June
26, 2014 in Moscow, the Annual General Meeting of Shareholders of
IDGC of Centre was held. The meeting was held by personal attendance
chaired by Oleg Y. Isaev – General Director of the Company.
Reports to shareholders on the agenda items were given by General
Director of IDGC of Centre Oleg Isaev, Deputy General Director for
Economy and Finance of IDGC of Centre Sergey Rumyantsev, and Deputy
General Director for Corporate Governance Yury Minchenko.
During his speech Oleg Isaev underlined: "Summing up 2013, we
can say that the performance of IDGC of Centre in the reporting year
fully corresponds to the set strategic objectives. In 2013 the
Company continued to increase its production capacity, and operating
results also showed growth: "joint operation" net supply
increased by 0.2 % compared to 2012, the loss of electricity
decreased from 9.53 to 9.16 % in 2013. Revenue of the Company grew by
33.9 % and amounted to 92.9 billion rubles. Sales profit increased by
22.3 % to 11.5 billion rubles, and net profit for 2013 amounted to
293 million rubles. During the reporting period all key performance
indicators of the Company, approved by the Board of Directors for
2013, were fully implemented."
At the meeting the Company’s shareholders participated in the
discussion and voting on eight items of the agenda:
1. Approval of the annual report, annual accounting statements, as
well as the distribution of profit (including payment of dividends)
and losses of the Company following the results of fiscal year 2013.
2. Election of members of the Board of Directors of the Company.
3. Election of members of the Audit Commission of the Company.
4. Approval of the Company's Auditor.
5. Approval of the Articles of Association of the Company in a new
edition.
6. Approval of the internal document of the Company: the
Regulations on the procedure for preparation and holding of general
meeting of shareholders of the Company in a new edition.
7. Approval of the internal document of the Company: the
Regulations on the Audit Commission of the Company in a new edition.
8. Approval of the liability insurance contract of directors and
officers of the Company, which is a related party transaction.
The shareholders approved the annual report and annual accounting
statements of the Company for 2013.
Under the meeting decision, 25 %, or 75 992 thousand rubles out of
292 898 thousand rubles of the net profit, received following the
results of 2013, will be paid as dividends, and 216 906 thousand
rubles will be allocated for the Company’s development.
It was decided to pay dividend per ordinary share of the Company
following the results of 2013 in the amount of 0.0018 rubles in cash.
The dividend payment period to a nominal holder and a beneficial
owner being a professional securities market participant is no more
than 10 working days, to other registered shareholders - 25 working
days from the record date of the list of persons entitled to receive
dividends.
The record date of the list of persons entitled to receive
dividends – 14 July 2014.
Ernst & Young LLC was approved as the Company's Auditor for
2014.
The General Meeting of Shareholders elected new members of the
Board of Directors of the Company, including:
1. Oxana Vladimirovna Shatokhina - Deputy General Director for
Economy of JSC «Russian Grids»;
2. Maria Valeryevna Lazareva - Director of Expert-Analytical
Department of JSC «Russian Grids»;
3. Yury Nikolayevich Mangarov - Adviser of JSC «Russian Grids»;
4. Oleg Yuryevich Isaev - General Director of IDGC of Centre, JSC;
5. Vladimir Vladimirovich Sofyin - Director of Technology
Development and Innovation Department of JSC «Russian Grids»;
6. Maxim Mikhailovich Saukh - Head of Corporate Governance Office
of Corporate Governance and Interaction with Shareholders and
Investors Department of JSC «Russian Grids»;
7. Pavel Nikolayevich Snikkars - Director of Electric Power
Industry Development Department of the Russian Ministry of Energy;
8. Natalia Ilyinichna Erpsher - Head of Organizational Development
Office of Personnel Policy and Organizational Development Department
of JSC «Russian Grids»;
9. Alexander Markovich Branis - Prosperity Capital Management
(Russian Federation) Ltd., Director;
10. Roman Alexeyevich Filkin - Representative Office of Prosperity
Capital Management (Russian Federation) Ltd., Co-Director, power
engineering, machine building;
11. Denis Viktorovich Kulikov - Nonprofit organization Association
for Protection of rights of investors, Executive Director.
The following new members of the Audit Commission of the Company
were elected:
1. Marina Alexeyevna Lelekova - Director of Internal Audit and
Control Department of JSC «Russian Grids»;
2. Elena Polikarpovna Kuznetsova - Head of Corporate Audit Section
of Internal Audit Office of Internal Audit and Control Department of
JSC «Russian Grids»;
3. Elena Yuryevna Guseva - Leading Expert of Internal Audit Office
of Internal Audit and Control Department of JSC «Russian Grids»;
4. Sergey Vladimirovich Malyshev - Leading Expert of Internal
Audit Office of Internal Audit and Control Department of JSC «Russian
Grids»;
5. Sergey Ivanovich Ochikov - Leading Expert of Internal Audit
Office of Internal Audit and Control Department of JSC «Russian
Grids».
The General Meeting of Shareholders approved the Articles of
Association of the Company in a new edition, as well as new editions
of the internal documents of the Company: the Regulations on the
procedure for preparation and holding of General Meeting of
Shareholders of the Company, and the Regulations on the Audit
Commission of the Company.
The decision was not taken regarding the item on the approval of
the liability insurance contract of directors and officers of the
Company, which is a related party transaction.
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