Moscow, June 11, 2004, - CentreTelecom (RTS: ESMO, ESMOP; OTC: CRMUY), one of the country’s biggest fixed-line operators, held an annual shareholders meeting.
The shareholders tackled 10 items on the agenda.
The AGM approved the annual report and financials, including the company’s profit and loss statement and its 2003 policy for distribution of earnings and losses.
Shareholders have set the amounts and timeframe for dividend payout. Rub 0.124867 will be paid out in cash per common share before December 31, 2004and Rub 0.285662 in cash per preferred share before August 10, 2004.
A new board of directors was elected. Eleven seats on the Board were assigned to:
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1 |
Ruben Andronikovich Aramyan |
-general director of CentreTelecom |
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2 |
Stanislav Petrosovich Avdiants |
- executive director and head of the economic and tariff policy department at Svyazinvest |
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3 |
Boris Dmitrievich Antonyuk |
- as first deputy Communications Minister |
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4 |
Vadim Evgenievich Belov |
- deputy general director of Svyazinvest |
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5 |
Alexander Pavlovich Gribov |
- deputy head of the department at the Russian Federal Property Fund |
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6 |
Alexander Vyacheslav Ikonnikov |
- executive director of the Association of Investors Protection |
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7 |
Oksana Valerievna Petrova |
- deputy head of the corporate governance department at Svyazinvest |
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8 |
Elena Vladimirovna Umnova |
- director of the finance department of Svyazinvest |
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9 |
GrigoryMoiseevich Finger |
- executive director of the Moscowrepresentative office of "NCH Advisors., Inc." |
|
10 |
Evgeny Valerievich Yurchenko |
- deputy general director at Svyazinvest |
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11 |
Valery Nikolaevich Yashin |
-general director of Svyazinvest |
Valery Nikolaevich Yashin, general director of Svyazinvest, was appointed board chairman, with Ruben Andronikovich Amaryan as deputy board chairman.
The AGM elected the 7-member audit committee, including:
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1. |
Konstantin Vladimirovich Belyaev |
- chief accountant of Svyazinvest |
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2. |
Lyudmila Vasilievna Buryanova |
– first deputy chief accountant – director of the tax, corporate accounting and reporting department in CentreTelecom |
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3. |
Natalia Victorovna Ermolaeva |
- head of the economic and tariff policy department at Svyazinvest |
|
4. |
Alexander Vladimirovich Kachurin |
- head of the finance department with Svyazinvest |
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5. |
Alexei Evgenievich Kopiev |
- lead specialist of the internal audit department at Svyazinvest |
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6. |
Irina Victorovna Prokofieva |
- director of the internal audit department at Svyazinvest |
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7. |
Kirill Victorovich Frolov |
- deputy director of the internal audit department – department head at Svyazinvest |
The international audit firm Ernst & Young Vnesgaudit was approved as the Company’s auditor for 2004.
In addition, a decision was made to increase the charter capital at CentreTelecom by raising the nominal value of common shares to Rub 3.0 each from the current Rub 0.3, of A preferred shares to Rub 3.0 each from prior Rub 0.3, through the Company’s additional capital and reevaluating fixed assets at 5,680,799,068.50 rubles (five billion six hundred and eighty million seven hundred and ninety-nine thousand and sixty-eight rubles and fifty kopecks). The shares will be swapped for equity units with a nominal value higher than earlier placed issues of the same category (type).
The annual shareholders meeting decided to amend and supplement the Company’s charter, Rules on the Board of Directors, executive board and auditing committee of the Company.
The participants approved the rates (interests) for the calculation of annual remuneration of board members. Theyareasfollows:
0.11% of EBITDA ratio under IAS financial statements for 2004;
- 0.25% of the Company’s net profit earmarked for 2004 dividend payouts.
CentreTelecom is a leading fixed-line telecom operator, which provides mobile telecom services in the Central Federal District, the most densely populated region of Russia, which is home to roughly 20% of Russia’s total population.
CentreTelecom provides the full range of telecom services, including fixed-line, Internet access, IP-telephony, data transmission, radio and cable television, line and VHF broadcasting. The company continues to develop fiber-optic and SDN networks, as well as advanced radio access systems.
The company’s shares are traded on the RTS (ticker: ESMO, ESMOP), MICEX (CTEL, CTELP) and the company has launched a level-1 ADR program for its common stocks (CRMUY).
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