Corporate governance
3.2.1

General meeting of stockholders

General Meeting of Stockholders is the supreme governing body of OAO IDGC of Urals. The Charter of the Company includes the following aspects into its purview:

  • Revision, restatement and amendment of the Charter or adoption of the Charter in a new version;
  • Restructuring of the Company;
  • Definition of quantity, par value, category (class) of authorized stock and rights attaching to the stock.

The exhaustive list of the General Meeting’s purview is described in clause 10.2, article 10 of the Company’s Charter. Aspects comprising the General Meeting’s purview cannot be delegated to the Board of Directors, Executive Board and General Director of the Company. The General Meeting is not entitled to examine and decide on aspects that are not affirmed as its competence by the Federal Joint-Stock Companies’ Law. The Charter and Regulations on the General Meeting of Stockholders stipulate preparation and conduct of the general meetings of stockholders by OAO IDGC of Urals.

Guided by recommendations of the Corporate Governance Code, the Company strives to provide its stockholders with a large variety of materials during arrangement of the general meeting to enhance feasibility of their decisions, including but not limited to position of the Board of Directors with regard to the meeting agenda, charts and tables for comparison of the current versions and to-be-introduced revisions of the Company’s bylaws. All materials are posted on the Company’s official web-site and Interfax newswire web-page within 30 days prior to the General Meeting of Stockholders to provide a just-in-time unhindered access to them for proper examination.

The Regulations on the General Meeting of Stockholders stipulate, in an easy-to-understand manner, the mechanics of the meeting, with stockholders permitted to discuss the agenda items and address relevant questions. Votes regarding agenda items of the General Meeting are tallied by the counting board. Its functions are performed by the independent registrar of the Company.

Quorum in 2017

Quorum, %
AGM (05.06.2017) 89.988
EGM (14.09.2017) 89.907

The Company’s annual general meeting of stockholders was conducted on Jun. 05, 2017. Stockholders decided to adopt the Company’s annual report and annual accounting statements (including but not limited to profit and loss statements), to distribute FY2016 net profit; adopt payout deadlines and form of FY2016 dividend, to elect the Board of Directors and Board of Internal Auditors, to approve the Company’s auditor, to adopt the Regulations on the General Meeting of Stockholder, Board of Directors, Board of Internal Auditors, etc. The Company’s extraordinary general meeting of stockholders was conducted on Sept. 14, 2017. Stockholders decided to reshuffle the Board of Directors3.

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1About company
1.1Mission and strategic goals
1.2Market share
1.3Management systems
1.4Key 2017 events
2Board of directors’ progress report
2.1Letter to stockholders
2.2Production capital formation
2.2.1Network exploitation
2.2.2Electricity transmission
2.2.3Technological connection
2.2.4Development of telecommunications and IT systems
2.2.5Investments
2.2.6Innovations
2.2.7Efficacy enhancement
2.3Financial capital formation
2.3.1Description of tariff policy
2.3.2Analysis of revenues and expenses
2.3.3Analysis of receivables and payables
2.3.4Credit ratings and bonds
3Corporate governance
3.1Corporate governance practices
3.2Corporate governance system
3.2.1General meeting of stockholders
3.2.2Board of Directors
3.2.3Board of directors’ committees
3.2.4General director and executive board
3.2.5Remuneration and compensation policy
3.3Oversight system
3.3.1Board of internal auditors
3.3.2Independent auditor
3.3.3Internal control
3.3.4Security and anti-corruption
3.3.5Risk management
3.4Investor and stockholder relations
3.4.1Shareholder capital structure
3.4.2 Shareholder rights
3.4.3The company and stock market
3.4.4Communications with market participants
3.4.5FAQ
3.4.6Allocation of profit
3.4.7Contact information
4Stakeholder
4.1Human resources management
4.2Customer support
4.3Supplier relationship management
4.4Public and goverment relations
4.5Company’s transactions
4.6Subsidiaries and financial investments
4.7Environment protection
5Appendices
5.1Prepared under Russian accounting standards
5.2Prepared under international financial reporting standards
5.3Corporate governance code compliance report
5.4References
5.5Abbreviations and acronyms
5.6Sitemap