You can view and access the annual reports under the Shareholder Centre section of  the Bank’s website, www.nbdominica.com. Alternatively, you can collect a hard copy of the annual report at any branch of the Bank. Hard copies of annual reports are sent to all shareholders who have not selected to receive annual report electronically at their last known address.

NBD complies with the Electronic Transaction Act No.19 of 2013. If you wish to receive your annual reports and other meeting material electronically, you may complete and notarise the Shareholder Communication Preference Form, which can be found on NBD’s website and mail the completed form to:
Corporate Secretary
National Bank of Dominica Ltd.
64 Hillsborough Street
Roseau, Dominica.

Alternatively, you can complete and execute the preference form in the presence of the Corporate Secretary or any other Bank representative.

You are encouraged to select this option to receive all shareholders’ communications from NBD via email. Electronic shareholder communication offers considerable benefits for both shareholders and NBD – shareholders will receive prompt information via convenient and secure electronic delivery, documents will not get delayed or lost in the post or read by others – NBD will realise cost savings while engaging in environmentally friendly practices. Examples of company information that can be sent to you electronically include annual reports, notices of Annual General Meetings (AGM) and shareholders fora/trainings, financial statements and shareholder education circulars.

a. Any shareholder claiming interest in an unclaimed dividend, which has already been paid to the Eastern Caribbean Central Bank, may prior to the expiration of fifteen years from the date the payment was made to ECCB, file a claim supported by evidence to the Bank (NBD) to recover the abandoned property (unclaimed dividend). The claim must be signed by the claimant, duly notarized and supported by affidavit evidence.

b. Once the claim is filed, the Bank (NBD) will review and verify the shareholders’ right to the unclaimed dividend.

c. Thereafter, the Bank (NBD) will submit the claim and supporting documents to ECCB to verify the authenticity of the claim.

d. Once ECCB has verified the claim, the payment will be made to the Bank (NBD) to provide to the shareholder.

e. Unclaimed dividend paid to ECCB will be vested in the state (Dominica) fifteen years from the date in which the unclaimed dividend has been paid to ECCB. After the fifteen (15) years no shareholder will be allowed to make a claim against ECCB or the state (Dominica) for the unclaimed dividend.

f. If a shareholder is not satisfied with a decision taken by ECCB or Minister, the shareholder may commence an action in the High Court

You should contact the Office of the Corporate Secretary [email protected] to enquire about your package.

You will receive written notice prior to the AGM or special meeting. You will be provided with details of any shareholder events through the media and under the Shareholder Centre on the Bank’s website.

If you cannot attend the annual general meeting or general meeting, you can appoint a proxy to attend. Your proxy can attend, participate, vote on your behalf and bring your concerns to the Board of Directors. Before the meeting, you will need to complete and notarise the Proxy form and return the completed form to the attention of the Corporate Secretary by mail or depositing it at any branch of the Bank two (2) days before the scheduled meeting.

The proxy form is included in your annual general meeting package along with the meeting Notice. Alternatively, you can download the proxy form from the Bank’s website, complete, notarise and return it to the attention of the Corporate Secretary and/or deposit it at any branch of the Bank.

Once declared by the Board, dividends are paid on the same date the Annual General Meeting is held. To receive a dividend payment, your name must be on the shareholders’ list when the Board passes the resolution to pay dividend (record date).

You can have your dividend paid:

i. directly to your bank account at NBD
ii. to your account at a financial institution of your choice in Dominica
iii. by cheque
iv. by wire transfer (processing fee payable)
v. by cheque in a currency of your choice (processing fee payable)

You are encouraged to have your dividend be paid directly to an account at NBD for the following benefits:

i. your dividend reaches your account on the payment date and you will have access to your dividend for immediate use
ii. it is more secure (cheques could get lost in the post)
iii. no more trips to bank
iv. no delay in delivery of a cheque

Dividend is paid in Eastern Caribbean dollars. You can choose to convert your dividend to another currency but must state so when completing the Registry Account Maintenance https://www.ecseonline.com/documents/forms/registry/ form. Please note that a processing fee will be deducted from each dividend payment before converting it into your chosen currency.

You should contact the Corporate Secretary at email address: [email protected] and request an inquiry be done.

Dividend cheques are valid for six months from the date of issue.   If your cheque is out of date, you must contact and return the cheque to the Corporate Secretary to have it reissued.

If you have already informed the Bank that the payment is missing or outstanding and a cheque was re-issued for the amount, the original cheque is now invalid as the Bank would have placed a “stop order” on the cheque. You should destroy the original cheque.

If you have not reported the cheque as missing or outstanding and it is still within the expiry period of six months, then you should take the cheque to your bank of choice to cash.

Unclaimed dividends accumulate, but they do not earn interest. After  fifteen (15) years you will no longer be entitled to claim them. If you have not collected your dividend payment after 15 years you will be notified, and your name and address will be published in various media. If no claim is made within thirty (30) days from the date of this notice, such unclaimed dividends will be paid to the Eastern Caribbean Central Bank (ECCB).  Therefore, you are encouraged to select an account at the Bank to credit your dividend.

You need to consult and speak to your financial advisor.

You are entitled to dividends once declared, to attend, participate and vote at the annual general meetings of shareholders or other special meetings, to appoint a proxy, to receive financial information or other information on the company including annual report, to elect directors to the board of directors and to elect external auditors.

NBD is not a publicly traded company, therefore the price per share is determined between the buyer and seller.

You should refer to your annual shareholding statements sent by ECSE. Alternatively, you can contact the Office of the Corporate Secretary to get that information.

You should contact the Office of the Corporate Secretary to make an appointment to view the shareholders’ list.

NBD’s shares/securities are not listed on the Eastern Caribbean Security Exchange.

NBD does not charge fees to shareholders. You only pay processing fees to ESCE in relation to share transactions.

To change your personal information, you should fill out the Registry Account Maintenance form https://www.ecseonline.com/documents/forms/registry/ and provide a government-issued photo ID(s) for verification. In the Eastern Caribbean Currency Union ECCU member countries, the documents must be witnessed by the following: Principal or Representative of a Broker-Dealer, Notary Public/Notary Royal, Justice of the Peace, Lawyer, Minister of Religion, Medical Practitioner, Bank Manager, Corporate Secretary, Senior Government Official or Member of Parliament. In non-ECCU countries, a notary public must witness the documents.

To donate your shares to a family member, registry charity or any company of your choice, you must complete the Donation Transfer form https://www.ecseonline.com/documents/forms/registry/ and submit it along with:

1. evidence of family relationship documents for the registered Charity or company of your choice.
2. a copy of a government-issued picture ID(s) of the shareholder(s) and donee(s)
3. a bank draft of XCD$20.00 in the name of Eastern Caribbean Central Securities Registry Ltd for processing at ECCSR.

All documents must be notarised before they are submitted to the Corporate Secretary for processing.

If the shares were held only in the name of the deceased shareholder, the executor/executrix or administrator will need to complete the Death Registration Request form https://www.ecseonline.com/documents/forms/registry/   and submit the following:

• Grant of Probate/a copy of the Will (if there is a Will)
• Letters of Administration (if there is no Will)

• death certificate of the deceased

• government- issued picture ID(s) of the beneficiary(ies), executor/executrix or administrator(s)
• a bank draft of XCD$20.00 in the name of Eastern Caribbean Central Securities Registry Ltd for processing at ECCSR.

Notes

• if the beneficiary is a minor, a notarised letter designating the minor’s custodian must also be sent to the bank.

• the Transfer on Death Registration Request form must be signed by both the Administrator(s)/ Executor(s)/Executrix (es) and Beneficiary (ies).

If the shares were held in joint names, the surviving shareholder will need to complete the Notice of Death of Joint Holder of Securities form and submit the following to remove the deceased name:

• a copy of government -issued picture ID of the surviving shareholder.
• a copy of the death certificate of the deceased

All documents must be notarised before they are submitted to the Corporate Secretary for processing.

You can sell all or a portion of your shares by private transfer. NBD is not a publicly traded; therefore, shares are presently traded between private individuals or companies who negotiate the terms and conditions of the sale and purchase of shares.

Sale involving Individuals.
For sale of shares between individuals, existing shareholders must complete the Private Transfer form and submit the along with:

• Submit copies of the existing and new shareholder(s) government- issued picture IDs.
• Submit a bank draft for processing at ECCSR (see below fee structure based on the number of shares to be transferred.

Selling Institution
Institutional shareholders must complete the Private Transfer form and submit along with:

• the name(s) and signature(s) of the authorized officer or officers of the company, typically in the form of a company Board resolution.
• A certified copy of the individual(s)/Officer(s) government- issued picture ID(s)
• A copy of the Company’s By-Laws or resolution of the Board of Directors authorizing the transfer and naming the persons and their official positions authorized to make the transfer on behalf of the Company.
• A manager’s cheque representing the processing fees for the transfer and made out to the Eastern Caribbean Securities Registry Ltd
• Affix the seal of the Company to the Transfer form, and if no seal exists include a letter on the Company’s letterhead which states that no seal exists.
• The completed Transfer Form must be stamped or certified by the Inland Revenue Department.

Buying Institution
Institutional shareholders must complete the Private Transfer form and submit along with:

• Certificate of the Company’s Incorporation
• Articles of Incorporation and or Certificate of Continuity
• Certificate of Incumbency/Notice of the Directors of the Company; certified by the Companies’ Registry in Dominica and naming the current directors of the Company.
• The company’s authorised officer(s) name and signature(s) on the company’s letterhead
• A manager’s cheque representing the processing fees for the transfer and made out to the Eastern Caribbean Securities Registry Ltd
• Affix the seal of the Company to the Transfer form, and if no seal exists include a letter on the Company’s letterhead which states that no seal exists.

The fees payable for the Private Transfer are:

The documents must be notarised or signed by a licensed Principal.

Please click on the link below to obtain the relevant forms from the Bank’s Registrar, Eastern Caribbean Security Exchange:
https://www.ecseonline.com/documents/forms/registry/

You can add or remove an individual to or from your shareholding account. To do so, you need to complete and submit the Application for Addition/Removal of Securities holder(s) form  https://www.ecseonline.com/documents/forms/registry/ and:

• delete the word ‘Addition/ Removal’ in the Title of the Form depending on the circumstance.
• submit a copy of a government-issued picture ID(s) of the individual (s) to be added or removed and the existing shareholder(s)
• submit a bank draft of XCD25.00 in the name of Eastern Caribbean Central Securities Registry Ltd for each addition or removal for processing at ECCSR.
• The form must be signed by both the existing shareholder(s) and shareholder(s) to be added.
• A Registry Account Maintenance form must be completed and submitted by each holder to be added to the account.

In the Eastern Caribbean Currency Union ECCU member countries, the documents must be witnessed by the following: Principal or Representative of a Broker-Dealer, Notary Public/Notary Royal, Justice of the Peace, Lawyer, Minister of Religion, Medical Practitioner, Bank Manager, Corporate Secretary, Senior Government Official or Member of Parliament. For non-ECCU countries, a Notary Public must witness the documents.

If you have changed your name, then you will need to complete the Registry Account Maintenance form and submit it along with:

1. supporting documentation or evidence of name change such as the marriage certificate, change of name deed or deed poll, birth certificate or divorce decree in the original form or notarised.
2. a copy of a government-issued picture ID of the shareholder. This ID must be notarised by an Attorney or certified by the Company Secretary or senior official of the Bank.

In the Eastern Caribbean Currency Union ECCU member countries, the documents must be witnessed by the following: Principal or Representative of a Broker-Dealer, Notary Public/Notary Royal, Justice of the Peace, Lawyer, Minister of Religion, Medical Practitioner, Bank Manager, Corporate Secretary, Senior Government Official or Member of Parliament. For non-ECCU countries, a Notary Public must witness the documents.

If you have several single shareholding accounts and you wish to consolidate/combine these into one single account, you need to complete and submit the Consolidation of ECCSD Account Numbers form https://www.ecseonline.com/documents/forms/registry/  with a copy of a government-issued picture ID of the shareholder.

The form should be notarised and submitted with a notarised copy of a government-issued picture ID(s) of the shareholder.

You will not be able to advertise your shares in the media. To advertise your NBD shares for sale in the media, you must hold a license by the Eastern Caribbean Securities Regulatory Commission (Commission) or must be authorised by the Commission to do so. If you wish to advertise your shares you must contact a licensed broker to assist you with the sale.

For shareholders’ queries, you should contact the Corporate Secretary at email address:  [email protected] or direct extension: 767-255-2320.

You can find your registry account number on your annual statement sent by ECSE.  This is an 18-digit unique code. Alternatively, you can contact the Corporate Secretary to get that information.

The Bank no longer issue share certificate. Eastern Caribbean Security Exchange (ECSE), the company that maintains the Bank’s shareholding accounts sends annual statements to all shareholders.

The Bank’s share register is managed and maintained by Eastern Caribbean Security Exchange (ECSE).  ECSE contact details are:

Address: Bird Rock, Basseterre, St. Kitts
Phone: 1-869-466-7192
Email: [email protected]
Website: www.ecseonline.com

ECSE is the Bank’s Registrar. This company is responsible for maintaining and keeping the shareholding accounts up to date. This company is located in Basseterre, St. Kitts.  More information on the ECSE can be obtained on their website, https://www.ecseonline.com/.