REG-TCS Group Holding PLC TCS Group Holding PLC: appointment of new directors and committee change

TCS HoldingAnnouncement

09/09/2021 17:05

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   TCS Group Holding PLC (TCS)
   TCS Group Holding PLC: appointment of new directors and committee change

   09-Sep-2021 / 19:03 MSK
   Dissemination of a Regulatory Announcement, transmitted by EQS Group.
   The issuer is solely responsible for the content of this announcement.

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   TCS Group Holding PLC: appointment of new directors and committee change

    

   Limassol, Cyprus - 09 September 2021. TCS Group Holding PLC (TCS LI)  (the
   "Group"), Russia's leading  provider  of online  financial  and  lifestyle
   services via its Tinkoff ecosystem, is pleased to announce further changes
   to its Board of Directors.

    

   The Group now announces that Pavel Fedorov and Marilou Pavlou have  agreed
   to join the  Board of  Directors of  the Company.   Pavel will  join as  a
   non-executive Director (NED) and Marilou  as an executive Director  (ED). 
   These  appointments  enhance  the  Board  of  TCSGH  with   market-leading
   expertise  in  business  development,  international  markets,  legal  and
   compliance, acquisitions and partnerships -  all key aspects of  Tinkoff's
   growth strategy.

    

   Pavel and Marilou will join the Board on 10 September 2021.

    

   Pavel will become a  member of the Strategy  Committee of the Board  while
   also advising the Group on strategic development issues, including some of
   the international expansion projects. 

    

   Initially both  these appointments  are made  by vote  of the  Board.  GDR
   holders will be invited to cast their vote on the proposed line up of  the
   Board at the next AGM to be held later in 2021.

    

   These changes complement Board appointments made in March and May 2021 and
   together with other changes push forward our initiative to enhance TCSGH's
   corporate governance.  The  Board  appointments made  in  2021  align  the
   composition and competences of our Board with the status of Tinkoff as one
   of the leading global fintech companies, as well with the strategy of  our
   rapidly evolving business. 

    

   The Company  reiterates  its  commitment  to appointing  an  INED  as  the
   Chairman of the Board of Directors,  with further changes to be phased  in
   over the coming months to bring  the Board to around 9-10 Directors  while
   ensuring seamless transitions.

    

   Key biographical details and regulatory disclosures of the appointees  are
   set out below:

    

   Pavel Fedorov:  A native  of Novosibirsk,  Russia, Pavel  started off  his
   career at Morgan Stanley in 1997. He spent the majority of his 13 years at
   the Firm  with the  European Telecoms,  Media and  Tech Group  becoming  a
   Managing Director in 2007  and over these  years advised global,  European
   and CIS clients on strategic projects, venture, private and public capital
   raising.

    

   At the end of the  2000's Pavel moved to Moscow,  where he worked (with  a
   one-year break for civil service in  2012-2013) in a variety of  executive
   and advisory  roles  with Russia's  leading  LSE-listed companies  in  the
   natural resource industries.

    

   Pavel  received  his   Diploma  in   Economics/Operations  Research   from
   Novosibirsk State University  and graduated as  Edmund Muskie Fellow  from
   the University of Washington with MBA in Finance.

    

   Marilou  Pavlou:  Marilou Pavlou is the founding partner of Marilou Pavlou
   Christodoulides LLC,  a  full  service  Cyprus  law  firm  known  for  its
   expertise in  corporate  and  M&A  advisory  services.She  specialises  in
   international mergers and acquisitions,  general corporate and  commercial
   work, financial regulation and capital markets.

   Marilou graduated in Modern History  from Oxford University and  continued
   with post graduate studies in Law at BPP Law School before qualifying  and
   working at a  top tier City  firm in  London. She is  dually qualified  in
   Cyprus and in England & Wales (as a solicitor). 

   In 2009 she moved to  Cyprus working at one  of Cyprus' leading law  firms
   where she handled high profile international transactions, IPOs on foreign
   stock exchanges, as well as pioneering transactions such as the first ever
   privatisation of a state-owned enterprise in Cyprus.

   She is also a Board member of the Cyprus British Business Association  and
   a Certified  NOMAD (nominated  adviser to  issuers listing  on the  Cyprus
   stock exchange).

    

   __________________________________________

   Other than  the  directorships highlighted  above,  there are  no  matters
   requiring disclosure pursuant to listing Rule 9.6.13.

   Following the changes, the composition of the Board and the allocation  of
   Committee responsibilities  will be  as  follows, effective  10  September
   2021:

   Director      Role         Audit     Remuneration Sustainability Strategy
                              Committee Committee    Committee      Committee
   Marilou       ED                                                  
   Pavlou
   Martin Cocker INED         Chair     Member                       
   Ashley        INED                   Chair                       Member
   Dunster
   Constantinos  Chairman of
   Economides    the Board,                                          
                 ED
   Pavel Fedorov NED                                                Member
   Masha Gordon  INED         Member                 Member         Member
   Margarita     INED                                Chair           
   Hadjitofi
   Nick Huber    INED         Member                 Member         Member
   Oliver Hughes Group CEO,                                         Member
                 ED
   Nitin Saigal  INED         Member                                Chair
   Mary          ED                                                  
   Trimithiotou

    

    

    

   For enquiries:
                                  Tinkoff IR Department
   Tinkoff PR Department
   Artem Lebedev                  Larisa Chernysheva
   + 7 495 648-10-00 (ext. 2202)  + 7 495 648-10-00 (ext. 2312)
   Alexandr Leonov
   + 7 495 648-10-00 (ext. 35738) Andrey Pavlov-Rusinov
    1 pr@tinkoff.ru               + 7 495 648-10-00 (ext. 31010)

                                   2 ir@tinkoff.ru

                                   

    

   About Tinkoff Group

    

   TCS Group Holding PLC is an  innovative provider of online retail and  SME
   financial services. It includes Tinkoff  Bank, its mobile virtual  network
   operator Tinkoff Mobile, Tinkoff  Insurance, its asset management  company
   Tinkoff Capital, Tinkoff  Software DC,  a network of  development hubs  in
   major Russian  cities,  and  Tinkoff Education.  The  Group  is  currently
   developing  Tinkoff  ecosystem,  which  offers  financial  and   lifestyle
   services.

    

   The Group was founded in 2006 by Russian entrepreneur Oleg Tinkov and  has
   been listed on the London Stock Exchange since October 2013.

    

   The Group's key business is Tinkoff Bank, a fully online bank that  serves
   over 16 mn customers and forms the core of the Tinkoff ecosystem.  Tinkoff
   is the 3rd largest retail bank in Russia in terms of active client-base.

    

   Tinkoff Bank  is the  second largest  player in  the Russian  credit  card
   market, with a  share of 14.3%.  The 2Q'21  IFRS net profit  of TCS  Group
   Holding PLC amounted to RUB 16.1 bn. The ROE was 46.1%.

    

   With no branches, the Group serves  all its customers remotely via  online
   channels and a  cloud-based call  centre. The  centre is  staffed by  over
   10,000 employees, making it one of the largest in Europe. To ensure smooth
   delivery of the Group's  products, the Group has  a nationwide network  of
   over 2,500 representatives.

    

   Global Finance named Tinkoff Bank  the world's Best Consumer Digital  Bank
   in 2020 and 2018, and  the Best Consumer Digital  Bank in Russia in  2020,
   2019, 2018, 2016 and 2015. Tinkoff was also named the Best European Retail
   Bank of the  Year by  Retail Banker International  in 2020.  In 2021,  the
   Banker recognised  Tinkoff  Bank  as Russia's  Best-Performing  Bank.  The
   bank's mobile  app  has been  consistently  praised by  local  and  global
   independent experts as the best of its kind (in 2013, 2014, 2015, 2016  by
   Deloitte and in 2018 by Global Finance).

    

   Editor's notes: An independent non-executive director (INED) is a member
   of the Board of Directors who does not have a material or pecuniary
   relationship (other than director fees) with the Company or related
   persons. Their role is to provide independent oversight and constructive
   challenge to the executive team (who may include directors, EDs).

   A non-executive director (NED) is a member of the Board of Directors who
   is not part of the executive team but does have a material relationship
   (such as a consultancy contract) with the Company or related persons.

    

    

   Forward-looking statements

   Some of the information  in this announcement  may contain projections  or
   other forward-looking  statements regarding  future events  or the  future
   financial performance  of the  Group and  Tinkoff Bank.  You can  identify
   forward  looking  statements  by   terms  such  as  "expect",   "believe",
   "anticipate", "estimate", "intend", "will", "could," "may" or "might", the
   negative of such terms or other similar expressions. The Group and Tinkoff
   Bank wish to caution  you that these statements  are only predictions  and
   that actual events or results may differ materially. The Group and Tinkoff
   Bank do  not intend  to  update these  statements  to reflect  events  and
   circumstances occurring after the date hereof or to reflect the occurrence
   of unanticipated events. Many  factors could cause  the actual results  to
   differ materially from those  contained in projections or  forward-looking
   statements of the Group and Tinkoff Bank, including, among others, general
   economic conditions, the  competitive environment,  risks associated  with
   operating  in  Russia,  rapid  technological  and  market  change  in  the
   industries the Group operates in, as well as many other risks specifically
   related to the Group, Tinkoff Bank and their respective operations.

    

    

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   ISIN:          US87238U2033
   Category Code: MSCH
   TIDM:          TCS
   LEI Code:      549300XQRN9MR54V1W18
   Sequence No.:  121890
   EQS News ID:   1232511


    
   End of Announcement EQS News Service

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References

   Visible links
   1. mailto:pr@tinkoff.ru
   2. mailto:ir@tinkoffgroup.com


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