MOSCOW, May 8. Distribution of shares of the Dutch X5 Retail Group N.V. after the suspension of its corporate rights in its subsidiary in the Russian Federation, for Russian holders it will be carried out automatically approximately in August 2024, the retailer reports.
“Holders of X5 depositary receipts stored in the Russian depository infrastructure do not need to take additional actions. In accordance with the decision of the BoD of the Bank of Russia dated April 26, 2024, the distribution of company shares for them will be carried out automatically approximately in August 2024,” the message says.< br />
It is noted that for non-Russian holders of X5 depositary receipts, the condition for entering into direct ownership of shares may be obtaining regulatory approvals from government authorities of the Russian Federation and/or other states.
The company plans to contact Russian regulators in the near future to obtain clarification on the specific mechanism for executing applications from non-residents to participate in the distribution. “A prerequisite for receiving company shares is to have an account for recording rights to securities — either a personal account in the register of shareholders of the company, which will be maintained by the registrar, or in any Russian depository. In accordance with Russian legislation, a situation is possible when an open account for recording rights for securities can only be a type “C” account,” the message adds.
In accordance with the court decision, the undistributed shares will be returned to X5 after December 31, 2024.
At the beginning of March, the Government of the Russian Federation included LLC «Corporate Center ICS 5» in the list of economically significant organizations — to implement the law on the exclusion of foreign holdings from the ownership structure. In March, the Ministry of Industry and Trade of the Russian Federation filed an application to the court to suspend the corporate rights of X5 Retail Group N.V. in relation to the Russian «daughter». According to State Secretary — Deputy Head of the Ministry of Industry and Trade Viktor Evtukhov, the Dutch group's share in the authorized capital of the subsidiary, exceeding 50%, created risks of harm not only to the Russian company, but also to Russian citizens.
The court later upheld the claim of the Ministry of Industry and Trade, but The full text of the decision has not been published. Then the retailer reported that the decision suspended the rights of the company's shareholders in the subsidiary and transferred the company's shares in the subsidiary to the subsidiary itself. The decision means that Russian holders and ultimate owners of the company's depositary receipts are required to accept the distribution of the subsidiary's shares in proportion to their stake in the company, and non-Russian owners and beneficiaries of the company will be given the opportunity to do so.