Registrator services

OJSC "Megabank", as a professional member of equity market, for several years has been rendering a most full range of license services at the stock market. OJSC "Megabank" has the License of State committee of securities and the stock market, series AA №549038 – depositary activity of the securities keeper with the right for the conduction of registers of the owners of nominal securities.

The independent registrator OJSC "Megabank" renders to the open and closed joint stock companies a range of services of registers conduction of the owners of nominal securities and a wide range of additional services.

The services are rendered to:

• legal bodies – issuers of nominal securities;
• legal bodies – owners of nominal securities, nominal keeper and chargeholder;
• physical bodies – owners of securities or chargeholders.

The range of services of the registrator OJSC "Megabank" includes:

For Issuers

• forming register system (according to the results of nominal securities issue floatation, during the register reception form the issuer or the previous register keeper), opening issuer or personal accounts for the issuer;
• register keeping for the owners of nominal securities (handling, archiving, keeping information, introducing changes to the register system);
• carrying corporate operations on the account of issuers, related to the consolidation, splitting, converting and annulment of nominal securities, as well as additional issue;
• floatation and redemption of nominal securities by the issuer;
• provision of the register control copy according to the state for a definite date;
• distribution of the information materials to the stockholders on behalf of the issuer;
• consulting maintenance and documentary registration of new issues of the securities of the issuer;
• providing consultations concerning certificate production, infliction of the necessary information, issue of the stocks certificate to the stockholders;
• accounting of the issuer:
  • forming annual report of the issuer;
  • forming special information of the issuer;
  • arranging and publishing annual report and special information in mass media;
• informational and organizational provision of the stockholders' meetings:
  • making a list of the persons who have the right to participate in the meeting;
  • notifying the stockholders of the meeting organization (personal note distribution, note publication in the press);
  • verification of the power of attorney for voting at the meeting; registration of the stockholders present at the meeting, calculation of the voting results;
  • forming protocols of credentials and returning committee;
• dividends payment:
  • dividend calculation and charge;
  • making a list of the persons who have the right to receive benefit from the securities;
  • preparation of pay-lists for dividend payment;
  • organization of dividend payment to the stockholders;
• rendering consultations of nominal securities circulation and rights of ownership for them;
• rendering information from register system in the order, volume and terms determined by the current legislation.

For the registered in the register system

• account opening in the register system (for the owner, nominal keeper or chargeholder);
• carrying operations: of passing of property for the nominal securities under the civil agreements, deactivation and materialization of securities, blocking and unblocking securities, mortgaging securities and returning from mortgaging;
• introduction of the changes not related to the securities into the information about the registered person;
• rendering information from the register system in the order, volume and terms determined by the current legislations;
• carrying activities verifying the authenticity of the signatures of the owners – physical bodies (empowered persons of the owners) by transfer order;
• verification of the power of attorney for the right of participation in the voting and general stockholders’ meeting;
• issue, cancellation of certificates of the nominal securities and accounting of the lost ones (according to the statements of the owners).

All the consultations within the limits of the concluded contracts are rendered free of charge to our issuers and their stockholders.

The grounds for rendering services of the Registrator are contract conclusion for rendering services of register keeping of the nominal securities owners.

To open issue account and account of the issuer in the register system the following documents are filed to the Registrator:

• form of the issuer as a legal body;
• statute copy verified notarially or by the body of state registration of a legal body;
• copy of state registration certificate verified notarially or by the body which issued the certificate;
• bank reference of the running account opening;
• verified by the issuer a copy of the document confirming the designation of the person who has the right to act on behalf of the issuer without power of attorney.

During the reception of the register of the nominal securities owners from the previous register keeper or from the issuer in addition to the listed above documents are also filed:

• nominal securities owners register, made for the date of register closing, verified by the signature and the stamp of the previous register keeper;
• copies of the primary documents of the existing in the register obligations of the securities;
• copies of the primary documents of the existing empowered persons of the owners of nominal securities;
• copies of the forms of the registered persons;
• copy of the register log book and the log of the issued, canceled and lost certificates of the nominal securities for the whole period of register keeping by the registrator that transfers the register;
• copies of the registered information of the nominal securities issue;
• blanks of securities certificates.

The copies of the documents listed above must be verified by the signature and the stamp of the authorized representative of the previous registrator.

The documents issued for the personal account opening for the resident of Ukraine in the register system:

• legal body form;
• basis document for the introduction of changes into the register system;
• copy of state registration certificate (reregistration), verified by this legal body;
• copy of statute verified notarially or by the state registration agency of the legal body. The copy of statute can be replaced by the statute extract verified by the legal body stamp, containing the information about the officials that have the right to act without power of attorney on behalf od the legal body;
• copy of the document confirming the designation of these officials verified by the stamp of the legal body.

The documents issued for the personal account opening for the physical body in the register system:

• physical body form;
• document verifying identity of the physical body;
• basis document for the introduction of changes into the register system.

The documents issued for the personal account opening for the legal body non-resident of Ukraine in the register system:

• legal body form;
• basis document for the introduction of changes into the register system;
• document verifying legal body registration in the country of its location (registration certificate, extract from trade, bank or court register, etc.);
• power of attorney for execution of representative functions by the empowered person on behalf of the legal body.

Operations of passing of property for nominal securities

The introduction of the information into the register system about passing of property for nominal securities under civil agreements (securities sale agreement, donation agreement) is carried out by the registrator on the basis of such documents filing:

• order of transfer, made on behalf of the registered person (kept by registrator);
• securities owner certificate, who transfers the securities – with documentary form of securities issue (canceled and kept by the registrator);
• original or notarized copy of civil agreement confirming passing of property for the securities (kept by the registrator);
• if the agreement conclusion or documents filing to the registrator is carries out with the participation of third person, the originals or copies of the documents verified in the order determined by the legislation, confirming the lawfulness of the participation and authorities of the third person concerning the introduction of the correspondent changes to the register on behalf of the registered person.

The introduction of the information to the register about passing of property for the nominal securities on the basis of inheritance is carried out by the register keeper on the ground of filing such documents:

• original or notarized copy of certificate heirship (transferred to the register keeper);
• securities certificate – with documentary form of securities issue (transferred to the register keeper).

The documents listed above must be legalized with the exception of the cases when they are issued on the territory of a foreign country, included by the Ministry of Foreign Affairs of Ukraine to the list of the countries where the documents legalization is not needed.

30 Artyoma Street,
61002, Kharkiv
Main Department of Securities and Share Market
tel. (057) 714-33-62; fax.: (057) 714-06-12