RCS - PJSC Inter RAO UES - Results of Annual General Shareholders Meeting

INTER RAO Lietuva AB

25/05/2021 16:47

RNS Number : 7861Z

PJSC Inter RAO UES

25 May 2021

 

Results of Annual General Shareholders Meeting of Inter RAO

Moscow, May 25, 2021 - Public Joint Stock Company "Inter RAO UES" ("Inter RAO", "Company", ticker on MOEX: IRAO), the largest diversified utilities holding in Russia, is pleased to announce the results of Annual General Meeting of Shareholders of Inter RAO ("AGM") held on May 25, 2021 in Moscow (Russian Federation).

This year it was held in the form of absentee voting again, and the quorum was present due to digital technology development: each shareholder was able to watch reports of management and the Board of Directors on agenda items (the recording is available on the company's website), get answers to questions live, and vote using a shareholder's account on the websites of the company and the registrar.

In accordance with the decision of PJSC Inter RAO Board of Directors, and to meet the requirements of the Corporate Governance Code approved by the Bank of Russia, and the world's best corporate practices, quasi-treasury shares of PJSC Inter RAO held by JSC Inter RAO Capital were not included in the voting.

AGM considered and adopted the following decisions:

1.  Approve the Annual report of the Company for 2020.

2.  Approve the annual accounting (financial) statements of PJSC Inter RAO for 2020.

3.1. Approve the following distribution of the net profit of PJSC Inter RAO based on the results of the 2020 reporting year in the total amount of

RUB 19,874,955,290:

- RUB 993,747,770 to build up the Reserve Fund

- RUB 18,866,250,000 for dividends;

- RUB 14,957,520 to cover the losses of previous years.

3.2. Allocate the profit of previous periods recovered in 2020 in the amount of RUB 44,204,650 to cover losses of previous years.

3.3 Pay out dividends on ordinary shares of PJSC Inter RAO based on the results of 2020 in the amount of RUB 0.180711206896552 per ordinary share of the Company in monetary form. The amount of dividends accrued per shareholder of PJSC Inter RAO shall be determined with an accuracy of one kopeck. In the calculations, numbers shall be rounded up/down according to the rules of mathematical rounding.

3.4. Set the date of June 7, 2021, as the reference date for determining the persons entitled to receive dividends.

3.5. Pay dividends on or before June 22, 2021, to nominee shareholders and trustees that are participants of the professional securities market included in the register of shareholders and to pay dividends on or before July 13, 2021 to other shareholders included in the register of shareholders.

4. Approve the revised version of the Company's Regulation on the Board of Directors.

5. Pay remuneration to the members of the Board of Directors in the amount, within the term, and in the manner stipulated by the Regulations on the Payment of Remunerations and Compensations to the Members of the Board of Directors of the Company.

 

6. In accordance with the Regulations on the Revision Commission of PJSC Inter RAO, to pay no later than one calendar month upon the adoption of the present resolution the remuneration for the inspection of the financial and economic activities of PJSC Inter RAO carried out following the results of 2020 in the following amount:
- one hundred twenty thousand rubles (RUB 120,000) to each member of the Revision Commission;
- one hundred eighty thousand rubles (RUB 180,000) to the Chairman of the Revision Commission.

7. Elect the Board of Directors of Inter RAO, as follows:

No
Full Name, position, place of work as of the date of nomination.
1. Boris Ayuev, Chairman of the Management Board of JSC SO UES**
2. Andrey Bugrov*, Member of the Management Board, Senior Vice President for Sustainable Development of PJSC Mining and Metallurgical Company Norilsk Nickel
3. Anatoly Gavrilenko, General Director of CJSC Leader
4. Boris Kovalchuk, CEO of PJSC Inter RAO
5. Aleksandr Lokshin*, Member of the Management Board, First Deputy Director General for Operations Management of State Atomic Energy Corporation Rosatom
6. Vladimir Milovidov*, Head of the Department of International Finance of the Moscow State Institute of International Relations, Ministry of Foreign Affairs of Russia
7. Andrey Murov, First Deputy CEO - Executive Director, PJSC Rosseti
8. Ronald (Ron) James Pollett*, Chairperson of GE in Russia and CIS
9. Elena Sapozhnikova*, Partner of Digital Horizon Ventures LLC
10. Igor Sechin, Chairman of the Management Board, Chief Executive Officer of PJSC NK Rosneft
11. Dmitriy Shugaev, Director of the Federal Service for Military and Technical Cooperation


*Complies with the independence criteria in accordance with the resolution of the Nominations and Remuneration Committee of the Board of Directors of PJSC Inter RAO.

** Current position of Boris Ayuev - member of the Presidium of Non-Commercial Partnership Russian National Committee of the International Council for Major High-Voltage Electrical Systems. The Nomination and Remuneration Committee of the Board of Directors of PJSC Inter RAO, by its decision of May 18, 2021, recommended that the Board of Directors recognize B. I. Ayuev as an independent director.

8. Elect the Revision Commission of Inter RAO, as follows:

No
Full Name, position, place of work as of the date of nomination.
1. Gennady Bukayev, CEO of ROSNEFTEGAZ JSC, Vice-President and Head of the Internal Audit Unit of PJSC NK Rosneft
2. Tatiana Zaltsman, Head of the Economic Planning Department of the Financial and Economic Center of PJSC Inter RAO
3. Svetlana Kovalyova, Director for Internal Audit, Head of the Internal Audit Department of PJSC FGC UES
4. Igor Feoktistov, Director for Internal Control and Risk Management - Head of the Department for Internal Control and Risk Management of PJSC FGC UES
5. Ekaterina Snigiryova, Head of the Department of Property Affairs and Privatization of Major Organizations of the Federal Agency for State Property Management (Rosimushchestvo)


9. Approve Ernst & Young LLC, Primary State Registration Number (OGRN) 1027739707203, certificate of membership in the self-regulatory organization of auditors Association Sodruzhestvo (SRO RSA), reference copy of the register of auditors and audit firms under Primary Entry Registration No. 12006020327, as the Company's auditor.

 

Identification characteristics of shares of the Issuer: uncertificated registered ordinary shares. State registration number of issue of securities and date of its state registration: 1-04-33498-E; 23.12.2014. ISIN: RU000AOJPNM1.

 

The foregoing information is disclosed in compliance with the Securities Act of the Russian Federation.

For further information, please contact Inter RAO:

Larisa Sadovnikova                      Head of Investor Relations                   +7 495 664-88-40 (ext. 2068)

sadovnikova_lv@interrao.ru

Nikolay Gorelov                           Press Secretary                                       +7 495 664-88-40 (ext. 2010)

gorelov_nv@interrao.ru

Svetlana Sidelnikova                 Head of Corporate Relations and Antitrust Compliance

+7 495 664-88-40 (ext.2081)                                                                         chuchaeva_sy@interrao.ru 

 

Inter RAO is a diversified energy holding, serving various segments of Russian and international electric power industry. The Group is the leading exporter and importer of electricity in Russia, actively increasing electricity generation and sales, and developing new lines of business. Inter RAO Group owns and operates approximately 31.1 GW of installed power generation capacity. Its share of Russian retail electricity and capacity market is over 18%.

For further information see www.interrao.ru

 

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