services for shareholders meetings - indra · certain companies award attendance to shareholders...

SERVICES FOR

SHAREHOLDERS MEETINGS

ELECTORAL PROCESSES

INDRA SERVICES FOR SHAREHOLDERS MEETINGS 2 |

GLOBAL COMPANY

INDRA

Indra is the number 1 information technology multinational in Spain and one of the main IT companies in Europe and Latin America.

43,000 Professionals: 138+ Countries €3 billion in revenue

Proprietary technology:

Between 7% and 8% of sales invested in R&D&i

Differentiated business model based on innovation


INDRA

Indra has over 30 years of experience and success in organizing Shareholders' Meetings for a variety of sectors and stake volumes.

The client's satisfaction, data quality and speed obtaining these data are the main objectives of our company.

Customized, auditable and controlled services.



This document contains the following classifications, established

according to the periods identified throughout the project's life cycle.

Subsequent Services

Shareholders Meeting Services

Prior Services

INDRA



INDRA

• Counseling and Consulting

• Processing of the Shareholder Census

• Information rights web

• Electronic Shareholder Forum

• Electronic Vote and Representation

• Records of delivered gifts and reports

• Record of Delegations and Voting Instructions

• Management of Invitations

SERVICES PRIOR TO THE SHAREHOLDERS MEETING


INDRA

This consists in detecting the most vulnerable points and correcting actions susceptible to errors. This counseling is based on strict compliance with the Law of Corporations and improving data quality. The data are verifiable and can be audited at any time, thereby providing the possibility of an immediate response to any claims or challenges.

Counseling covers the entire life cycle of the Shareholders Meeting, from measures prior to publication to those carried out during the month after the meeting is held.

Using the information processing provided by Iberclear or the

registry book:

• Shareholder distribution

• Distribution by Deposits

• Shareholder and Deposit databases

• Predefined statistical reports


• Counseling and Consulting

•Processing of the Shareholder Census


INDRA

The information rights web provides a tool for shareholders to communicate with the Company. This tool can be used to verify the information of the person making the request by using a Royal Spanish Mint digital signature or electronic ID.

When shareholders access the Company's corporate portal, where the Shareholders Meeting information is contained, they will have a link available where they can request information regarding the meeting.

Shareholders and voluntary associations will be able to carry out the following: • Proposals to be added to the order of the day • Requests for adhesion to additional proposals • Initiatives for a minority right, as established by law

• Adhesions to initiatives • Representation offers and requests

Indra's electronic Forum Web service provides the company with a website that includes the corporate image, using secure servers located in Indra's DPC.

• Information rights web

• Electronic shareholder forum



INDRA

The individual is identified by a digital signature or electronic ID from the Royal Spanish Mint (by means of a contractual agreement between Indra and the RSM whereby it is verified that the electronic signature or ID is valid and has not be revoked) If a shareholder census is available, shareholders will be shown their deposits for selection. In any event, all operations performed will be considered provisional. The census of shareholder status will be

presented 5 days before holding the Shareholders Meeting. Delivery of daily tracking reports of operations performed by shareholders

Some companies establish centers for the collection of gifts and delivery of reports. The shareholders can hand in their card in these centers to delegate representation to the Board of Directors.

The service offered consists in performing stock control of the deliveries and verification of whether more than one gift has been delivered by the same shareholder.

• Electronic vote and representation

• Records of delivered gifts and reports



INDRA

The Board of Directors begins receiving representations before the Shareholders Meeting is held. Indra installs a recording center that provides real-time information regarding incidents and percentage of quorum reached throughout the recording period. The deposits that have not yet been received by the depository entities are compared with the census.

Equipment such as intelligent scanners, bar code readers, etc. are used to prevent human errors and reduce recording time.

There are several services available regarding invitations:

• Personalized invitations in PDF format and delivery of the same. • Invitations with bar codes that allow validation and verification of attendance.

Guests access through the points of entry or points provided for that purpose. If guests cannot submit

their invitation for whatever reason, a new invitation can be generated. The number of guests and the list of event attendees can be provided after the meeting has ended.

• Record of delegations and voting instructions

• Management of invitations



SHAREHOLDERS MEETING SERVICES

INDRA

• Shareholders Meeting access control

• Guest access control

• Identified attendees access control

• Communication between the Chairman and Counselors

• Monitoring participation data

• Management of interventions

• Tablet / Monitor for the Secretary of the Board

• Vote management

• Bulk vote management



INDRA

Attendeesare requested to submit their identification document (ID, passport, etc.) at the registration counters for shareholders and representatives. This information must appear in the official list of attendees. Electronic reading devices for IDs and passports are provided to prevent recording errors. Once attendees are identified, they are given a receipt or ticket with the recorded information, so they can verify their information. This receipt also has a bar code that identifies them when requesting to intervene or voting. This prevents individuals not included in the list of attendees from asking for the floor and ensures

that attendees vote only for the number of shares they are accredited with.

Guests will be able to access through any registration monitor. Counters can also be prepared exclusively for the registration of specific guests. If a guest is not carrying his or her invitation, they can be registered by the system and be

given an invitation.

Certain companies need to detect when certain individuals are registered to access shareholders meetings (whether shareholders, representatives

or guests). The Indra system detects the counter at which individuals are presenting their credentials. Thus, the company holding the event can identify and receive individuals to inform them, for example, of their seat in the room where the event is held.

• Shareholders Meeting access control

• Guest access control • Identified attendees access control



INDRA

Indra offers several one-way or two-way communication systems that are ideal for the information needs of the presiding table. Communication can be shared by groups. This way, all the members of the presiding table can communicate with their counselors. This information can consist of documents or responses by individuals providing support throughout

the event.

This can be used to display the following, among other information: • Social capital of the Company • Number of shares issued • Number of shareholders and shares present • Number of shareholders and shares represented • Total number of shareholders and shares presented and represented

• Quorum percentage • Pie chart with the estimation of the social capital present, represented

and absent from the event

Entry registration can be used to provide the progress in participation data before the event begins.

• Communication between the Chairman and Counselors

• Monitoring participation data



INDRA

The Secretary of the Board will have a tablet or monitor to track the meeting, with access to:

•Participation information, including the opening and closing texts with the inclusion of the participation at any given time. •Actions to be taken by the Board •Requests to intervene with the details of each individual who intervenes

•Voting result •Chat, for punctual communication and information requests

When an attendee wants to take the floor, our system registers the request by reading the individual's bar code on the receipt or ticket.

During registration of the intervention, information about the purpose of the intervention can be registered. Speakers can also be organized according to established criteria.

• Management of interventions

• Tablet / monitor for the Secretary of the Board



INDRA

Stations can be installed at the event venue to register voting on points. Thus, detailed final information on each point is available immediately.

The procedure is as follows: Shareholders or representatives who desire to vote must go to the registration area and show their receipt or ticket at the entrance, which will be read with a barcode reader. Having done this, the individual is given the voting instructions and a detailed voting receipt, if requested.

• Availability of sufficient voting stations • Voting ticket books: A voting ticket book and pen are handed out at registration.

Each ticket book is associated with the attendee and his/her

votes Each ticket book contains the text of the point to be voted on,

the voting options and a space to mark with a barcode. The barcode alongside the mark is read.

• e-Counting System: Voting documents automatically read by scanner

• Vote management

• Bulk vote management


INDRA

• Data consolidation and verification

• Final reporting and databases

• Data for payment of attendance bonuses

• Inventory of recorded documents

• Post-meeting support

SERVICES AFTER THE SHAREHOLDERS MEETING



INDRA

This includes verification of data quality; it is verified that the data are correct and do not contain

discrepancies.

Once it has been verified that both the data and the reports are correct, all the information, Access databases of shares and deposits and a

backup database are stored on one or more pendrives. The client will have all the information on each of the pendrives requested.

Certain companies award attendance to Shareholders Meetings. If payment of an attendance bonus is stipulated, a file must be prepared with sufficient information for banking institutions to make the payment. Once the Meeting has ended and the participation data

have been verified, Indra provides a file generation service for the payment of bonuses. This service includes support for any claims that may occur.

• Data consolidation and verification

• Final reporting and databases

• Data for payment of

attendance bonuses


INDRA

This consists in providing the client with software and a database where all the stored information can be queried directly.

These systems provide advantages such as the physical location of a particular card and accessing the details of cards provided by specific attendees, both present and represented. The details of recorded cards belonging to the same shareholder can be obtained, as well the votes of each card or attendee.

Once all the information is delivered, the client frequently requires more information or further generation of reports. In this case, there is a support period of one month to respond to all the requirements associated

with the corresponding Shareholders Meeting.


• Post-meeting support

• Inventory of recorded documents


SOME OF OUR CLIENTS INCLUDE:

INDRA

Jesús Torralva Marín

Electoral processes

[email protected]

Avda. de Bruselas 35

28108 Alcobendas,

Madrid Spain

T +34 91 480 62 77 / 62 90

www.indracompany.com

services for shareholders meetings - indra · certain companies award attendance to shareholders...

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