OJSC Moscow Exchange, being the sole shareholder of CJSC JSCB National Clearing Centre, (hereinafter the Bank, NCC), have approved NCC results for the year 2013 and passed several resolutions on the issues within the competence of Annual General Meeting.
The shareholder approved the annual accounting statements including profit and loss report (account) and the annual report on CJSC JSCB National Clearing Centre performance for the last year in all the lines of business.
According to the approved annual report, NCC equity increased from RUR13,501 mln up to RUR28,839 mln or by 113.61% for the reporting period. The increase in capitalization was achieved, among others, due to considerable (by 80.7%) growth of after tax profit as compared with 2012 figure. In the period under review it makes RUR6,357 mln, hence the total capital ratio 2013 amounted to 22.04%, which is one of the highest marks in the Russian banking industry.
A decision was made to distribute CJSC JSCB National Clearing Centre net profit in the amount of RUR6,357,892,103.29 received as a result of the financial year 2013 as follows:
– RUR450,000,000.00 to be allocated to form the Reserve Fund;
– RUR2,999,867,500.00 to be allocated for dividend payments to shareholders;
– RUR2,908,024,603.29 to be retained by NCC at its disposal as an undistributed profit.
The resolution of the soley shareholder reduced the number of Supervisory Board members from 15 to 13 persons and made some personal changes. Dmitriy Mokhnachyov, Denis Viacheslavovich Solovyov, Aleksey Andreyevich Ismailov withdrew from the Board, while Andrey Fyodorovich Golikov joined the membership. Thus, the following persons have been elected NCC Supervisory Board members for the period till Company Annual General Shareholder Meeting 2015:
1.Aleksandr Konstantinovich Afanasyev,
2.Maksim Sergeyevich Volkov,
3.Igor Andreyevich Golutvin,
4.Andrey Fyodorovich Golikov,
5.Yuriy Olegovich Denisov,
6.Nikolay Vitalyevich Yermolayev,
7.Sergey Petrovich Lykov,
8.Sergey Aleksandrovich Monin,
9.Anatoliy Nikolayevich Predtechenskiy,
10.Maksim Viktorovich Safonov,
11.Sergey Nikolayevich Smirnov,
12.Dmitriy Vladislavovich Tulin,
13.Aleksey Sergeyevich Khavin.
Besides, a decision was made to pay emoluments to NCC Supervisory Board Members elected in 2013 for their functions performing.
Members of NCC Revision Commission were elected for the period till Company Annual General Shareholder Meeting 2015, Ernst & Young Vneshaudit CJSC was approved as company independent auditor, and the resolution was passed to approve several related party transactionst which NCC may make in future in the ordinary course of business, for the period till Company Annual General Shareholder Meeting 2015.
The resolution of the only shareholder approved Provision for NCC Supervisory Board which determines independency criteria for the Board Members in accordance with the recently approved Corporate Management Code and contains more detailed description of the Supervisory Board member’s rights and responsibilities.
The new Provision for NCC Supervisory Board Members emoluments was also approved. The document requires a common systematic approach to the determination of the Board members’emoluments and reimbursement of their expenses in accordance with the principles applied by OJSC Moscow Exchange and other companies of Moscow Exchange Group.
CJSC JSCB National Clearing Centre, member of Moscow Exchange Group, was established in October 2005. NCC renders clearing services and acts as central counterparty in the financial market.The bank’s sole shareholder is OJSC Moscow Exchange (100%).
Since November 2009, NCC has been the member of the European Association of Clearing Houses – Central Counterparties (EACH), and since September 2011 – member of the Global Association of Central Counterparties – CCP12.
NCC holds a license of the Bank of Russia for banking operations with rouble and foreign currency funds, and a license of professional securities market participant, issued by the Federal Service for Financial Markets (FSFR). As of 01 June 2014, the bank’s equity amounts to 32.6 bn roubles, including the authorized capital of 15 bn 170 mln roubles.