearing and Depositary Company SAOCP.O. Box. 952 - P.C. 112 - Ruwi, Sultanate of Oman

For inquiries, please contact:Whatsapp: (+968) 90177000 or Online Support Chat in MCD Website