ATHEXCSD

Corporate Actions

 

 

Corporate actions, as communicated by Issuers and Brokers, are implemented in SIS system by following the CSD’s adopted Corporate Actions Standards: "Market Standards for Corporate Actions Processing". 

 

As the number and the complexity of corporate action events increases, the quality of information as well as the flexibility of processes are increasingly critical of reducing risk and cost.

 

Participants are notified of upcoming corporate transactions using the Swift MT564 service which is available in the Members Area.

 

ATHEXCSD's custody system supports full compliance with Swift's ISO 15022 standards. This enables increased processing of many corporate actions’ events, by saving time and significantly reducing the risk of any inefficiencies.

 

Additionally, Participants are receiving reference materials (e.g., newsletters, practical instructions, etc.) which ensures are fully informed about corporate actions developments. 

More Information

Cash dividends

DSS INTERNAL CODE & EVENT TYPE DSS EVENT TYPE DESCRIPTION 15022 CODE (:22F::CAEV)15022 CODE DESCRIPTION
cash dividendDistribution of cash to shareholders, in proportion to their participation in their own capital.DVCAcash dividend
Interim dividendAn interim dividend is a dividend payment made before a company's annual general meeting and the publication of its final financial statements. It usually accompanies the company's interim financial statements.
It does not cause a reduction in the nominal value of the security.
DVCAcash dividend
Interest in preferred sharesThis corporate applies to preference shares. According to the company's articles of association, a preferred dividend may be distributed if the preferred shares do not participate in the profits of the company for a certain period of time, which is determined when the shares are issued. It does not cause a reduction in the nominal value of the security.DVCAcash dividend
Interest payment - Corporate bondsPayment of an interest-bearing asset coupon distributed to holders.INTRinterest payment
Interest payment - Government bondsPayment of an interest-bearing asset coupon distributed to holders.INTRinterest payment
Additional cash distribution - Corporate bondsAdditional cash distribution to bondholders in the final repayment of the bond.INTRinterest payment
Partial Redemption With Pool Factor Reduction           The securities are partially redeemed before their scheduled final maturity date. The redemption is reflected in a reduction in the pool factor. There is no movement of securities.  
Return of capitalReduction of the nominal value of a share. The number of shares outstanding remains unchanged. This event involves a cash payment to shareholders.DECRDecrease in value

Special reserves

premium dividend

Payment to shareholders of a cash amount issued from the share premium reserve. It is similar to a dividend, but the tax implications are differentSHPR  capital reserve

 

Managing Cash Dividends  

The Issuer sends an announcement, notifying of 

  • Τhe cut-off and determination of beneficiaries dates
  • Τhe percentage of tax to be withheld
  • Τhe paying agent and 
  • Τhe date on which the cash dividend is to be paid

Then, the corporate action is registered and ATHEXCSD Participants are informed via an ISO15022 message. Payment of the dividend is paid through: 

  • Payer Banks (produces and distributes documents for Payer) 
  • ATHEXCSD (submits the application - Available only in Greek - to Participants via email about the dividend distribution being paid by ATHEXCSD)
  • Bank of Greece (for its own issued shares)

Dividends related to bonds are to be paid through ATHEXCSD.
 

Recalculation of Cash Dividends  

Recalculating cash dividends takes place as follows: 

  • A Participant submits a dividend recalculation request 
  • The Issuer and Paying Bank receive the request 
  • The Participant accepts or rejects the service charge 
  • Upon recalculation, ATHEXCSD
    • Produces the beneficiaries file and sends it to the Issuer
    • Sends the files to the Paying Bank 
    • Invoices the Participant
       

Dividend Reinvestment with Option Rights

Read detailed information about how ATHEXCSD manages reinvestment of dividends with option rights 

DSS INTERNAL CODE & EVENT TYPE DSS INTERNAL CODE & EVENT TYPE 15022 CODE (:22F::CAEV)15022 CODE DESCRIPTION
cash dividendShareholders are offered the option to receive the dividend in cash and/or shares (usually at a discount).DVOPdividend option
interim dividendShareholders are offered the option to receive the pre-dividend in cash and/or shares (usually at a discount).DVOPdividend option

 

Reinvestment 


Managing corporate actions of Reinvestment comprises the following stages:
 

The Issuer announces: 

  1. The dates of cut-off and determination of beneficiaries 
  2. The percentage of tax to be withheld 
  3. The Paying Agent
  4. The date of payment of the dividend, along with the ability of reinvesting the dividend or not.

Registration of the corporate action using one of two options:  

  1. Cash (default option)
  2. Securities

Participants are informed via an ISO15022 message

Participants receive an email, notifying them of:

  1. The corporate action’s number, in which they input orders 
  2. The order input period 
  3. The date of payment and crediting of new shares

Following the end of the period during which investors declare their interest in reinvestment, the corporate action of distributing new shares is registered on ATHEXCSD. These new shares are credited on the accounts of investors who chose to reinvest their dividend, through the distribution file. Investors who opted not to reinvest, receive the dividend amount on the payment date.

 

Title Distributions

The following table displays information regarding distributions of titles:

DSS INTERNAL CODE & EVENT TYPE DSS INTERNAL CODE & EVENT TYPE 15022 CODE (:22F::CAEV)15022 CODE DESCRIPTION

AMK with Free

bonus issue

Shareholders receive shares instead of dividends. The nominal value of the share does not change.OTHROther Event

Allocation file

Interim dividend in kind

Shareholders receive shares instead of an interim dividend. The nominal value of the share does not change.OTHROther Event

Allocation file

Share capital increase due to rights issue

Bondholders receive shares due to a capital increase through the issue of rights. The nominal value of the share does not change.OTHROther Event

Allocation file

Merger with a non-listed company

The shareholders of the unlisted company receive shares in the merging company. The nominal value of the merging company's share does not change.OTHROther Event

Allocation file

Merger with cash distribution

The shareholders of the unlisted company receive cash from the merging company. The nominal value of the merging company's share does not change.OTHROther Event

Allocation file

kind contribution

Contributing shareholders receive additional shares. The nominal value of the share does not change.OTHROther Event

Allocation file

Private placement

Some investors (shareholders or non-shareholders) receive shares. The nominal value of the share does not change.OTHROther Event

Allocation file

Private placement in favour of creditors

Some investors (shareholders or non-shareholders) receive shares. The nominal value of the share does not change.OTHROther Event

Allocation file

Share capital increase due to bond conversion

Bondholders receive shares. The nominal value of the share does not change.OTHROther Event

Allocation file

stock option

Some shareholders receive shares. The nominal value of the share does not change.OTHROther Event

Allocation file

Share capital increase due to warrants issue

Bondholders receive shares due to a capital increase through the issuance of warrants. The nominal value of the share does not change.OTHROther Event

New introduction

Initial recording

Titles are registered in ATHEXCSD for the first time.OTHROther Event

Deletion of a debt instrument

Deletion of securities from registe

The titles are deleted from ATHEXCSD. Reasons for deletion:

  • Publisher's request
  • Deletion from the HA
OTHROther Event

Exercise of Rights

Intermediate Securities Distribution

Capital increase against payment by granting subscription rights.RHDI

Intermediate Securities

Distribution

Distribution of Securities in the form of dividend - Mandatory STOCK DIVIDEND MAND NO OPTIONDividend paid to shareholders in the form of shares in the issuing company (same title)DVSEstock dividend
Distribution of Securities in the form of a dividend (3rd distribution of Securities)-Mandatory STOCK DIVIDEND MAND NO OPTION (3RD SEC DISTR)Dividends paid to shareholders in the form of shares in the issuing company (other securities)OTHROther Event

 

Title Distributions  

ATHEXCSD handles title distributions according to the following process:

  • The Issuer submits an application (Available only in Greek), along with the supporting documents outlined in Resolution 8 of the ATHEXCSD Board.
  • The corporate action is registered on the DSS 
  • Some corporate actions may require Participants to be informed via their chosen communication methods through an ISO15022 message
  • In corporate actions of listing shares on the Athens Stock Exchange for the first time, the process involves:
    • Analysis of the allocation of beneficiaries file 
    • Blocking of shares 
    • Crediting investors’ accounts, one day before the security begins trading on the Athens Stock Exchange In corporate actions of deletion, and following the respective decision by the Issuer, the Capital Market Commission, or ATHEX, the Issuer receives a list of the holders of the securities to be deleted compiled by ATHEXCSD. In the case of voluntary deletion, the Issuer submits an application (Available only in Greek) for the removal of securities.
  • In case a corporate action results in fractional balances, these are calculated
    • Per order to participate in a corporate action, for corporate actions requiring the entry of orders 
    • Per Participant account, for corporate actions that do not require the entry of orders

Please note the sum of fractional balances is not aggregated in total per share. Securities to be sold are calculated according to Resolution 8 of the ATHEXCSD Board. 


The receipt of the Distribution File Service from ATHEXCSD is done following the submission of the Information for the distribution file through the Issuers Service/Corporate Actions, in accordance with the instructions provided in the files Completion Instructions and Participant Code & Name (files available only in Greek).

 

Mandatory Reorganisation with Options

DSS INTERNAL CODE & EVENT TYPE DSS INTERNAL CODE & EVENT TYPE 15022 CODE (:22F::CAEV)15022 CODE DESCRIPTION

Exercise of Rights

Intermediate Securities Distribution

Withdrawal or exercise of interim securities resulting from an interim distribution of securities (RHDI).EXRIsubscription rights

Compulsory Redemption

squeeze out

An offeror holding at least 90% of the shares of a company has the right to "push out" the remaining minority of shareholders by paying them compensation. The offeror gives the holder the right to receive the compensation either through the ATHEXCSD Participant or through the Deposit and Loan Fund.TENDsqueeze out

 

Exercise of Rights Issue 

ATHEXCSD has a limited role in this corporate action, as it is mostly managed by contractors: 

  1. Corporate Action is registered on the DSS
  2. Participants receive an ISO15022 message
  3. Participants claim their rights on the DSS, send the required documents to the contractor, and pay the fee to the contractor’s bank of choice
  4. The Issuer generates a share allocation record file, which includes the investor
  5. ATHEXCSD credits the investor’s account with the new shares

 

Mandatory Buyout 

The handling process for mandatory buyouts (squeeze out) is administered as follows: 

  1. The Capital Market Commission approves the takeover request 
  2. ATHEXCSD receives the approved request from the Proposer 
  3. The corporate action is registered on the DSS via one of the following two options: 
    1. Payment of fee from Participant 
    2. Deposit of fee into the Loan and Deposit Fund (default option)
  4. ATHEXCSD Participants receive an ISO15022 notification (default option) 
  5. Participants receive an email, informing them of the corporate action, and proceed to input the shareholders’ participation orders on the DSS within a time limit
  6. ATHEXCSD informs the Loan and Deposit Fund (LDF) about any deposits related to the corporate action and supplies the respective information
  7. The Propose is informed of the final results and financial obligations:
    1. Sums to be returned to investors  
    2. Tax due
    3. Fees of ATHEXCSD-provided services, as per Resolution 18 of the ATHEXCDS Board  
    4. Sums to be paid to LDF 
  8. Payment of fees to investors, transfer of securities from investors’ accounts over to the Proposer’s 
  9. Proposer and Issuer are notified upon completion

 

Completion of the corporate action

The Proposer:

  • Deposits into a bank account of ATHEXCSD the portion of the Acquisition Consideration attributable to the holders who have authorized the Participants to receive it. 
  • Deposits into a cash deposit account of the TSP the portion of the Acquisition Consideration attributable to the holders who have not authorized the Participants to receive it 

ATHEXCSD:

  • Deposits the buyout proceeds into the Participants' accounts 
  • Transfers the redeemed securities from the accounts of the beneficial shareholders to the account of the proponent 

Mandatory Reorganisation without Options

DSS INTERNAL CODE & EVENT TYPE DSS INTERNAL CODE & EVENT TYPE 15022 CODE (:22F::CAEV)15022 CODE DESCRIPTION
SplitAn increase in the number of shares in a company without any change in equity or total market value at the time of the split. The share price and nominal value are reduced accordingly.SPLF       Split
reverse splitA reduction in the number of outstanding shares of a company without any change in equity or total market value at the time of the split. The share price and par value increase accordingly.SPLR

reverse split

 

Merger with splitMerger of two or more companies into a new company. Consequently, the shares of the old companies are exchanged for shares of the new company according to a ratio of old to new of less than one (e.g. 1:3).MRGRMerger
Merger 1:1Merger of two or more companies into a new company. The shares of the old companies are consequently exchanged for shares of the new company at a ratio of 1:1MRGRMerger
Merger with reverse splitMerger of two or more companies into a new company. Consequently, the shares of the old companies are exchanged for shares of the new company at a ratio of old to new of more than one (4:1).MRGRMerger

Conversion of a debt instrument of the same issuer

Conversion

Conversion of securities (e.g. preference shares) into another form of securities (e.g. ordinary shares) in a predetermined proportion.CONVConversion

Bond repayment (final)

Total redemption

Repayment of an issue of Securities, for example, bonds, preference shares, funds by the issuer or its agent, for example an asset manager, at maturity.REDMTotal Redemption

Bond repayment (early)

Early Redemption

Repayment of an issue of Securities, for example, bonds, preference shares, funds by the issuer or its agent, for example an asset manager, before maturity.MCALFull Call/Early Redemption

 

Handling mandatory reorganizations without options 

Handling for mandatory reorganizations without options comprises the following steps:

  1. A request is submitted, with the:
    1. Record date
    2. Number of new shares
    3. Allocation ratio of new shares  
    4. Trading start date
  2. Registration of corporate action. The Issuer or the Capital Manager integrate the allocation ratio into an algorithm that is applied based on the record date
  3. Trading of the product is halted at least two days before record date, so as to clear all transactions, and ensure there are no transactions pending on the record date
  4. ATHEXCSD verifies the number of securities comprising each issue or part thereof, submitted to it for registration by the Issuer or Fund Managers as a result of a corporate or other related action, is equal to the total number of securities registered in the Participants’ securities accounts
  5. ATHEXCSD Participants receive an ISO15022 notification
  6. New securities are credited to investors’ accounts
  7. In case the allocation of new shares results in fractional balances, the Issuer is informed via a fractional balances file, so as to conduct a sale. The relevant securities are sold by the Issuer, and the proceeds are to be paid to Participants with the relevant securities accounts for the beneficiaries. 

 

Voluntary Corporate Actions

DSS INTERNAL CODE & EVENT TYPE DSS INTERNAL CODE & EVENT TYPE 15022 CODE (:22F::CAEV)15022 CODE DESCRIPTION
ConsentProcedure that aims to obtain the holder’s consent to a proposal for changing in due and payable conditions (DUPY), by the issuer or a third party, without convening a meeting.VOLUConsent

Takeover Proposal

Non-Official offe

Offers that are not supervised or regulated by a formal entity and are offered by a party, for example a broker, usually at a discounted price, for example a third-party offer.NOOFNon-Official offer

Takeover Proposal

tender offer

An offer made to holders by a third party asking them to sell (publicly) or exchange their securities.TENDTender Offer

Conversion of bonds into shares

Conversion

Conversion of convertible bonds into another form of security (usually ordinary shares) at a predetermined price/ratio.CONVConversion
Early Repayment/ Put RedemptionEarly redemption of the security at the option of the holder under the terms and conditions of the issue without reduction of the nominal value.  

 

Managing Public Proposals 

Public proposals undergo the following process: 

  1. Public Proposal request submitted by a Participant, via JIRA
  2. Registration of corporate action on DSS
  3. ISO15022 message sent to Participants
  4. Email sent to Participants about the corporate action, notifying them to input the participation orders of the acquired security’s shareholders, within the prescribed timeframe
  5. Following the participation period, ATHEXCSD informs the Bank and the Proposer of the corporate actions’ results, and the subsequent financial obligations
    1. ATHEXCSD receives the results from the Bank 
    2. If the Public Offering is NOT deemed successful, the shares are released to the investors' shares
  6. ATHEXCSD receives the results from the Bank and:  
    1. If the Public Proposal is NOT accepted, the shares are integrated to the investors’ shares
    2. If the Public Proposal is accepted, on payment date, the Proposer pays to ATHEXCSD a sum according to Resolution 18 of the ATHEXCSD Board and the transfer of shares over to the Proposer is completed 
  7. Upon completion of the process, Participants are notified via email  

 

Converting bonds to shares

The corporate action of converting bonds to shares comprises of the following stages: 

  1. The Issuer announces the: 
    1. Commitment period 
    2. Conversion date 
    3. Allocation ratio 
    4. Exercise price
  2. Registration of the corporate action using one of two options: 
    1. No action (default option) 
    2. Securities for securities
  3. Participants receive an IPO15022 message
  4. Participants receive an email detailing the corporate action, so as to claim bonds to be converted to shares
  5. Following the final commitment date, ATHEXCSD generate a status file for the Issuer, and loads it onto AXIALINE
  6. The Issuer must increase their capital and obtain approval from ATHEX
  7. Final registration of new securities onto investors’ accounts and deletion of bonds on claimed bonds file 
     

Other Corporate Actions

DSS INTERNAL CODE & EVENT TYPE DSS INTERNAL CODE & EVENT TYPE 15022 CODE (:22F::CAEV)15022 CODE DESCRIPTION
*Trading Status:
Active
Trading in the security has commenced or security has been re-activated after a suspension in trading.MANDTrading Status: Active
*Trading Status: SuspendedTrading in the security has been suspended.MANDTrading Status: Suspended
*Trading Status: DelistedSecurity is no longer able to comply with the listing requirements of a stock exchange and is removed from official board quotation.MANDTrading Status: Delisted

Change of Elements

Decrease in value

A reduction in the nominal value of a share or in the value of the assets of the fund. The number of shares/units outstanding remains unchanged.DECRDecrease in value

Change of Elements

Increase in value

Increase in the nominal value of an individual security. The number of securities outstanding remains unchanged.INCRincrease in value
Change of ElementsInformation about a change further described in the details of the corporate act.CHANChange

*It concerns the provision of information to participants regarding changes in securities trading activity.

 

Change of fixed assets

The change of fixed assets is handled as follows: 

  1. Request for change in nominal value or company’s name
  2. Corporate action registered on the DSS
  3. ISO15022 message sent to Participants
  4. Security nominal value and Issuer’s new capital are updated 

Support of TENs and Greek Treasury Bonds

The servicing of the allotment of the Hellenic Republic's TENs and treasury bills is as follows:
  1. Registration using ISIN B
  2. Public Debt Management Agency (PDMA) announces the offering of fixed income securities to individuals via public registration on any Bank or Financial company for a period of three days, and sets the maximum sum of participation
  3. ATHEXCSD inputs the security to be issued (ISIN B) and registers a corporate action titled “Listing of New Government Bonds”, so as to receive the allocation records of Participants, who are Entities of the Bank of Greece
  4. During the offer period, Participants upload the allocation files onto the DSS
  5. ATHEXCSD notifies the PDMA and the Bank of Greece
  6. On the settlement date, ATHEXCSD deposits the securities into investors’ accounts on the DSS 

 

Foreign securities

Considering foreign securities, and particularly dual listed securities, ATHEXCSD provides support to all corporate actions that result in the distribution of money or securities (dividends, capital repayments, reinvestments, splits/ reverse splits, mergers and others).

ATHEXCSD handles the execution of corporate actions carried out for dual listed securities that are registered with the DSS on the record date.

ATHEXCSD is informed by its Providers on a regular basis, both regarding new corporate actions, and adjustments to corporate actions under processing. ATHEXCSD also processes the relevant information and, where necessary, enriches or cross-references with other sources of information. Subsequently, the information is forwarded to Participants who have signed up to the Foreign Securities services.

Depending on the corporate action, investors’ preferences are collected via their Participants regarding the options of corporate actions. Subsequently, these preferences are forwarded to ATHEXCSD Providers for implementation.

Handling of corporate actions is divided into two stages: 

  • The Provider implements the corporate action in the collective securities account held by ATHEXCSD in the Foreign Market
  • Subsequently, ATHEXCSD implements the corporate action in: 
    • The cash settlement accounts of investors’ Participants (in case of cash distributions) 
    • In the investors’ securities accounts in the DSS (in case of changes in securities balances)

Please note that ATHEXCSD will only conduct a distribution of proceeds (in cash or securities) that arise from a corporate action only upon receiving the respective payment into its accounts with the Provider. 

 

Tax Return

ATHEXCSD offers two options for the refund of withheld tax on dual listed cash distributions. These options are applicable to the Belgian market: 

  • Using a Paying Agent
    • Eligible investors collect and send the required documents to the Paying Bank within eight calendar days from the date of payment of the cash dividend
    • The Issuer, along with the Paying Bank, verifies the documents and conducts any additional cash payments that directly correspond to the requested tax refund sum 
    • The above-mentioned process does not directly involve the Belgian tax authorities, meaning the tax refund may be completed relatively quickly
  • Using the Belgian Tax Authorities
    • Eligible investors collect and send the required documents to the Belgian tax authorities within five years from the 1st of January of the year of the cash dividend. 
    • This option is characterized by delays, since it may take between twelve and eighteen months for the Belgian tax authorities to process the request and reimburse the tax.

For more information, click here.

After selecting the legal form of the beneficiary, click on ‘International’, and then ‘Reimbursement of the Withholding'.