Report of Foreign Issuer (6-k)
December 28 2017 - 4:46PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
6-K
REPORT OF A FOREIGN ISSUER
PURSUANT TO RULE
13A-16
OR
15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For December 28, 2017
QIWI plc
Kennedy 12,
Kennedy
Business Centre, 2nd Floor,
P.C. 1087, Nicosia, Cyprus
(Address of principal executive offices)
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form
20-F
or Form
40-F.
Form
20-F ☒ Form
40-F ☐
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule
12g3-2(b)
under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule
12g3-2(b):
THIS REPORT ON FORM
6-K
IS INCORPORATED BY REFERENCE IN THE
REGISTRATION STATEMENT ON FORM
S-8
(FILE NO.
333-190918)
OF QIWI PLC AND IN THE OUTSTANDING PROSPECTUS CONTAINED IN SUCH REGISTRATION STATEMENT.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
QIWI plc (QIWI or the Company) hereby furnishes to the United States Securities and Exchange Commission, the following information
concerning the matters voted upon at the Extraordinary General Meeting (EGM) of the Company held on December 27, 2017.
The matters to be
voted upon were notified to the shareholders of record on the record date and to all registered holders of QIWIs American Depositary Shares (ADSs) in accordance with the Deposit Agreement. The total number of Class A shares
eligible to vote at the EGM was 14,398,871, with a total of 143,988,710 voting rights; the total number of Class B shares was 46,460,847, with a total of 46,460,847 voting rights. Each Class A share carries ten votes and each Class B
share carries one vote.
The following is a brief description of the matters voted upon at the EGM of the Company held on December 27, 2017:
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Approval of a total amount of shares to be reserved for issuance under the 2017 Employee Stock Option Plan;
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Approval of the 2017 Employee Stock Option Plan; and
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Approval of the disapplication of shareholders
pre-emption
rights.
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Regarding the approval of a total amount of shares to be reserved for issuance under the 2017 Employee Stock Option Plan the final voting results were as
follows:
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Brief description of the matter put to vote
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Votes for
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Votes Against
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Abstained
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To approve a total amount of shares to be reserved for issuance under the 2017 Employee Stock
Option Plan
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141,810,147
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2,623,781
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43,582
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Regarding the approval of the 2017 Employee Stock Option Plan the final voting results were as follows:
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Brief description of the matter put to vote
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Votes for
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Votes Against
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Abstained
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To approve the 2017 Employee Stock Option Plan
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141,819,085
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2,615,459
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42,966
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According to section 59A(1)(a) of the Companies Law. Cap. 113, separate voting for each class of shares shall take place prior
to the voting of the General Meeting regarding the approval of the disapplication of shareholders
pre-emption
rights.
Regarding the approval of the disapplication of shareholders
pre-emption
rights the final voting results in
Class A were as follows:
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Brief description of the matter put to vote
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Votes for
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Votes Against
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Abstained
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To approve the disapplication of shareholders
pre-emption
rights
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138,334,170
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0
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0
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Regarding the approval of the disapplication of shareholders
pre-emption
rights the
final voting results in Class B were as follows:
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Brief description of the matter put to vote
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Votes for
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Votes Against
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Abstained
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To approve the disapplication of shareholders
pre-emption
rights
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1,529,468
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4,561,804
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52,068
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Since the Class B shareholders voted against the approval of the disapplication of shareholders
pre-emption
rights, the General Meeting voting in respect of the approval of the disapplication of shareholders
pre-emption
rights was not conducted.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly organized.
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QIWI PLC (Registrant)
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Date: December 28, 2017
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By:
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/s/ Alexander Karavaev
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Alexander Karavaev
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Chief Financial Officer
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