Your SRD II partner

The revised Shareholder Rights Directive (SRD II) has transformed investor communications. It aims to encourage a greater level of shareholder activity and transparent communication between companies and their shareholders in regulated markets across the EU and EAA.

Our solutions enable issuers to benefit from enhanced shareholder identification rights, whilst ensuring financial intermediaries maintain compliance.

For issuers

SRD II solutions For issuers

Increase your shareholder engagement and improve your corporate governance

To understand how our SRD II solutions can help you, we’ve created a handy checklist outlining the benefits of the the directive to issuers

Do you know who your shareholders are?

It is a requirement of SRD II that intermediaries must disclose the shareholders’ identities and the number of shareholders they have. With Proxymity Shareholder Insights, you can do that within 24 hours, in real time. You need to provide all the necessary paperwork to the appointed disclosure agent, for the disclosure agents to initiate the disclosure request in the market via the first intermediary.

Do you send fully compliant meeting information to all shareholders ‘without delay’? Within 24 hours?

Proxymity Vote Connect enables you to send golden source meeting announcements that your investors receive instantly, ensuring accuracy and reliability at every stage of the process while maintaining compliance with your local regulatory directives to avoid potential regulatory penalty.

Are you able to contact them so that you can engage with them effectively?

You can find your shareholder’s complete, detailed data, including full name, address, legal entity identifier (LEI), the volume of shares, and share category, at the click of a button with Proxymity Shareholder Insights.

Are you looking for ways to improve shareholder communications & engagement?

SRD II aims to make it easier for issuers to engage with shareholders, especially across different markets or countries. Proxymity Shareholder Insights is the ideal tool for organising shareholder events or distributing up-to-date marketing information.

Are you looking for ways to improve governance?

Proxymity promotes enhanced environmental, social and corporate governance (ESG) by improving communication between issuers and investors and making it easier for intermediaries to be efficient, timely and compliant when servicing their clients.

Are you able to analyse shareholder behaviour/ information? For example: to determine the extent to which investors are seeking stable, long-term growth.

The ability to request shareholder identity information makes it easier to assess shareholder behaviour, understand their needs, and how best to communicate with them. Proxymity Shareholder Insights helps you understand trends and analyse shareholder behaviour on an ongoing basis.

Do you know if the number of investors in your base is growing, or falling?

The SRD II directive lists a minimum set of fields to be provided by the intermediaries in their disclosure. This will include the number of shares held, name, address, and identifier of the identified holder, which can be a legal entity or a natural person. With Proxymity Shareholder Insights, issuers can validate — and profile — the number of underlying shareholders with effortless, fast access to real-time data and key information using a dedicated, user-friendly dashboard.

When shareholders ask, are you able to confirm receipt and recording of their vote instructions?

As issuers are required to confirm the receipt of a vote in an electronic form to the person who casts it, Proxymity supports you in providing real-time receipt of votes from investors as soon as they began voting, up to 13 days prior to the meeting.

Do your systems allow you to send the post-meeting vote confirmation immediately after the meeting?

SRD II states that shareholders and nominated third parties can request confirmation that their votes were recorded and counted at a general meeting. Proxymity Vote Connect provides vote confirmation the moment votes are cast. This allows issuers to profile investors easily and get a sense of voter intention early on to engage with their investors more effectively.

Ready to enhance your shareholders engagement?

For intermediaries

SRD II solutions For intermediaries

Avoid penalties and improve your level of client service through strong compliance

To understand how our SRD II solutions can help you, we’ve created a handy checklist outlining the impact of the the directive on financial intermediaries

Do you have the ability to authenticate shareholder disclosure requests from issuing companies and determine whether they are in a compliant format?

It is an SRD II requirement that intermediaries must identify and disclose shareholder information when requested by issuers and that all information is transmitted in machine-readable formats. To meet these requirements, Proxymity Shareholder Disclosure provides authentication and validation of disclosure requests.

Are you able to transmit meeting and voting information to your clients without delay?

Each intermediary in the chain is required to pass on transmissions the same day – if received after 16.00 (4pm), then by 10.00 (10am) the following day.

Proxymity Vote Connect allows real-time ballot distribution and vote lodgement to maximise the available time for investors to conduct their research and vote.

Do you have the capability to send compliant ISO 20022 messages to respond to shareholder disclosure requests?

SRD II states that shareholder identity data and shareholder communications must be shared in a machine-readable messaging format. The de-facto standard is the XML based ISO 20022 format. Proxymity supports ISO 2022 and ISO 15022 messaging format for general meetings and voting information.

Are you able to authenticate that the shareholder identification requests transmitted, originated from the issuer?

Intermediaries are required to authenticate the identity of the issuer. Proxymity Shareholder Disclosure authenticates the identity of the issuer and ensures only eligible disclosures are processed. With automated trusted source authentication and validation, you could eliminate significant risks, including disclosures to unauthorised records or locations.

Do you currently have an automated process for receiving shareholder disclosure requests electronically and in a machine-readable format?

It is a requirement of SRD II that intermediaries must transmit all information to the issuer in electronic, machine-readable industry standard format. The de-facto standard is the XML based ISO 20022 format, although some intermediaries use ISO 15022. Proxymity works with both standards and maintains your compliance across EAA markets for all SRD II and national shareholder disclosure obligations.

Are you aware of the timeline to respond and action shareholder disclosure request made by the issuers or their agents?

According to SRD II, each intermediary in the chain is required to pass on transmissions on the same day. If a transmission is received after 16:00*, the intermediary must pass it on to the next intermediary in the chain by 10:00* the following day. Regarding corporate events and the shareholder identification process, the last intermediary shall not set a deadline less than three business days before the record date or issuer deadline.

Proxymity Shareholder Disclosure adheres to the market standards for shareholder Identification and extends the time available for decision making, up to market deadline.

*Time is the time zone of the intermediary

Can you determine which customers are beneficial owners or intermediaries?

To meet the requirement that intermediaries disclose details of the shareholder, including whether they are the final beneficial owner or an intermediary, Proxymity Shareholder Disclosure includes beneficial owner threshold checks when held at multiple settlement locations.

Would you be able to forward the relevant disclosure requests to your intermediaries’ customers within the specified deadline?

Where there is more than one intermediary in a chain, the request must be transmitted between the intermediaries and third parties without delay. Proxymity Shareholder Disclosure provides real-time processing of disclosure requests and forwarding onward to downstream intermediaries.

In markets where electronic voting is submitted, are you prepared to receive and pass pre-meeting confirmations from issuers and their agents without delay?

To improve early voting and the limited reconciliation of votable and voted positions, Proxymity Vote Connect includes full pre-and post-meeting vote processing in real time. It eliminates the need for intermediaries’ notification processes and message transmission, whilst having the benefit of reducing paper usage and carbon footprint.

Do you enable your clients to vote and transmit their voting information on a continuous basis to the issuer or its agent?

To meet the requirements of SRD II, intermediaries must facilitate the exercise of shareholders’ rights, including the right to participate and vote in general meetings. Proxymity Vote Connect authenticates the ownership chain on a constant basis. This allows for direct lodgement of the vote from the investor to issuer, giving investors the maximum amount of time to make their voting decision.

Is your process scalable from an operational and compliance perspective if the volume disclosure requests continue to increase?

SRD II places new compliance obligations on intermediaries. Proxymity Shareholder Disclosure works at scale to allow intermediaries to remove the operational and technological costs associated with issuing compliant communications. This includes reading, analysing and presenting the data received from shareholders.

Do you have a compliant record keeping process should you need to evidence your response or processing of a shareholder disclosure request?

Having the ability to provide shareholder details in a compliant format is required to comply with SRD II. Proxymity Shareholder Disclosure helps you achieve your compliance goals by providing effortless reporting, reducing the work involved in regulatory and compliance reporting with complete oversight, exception management and regulatory reporting.

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