An excellent share registrar takes on the task of liaising with regulatory parties such as SGX to ensure important information like the shareholder registers and lists of active shareholders are actively maintained. This is a standard service offering for a share registry provider, however, what differs between service providers are their policies and procedures around Personal Data Protection.

The information housed in the share register contains highly sensitive personal data like residential addresses and identity numbers, which are considered personal data and in Singapore, personal data is protected by law under the Personal Data Protection Act (“PDPA”). A professional Share Registrar will not only have strict policies and procedures in place to demonstrate compliance to the PDPA, but will also go one step further and showcase Accountability through the appointment of; and regular training of their Data Protection Officer (“DPO”). To learn more about why Accountability in Personal Data Protection is important, take a look at our joint article with the leader in Personal Data Protection governance, Straits Interactive.

Under the Accounting and Corporate Regulatory Authority (“ACRA”) all companies are required to hold Annual General Meetings (“AGM”) within four months after their financial year end (“FYE”). An exceptional share registry provider will offer meeting services to ease the stress of arranging for such meetings.

Other significant shareholder meeting services that a share registrar will provide are Extraordinary General Meetings (“EGMs”) or Special General Meetings (“SGMs”). These meetings are typically irregular and usually called for issues that require immediate resolution such as legal matters. As AGMs and EGMs are often a good gauge for shareholders to judge the company’s status, a successful shareholders’ meeting is crucial to boost stakeholders’ confidence in the company.

Given AGMs & EGMs involve important stakeholder voting on the passing of resolutions, a holistic package of meeting services should be offered to meet the needs of clients. AGMs and EGMs include several key stages: pre-meeting, during the meeting, and post-meeting, each with its own unique set of needs. We have listed the services an experienced Share Registrar would provide at each stage below.

Pre-meeting

• Advise on event planning including the recommendation of vendors for catering, venues and expected timelines
• Prepare and coordinate the printing and sending of Companies’ Annual Reports to shareholders
• Process proxy forms and generate reports for clients to get an idea of the general sentiment regarding certain resolutions before the meeting
• Sourcing of scrutineers if the Share Registrar is the registered Polling Agent
• Prepare proxy summary listing based on the valid proxy forms received
• Arrange for site survey and dry-run at meeting venue prior to the meeting (if necessary)

During the Meeting

• Managing the attendees through attendance taking and ushering of shareholders
• Verifying the attendee’s particulars to ascertain their identity as a valid shareholder before admission
• Providing up to date attendance registration status
• Run the polling, with support of relevant IT personnel
• Provide Scrutineering services, provided the Share Registrar is not the registered Polling Agent. If they are, they are unable to provide this service
• Computation of polling results

Post-meeting

• Generation of an official certificate with the resolutions and polling results for the perusal of the Board of Directors and Chairman
• Generate reports including information on shareholder attendees, audit trails on voting instructions by shareholders, to name just a few

Outside of this, an experienced share registrar should be pre-emptive and adapt quickly to changes. A good example would be during the COVID-19 pandemic which disrupted the traditional methods of holding AGMs. Social distancing measures made it almost impossible to hold physical meetings, resulting in a need for alternative solutions. Any exemplary service provider should enhance their voting/polling solutions to swiftly cater for Hybrid or Virtual AGMs.

There is no “one size fits all” polling service. Share registrars should anticipate the various needs of clients and advise companies on which polling solution is most suitable for them based on factors such as the number of shareholders or the company’s budget.

Detailed below are the common types of polling services in Singapore today:

• Manual Polling/Voting – Executed through paper and pen with the share registrar manually counting the votes during a meeting. It can also be a semi-automated process where details and votes are captured electronically on a polling/voting solution. Typically used by companies with a small to medium shareholder base as the time taken can be longer due to the manual work needed as headcount increases
• Electronic-polling/Voting – Administrated via handsets and smart cards provided to shareholders, a card reader is used to capture information which collates and display results instantly. This is usually engaged by companies with a sizeable shareholder base where speed and real-time polling data is an important factor.

Whilst a lot of the services discussed above are post Initial Public Offering (“IPO”), an important role of a Share Registrar should be to support clients through their IPO listing. A professional share registry service provider offers support through advising on the SGX requirements for a successful listing in Singapore. There are many unknowns on an IPO journey, a capable share registrar will have experience across a variety of situations to ensure they can advise the necessary actions for a seamless experience founded on compliance and best practice governance. Some common areas an experienced share registrar can support with are:

• Backend processes such as IPO application, IPO subscriptions and IPO administration
• Both local and inbound overseas companies have specific requirements for IPOs, a Share Registrar experienced in regional dealings will be able to safeguard businesses from compliance risks

An exemplary Share Registrar should offer an astute suite of services that cater to clients’ needs. They should be proactive in all their dealings and prioritise delivering a service that alleviates administrative burden. A good share registrar can be the make or break for maintaining valuable shareholder relations and ensuring compliance with all local regulations to avoid any potential loss in reputation or monetary fines.

As one of the leaders and pioneers in the share registry industry, BoardRoom has over 50 years of experience guiding many listed corporations in Singapore, Malaysia, Hong Kong and Australia. Contact our Share Registry Services experts for your personalised consultation and see how we can add value to your business today.

Wondering what insights and experience a seasoned share registrar can bring to the table? Explore our full report on Singapore 2019 AGM Landscape Trends that we observed from our vast experience in handling a wide range of clients in the 2019 AGM season.