Integrated solutions for corporates

Transcription

1 Integrated solutions for corporates

2 Integrated solutions for corporates Managing your corporate restructuring, share register and bond issuance in an increasingly global environment requires skill and expertise. With over 30 years experience and our unrivalled understanding of the local markets, we understand the challenges you face. We work in partnership with you to provide innovative solutions across the globe. And as a major service provider to your investors you can equally draw on our understanding of their needs, concerns and challenges. Ensuring your corporate pension funds and foreign investment portfolios are held with a safe provider you can trust is also of key importance. As one of the highest credit-rated securities providers in the world operating under European regulations which provide for the highest level of client asset protection your portfolios couldn t be in safer hands. Meeting all your requirements Our primary focus is to help you achieve lasting success with all aspects of your major corporate undertakings across the globe. We achieve this through our global reach and value-added solutions. With a global network for holding assets in over 100 markets, and a workforce of 7,758 s within securities spread across 34 markets, we can meet all your requirements, globally. When you need to change your company s capital or debt structure through dual listing, a stock split or debt exchange our specialists are on hand. We streamline your corporate action by supporting the whole process from inception through to closing. We also provide online tools and full support to manage your registrar, share plans, dividends and annual general meetings effectively and accurately, in your language. Global coordination and reach, local expertise 177 Americas 6473 Europe 631 Asia Network of securities offices 477 Oceania 2

3 Who do we work with? Any corporate undertaking requires precise coordination of all stakeholders. Acting as central coordinator to optimise the efficiency and success of your operations, our dedicated teams liaise directly with all stakeholders: Advising banks Law firms Lead managers and bookrunners International private equity firms Consulting firms Broker-dealers Listing sponsor Stock exchanges Market regulators A committed provider You need to be confident not only in your provider s ability, but also their stability and commitment. BNP Paribas Securities Services is a wholly-owned subsidiary of BNP Paribas, one of the world s strongest and largest international banking corporations. Our continued expansion into new markets and investment in technology stems from our commitment to the securities business. Long-term relationships Building long-term relationships, ensuring real understanding and forming true partnerships are the critical factors in our success. We listen to our clients to deliver solutions customised to their precise needs. Central Securities Depositories (CSDs) Protecting your company s image We understand how vital the success of the equity and bond operations is for your company s image and reputation. With direct connectivity to the CSDs and stock exchanges and by using our own worldwide network, we mitigate any potential risks by keeping full control over transaction processing. Delivering expertise and innovative solutions to help our clients overcome the challenges of a changing world 3

4 Integrated solutions to meet all your requirements Capital increases AGM management Dual/multi-market listings IPOs Dividend payments Global share plan management Mergers Stock splits Sponsor bank for listings Shareholder and Online voting Registrar Shareholder identification Transfer agent for ADRs and NY shares Roles: Account bank Paying/conversion/ escrow/facility agent Bond issuance Across the globe in 100+ markets Cash transfers Instruments: Commercial paper bonds Multi-currency management Proxy voting MTN programmes Securitisations Providing award-winning solutions to help reinforce your company s professional image with your investors and s across the globe 4

5 Shareholder and Managing your corporate isbond suance Optimise the success of your corporate action The world of corporate is increasingly complex with cross-border implications resulting in multiple challenges. Our dedicated international technical advisory task force create innovative solutions for structuring, centralising and closing corporate, regardless of their complexity or the number of jurisdictions. Use our expertise Drawing on the longstanding experience of our teams based in each market, our task force: Provide consolidated expertise on single and multi market trans, including duallistings in Hong Kong Advise on the optimal technical structure to achieve the objectives of the deal Implement a tailor-made solution Compile and execute the technical and legal timetable Centralise cash and securities flows Relay information from the central securities depositories and financial intermediaries to the final investors Process the cash and securities settlement instructions With full backing of our local operations and legal experts across 24 markets, our task force streamline the process from inception through to a successful closing. Proven execution Over 150 corporate managed in 2011 Mandatory Innovative solutions Stock Delisting Squeeze-out split Capital increase Merger Spin-off International Technical Advisory offer Exchange IPOs Mandatory with option(s) offer Standing purchase offer Reverse stock split Optional dividend Partial privatisation Public Multi-jurisdictional expertise Voluntary 5

6 Shareholder and Shareholder and isbond suance We provide a full range of to manage your shareholders and share plans, including Long-term Investment Plans (LTIPs). Our multilingual website Planetshares equips you and your HR teams across the globe with online tools to manage your shareholder register and global compensation and benefits plans effectively. With ecommunication tools and simple online subscription to corporate events, shareholders and s wherever they are based can be involved in corporate life. Our share plan solutions have gained industry recognition with most creative and innovative global design awards from the Global Equity Organistion (GEO) in 2011 and Be compliant With efficient, powerful and accurate reporting tools providing country-specific tax information, Planetshares is indispensable to comply with strict international accounting standards and local tax regulations. You can rely on our up-to-date regulatory expertise our local presence means we are quick to react to new regulations and take the necessary steps to help you conform. Reach, involve and connect with your s and shareholders across the globe Over 1.2 million shareholders and s managed* 6

7 Shareholder and Planetshares isbond suance A modular webtool to meet the varying needs of our clients Planetshares comprises five modules specifically created for you, your s and your company s public shareholders, wherever they are based across the globe. For your s and public shareholders By logging into their personal section of the My Plans, My Shares or My Subscriptions module, your s or shareholders can: View their portfolio Sell their shares and view past trans Sign-up to receive paperless statements and confirmations Participate online in corporate events Your s can also: Access share plan information Review and subscribe to new share plan offers online Exercise their stock options For human resources The My Tools module delivers interactive real time tools to: View key information and perform operations to manage s share plans Maintain a high level of confidentiality via a secure system of access rights For your reporting needs Use the My Reports module to produce all your financial, accounting and statistics reports related to your s and shareholders. Key features include: Creating and running customised reports Scheduling automatically run reports at a specified time Assign, suspend and withdraw rights on your s share accounts Help to meet fiscal obligations by tracking s mobility Over 1,000 share plans administered* 7

8 Managing your annual general meeting and dividend payments isbond suance Shareholder and Your annual general meeting (AGM) is the biggest event in any corporate calendar. Summoning shareholders and managing the voting process is a costly and complex exercise. Throughout the process, your company is on show to your most valuable external stakeholders your shareholders. So you need to ensure it is carried out professionally, with accuracy and within the strict deadlines. And in order to reach the quorum, it must be easy for your shareholders to participate. We understand the importance of these criteria. As one of the sector s major players successfully managing over 300 AGMs each year, you can trust our expertise. E-volutionising AGM management In 2009 we introduced online e-convening notices for AGM participation through our Planetshares webtool. Following step-by-step instructions, shareholders can vote online and receive electronic links to documentation. E-convening facilitates and increases shareholder participation especially with the increasingly global spread of shareholders. It also eliminates human error, and significantly reduces the environmental and processing costs associated with paper forms. For complete AGM management we also provide: Logistics support Instant results display at the venue In-session electronic voting system for casting and processing votes real time Dividend payments We propose a full dividend payment service for interim and final cash dividends: We schedule the events and payments We inform shareholders of the upcoming event directly or through the local CSD We collect instructions (for optional dividends) We calculate the total proceeds at record-date We distribute the dividend to all shareholders directly or through the local CSD 1,462 dividends and 305 AGMs managed in

9 Shareholder and Bond issuance isbond suance Full suite of solutions for your capital markets activity s are looking increasingly to the capital markets for funding as a result of the new banking regulations. You can trust our expertise to support all your bond issuance requirements across the debt capital markets: We deliver solutions to support all types of debt instruments including corporate bonds, Medium-term Notes (MTNs) and commercial paper, and tailor them to meet your precise needs We have provided in structured finance across Europe since the market s inception We share our vast experience working on all types of trans supporting a wide variety of underlying assets across Europe, the international markets and in Hong Kong We can efficiently and accurately manage your complex day-to-day trans through our direct execution capabilities with the international and domestic depositories and exchanges We simplify and harmonise processes regardless of the complexity and number of jurisdictions involved by liaising with the depositories and regulators on your behalf Online bond subscriptions Connect directly with investors for your bond issuances by proposing online subscriptions. Using our intuitive Planetshares webtool, investors follow a simple four-step process and can pay by credit card or bank transfer. Over USD 1 trillion in outstanding debt administered* 2012 SCI European Trust Survey Winner and Best Overall Service Provider Highest rated for RMBS and CLOs 9

10 Shareholder and isbond suance With a global network covering over 100 markets including 25 proprietary markets, we offer a unique and tailored approach to holding foreign assets (referred to as global custody ). Our dedicated team of experts rigorously monitor local market practices worldwide to provide you with timely and accurate information. As one of the world s safest banks and highest credit-rated securities providers, operating under European regulations which provide for the highest level of client asset protection are in safe hands. Our award-winning global custody solution comprises: Custody of your local and foreign assets: treasury shares, foreign investment portfolios and corporate pension funds Cash transfers and multi-currency management Transfer of securities in foreign countries Collection of dividends, coupons and processing of tax Efficient proxy voting in foreign jurisdictions Flexible online reporting Full segregation of from ours SAS 70 certified Global Finance. World s Best Sub- Custodian Awards 2011 Best sub-custodian Western Europe Best sub-custodian Belgium, France, Luxembourg and Netherlands Global Investor. Global Custody Survey 2011 A global ranking Top 5 rating in eight among ten categories USD 6.4 trillion assets under custody (30/06/12) 10

11 Why consider us? Safety of a major European and global player: You can rely on the proven security and stability of one of the strongest global banks independently recognised by global regulatory authorities as a global SIFI 1 Up to speed and ready for change: We lead the market in regulatory engagement with the European Commission and international regulators Expertise: We provide direct access to our experts in the local markets delivering unrivalled know-how, performance levels and operational reliability Innovative and customised solutions: We commit to building the best innovative solutions for our clients who are at the centre of everything we do Industry recognition: Our service excellence is consistently recognised in industry in which we achieve the highest ratings Lasting relationships: We build partnerships with our clients, based on sharing our knowledge and expertise, enabling us to achieve shared objectives 1 Global Systematically Important Financial Institution * All figures in this document unless otherwise stated are as at end

12 Contacts: Belgium Tel: Eastern Europe matthew.grabois@bnpparibas.com Tel: France sophie.i.cardoso@bnpparibas.com Tel: Germany axel.kuenkel@bnpparibas.com Tel: Hong Kong sabrina.noiran@bnpparibas.com Tel: Italy olivia.cattaneo@bnpparibas.com Tel: Mid and South Latin America antonio.e.nascimento@br.bnpparibas.com Tel: Netherlands peter.soesbeek@bnpparibas.com Tel: North Latin America claudia.calderon@co.bnpparibas.com Tel: Portugal alexandre.canadas@bnpparibas.com Tel: Spain silvia.gomez@bnpparibas.com Tel: USA claudine.gallagher@bnpparibas.com Tel: For more information, please visit our website: The information contained within this document ( information ) is believed to be reliable but BNP Paribas Securities Services does not warrant its completeness or accuracy. Opinions and estimates contained herein constitute BNP Paribas Securities Services judgment and are subject to change without notice. BNP Paribas Securities Services and its subsidiaries shall not be liable for any errors, omissions or opinions contained within this document. This material is not intended as an offer or solicitation for the purchase or sale of any financial instrument. For the avoidance of doubt, any information contained within this document will not form an agreement between parties. Additional information is available on request. BNP Paribas Securities Services is incorporated in France as a Partnership Limited by Shares and is authorised and supervised by the ACP (Autorité de Contrôle Prudentiel) and the AMF (Autorité des Marchés Financiers). BNP Paribas Securities Services London branch is subject to limited regulation by the Financial Services Authority for the conduct of its investment business in the United Kingdom and is a member of the London Stock Exchange. BNP Paribas Trust Corporation UK Limited and Investment Fund Services Limited are wholly owned subsidiaries of BNP Paribas Securities Services, incorporated in the UK and are authorised and regulated by the Financial Services Authority. Details on the extent of our regulation by the Financial Services Authority are available from us on request. The described in this document, if offered in the U.S., are offered through BNP Paribas and its subsidiaries and its affiliates. Securities products are offered through BNP Paribas Securities Corp., a subsidiary of BNP Paribas, a broker-dealer registered with the Securities and Exchange Commission and a member of SIPC, the Financial Industry Regulatory Authority, New York Stock Exchange and other principal exchanges. Printed on recycled paper by Edit O verso Designed by the graphics department, corporate communications, BNP Paribas Securities Services October 2012