Shareholders’ Assembly

The Shareholders' Assembly is the highest body of NIS through which the shareholders of the company pass and approve basic corporate decisions

NIS j.s.c. Novi Sad is fully committed to the implementation of the principle of equal treatment of shareholders, ensuring for that purpose the exercise of all shareholders’ rights as guaranteed by the law and all company acts, including the rights relating to participation in the Shareholders' Assembly sessions.

All NIS j.s.c. Novi Sad shares are ordinary shares that give owners the same rights, wherein one share carries one vote.

Competences

The Shareholders’ Assembly is competent, inter alia, for passing decisions on the following issues:

• amendments to NIS’s Articles of Association;
• increase or decrease of the share capital, and each issue of securities;
• changes in the rights or benefits of any class of shares;
• status changes and changes in the legal form, change in the company’s core activity, business name and registered office;
• acquisition and disposal of assets of great value;
• appointment and relief of duty of members of the Board of Directors, determination of remuneration for members of the Board of Directors or rules thereof;
• election of auditors and determination of the remuneration for their work;
• adoption of annual financial reports, auditor reports, and adoption of reports of the Board of Directors;
• profit distribution and loss coverage;
• initiation of liquidation procedures or submission of a proposal for company bankruptcy.

As long as the Republic of Serbia is a shareholder in the company holding at least a 10% equity interest in the share capital of NIS, a positive vote of the Republic of Serbia is required for the approval of Shareholders’ Assembly decisions concerning: the adoption of financial statements and audit reports, changes to the Incorporation Act and Articles of Association, capital increase or decrease, status changes, acquisition and disposal of NIS's assets of great value, changes of NIS's registered business seat and activity and termination of the company, i.e. liquidation or bankruptcy. 

Invitation and materials for Shareholders' Assembly meetings

Notice of the decision of the Board of Directors on convening the meeting of the Shareholders Assembly with the proposed agenda is published upon:

• the official NIS website (www.nis.eu) and 
• the website of the regulated market (www.belex.rs)

immediately following the adoption or at the latest on the next working day.

An Invitation to the Shareholders’ Assembly meeting is announced by publishing on the official NIS web site (www.nis.eu) no later than 30 days before the date scheduled for a regular (annual) session of the Shareholders Assembly, no later than 21 days before the date scheduled for holding an extraordinary session and no later than 10 days before the date scheduled for holding repeated session.

The invitation to the Shareholders’ Assembly meeting is also announced upon:

• the Business Registers Agency website (www.apr.gov.rs),
• the Belgrade Stock Exchange website (www.belex.rs),
• the website of the Central Securities Depository and Clearing House of the Republic of Serbia (www.crhov.rs).

The materials for the Shareholders' Assembly meetings are available for shareholders upon the official website of NIS j.s.c. Novi Sad from the date of publication of the invitation until the date when the Shareholders’ Assembly meeting is held. The materials are also accessible for each NIS shareholder upon request in person or by proxy at the company’s registered office. A review of the materials prepared for the Shareholders' Assembly can take place within regular working hours, i.e. between 08:00 and 16:00, each business day, starting from the date of the invitation and posting of materials on the NIS website until the date scheduled for the meeting of the Shareholders' Assembly. 

Invitation and materials for the XII ordinary Shareholders' Assembly Meeting
(Meeting held on 30 June 2020)

Right to participate in activities of the Shareholders' Assembly

The shareholders on the list of shareholders, i.e. the list of persons holding NIS shares on the Shareholder Date (Record Date) which, in accordance with the Law, falls on the tenth day preceding the date scheduled for the meeting of the Shareholders’ Assembly, have the right to participate in the activities of the Shareholders’ Assembly. The list of shareholders is established on the basis of the extract from the unique record of shareholders maintained by the Central Securities Depository and Clearing House.

A shareholder holding at least 0.1% of the total number of company shares, or a proxy representing at least 0.1% of the total number of company shares, has the right to participate in person in the activities of the Shareholders’ Assembly. Shareholders holding individually less than 0.1% of the total number of the company's shares have the right to participate in the activities of the Shareholders’ Assembly through a joint proxy, to vote in absentia, or to vote by electronic means in accordance with the Law on Business Companies, the Articles of Association of NIS j.s.c. Novi Sad, and the Rules of procedure of the Shareholders' Assembly of NIS j.s.c. Novi Sad.

Rules of Procedure of the Shareholders' Assembly

The Shareholders' Assembly of NIS j.s.c. Novi Sad has adopted Rules of Procedure, which regulate the manner of convening and holding meetings, the manner in which the Shareholders' Assembly is to work and make decisions, and in particular the issues related to the manner of exercising the rights of shareholders in connection with the Shareholders’ Assembly.

Rules of Procedure of the Shareholders' Assembly (pdf, 0.9Mb)