2 Jul 2019 11:15
Federal Grid Company Announces 2019 AGM Results
02 July 2019, Moscow - Federal Grid Company of Unified Energy System ("Federal Grid Company" or "the Company") (Moscow Exchange, LSE: FEES), part of the ROSSETI Group of companies and operator of Russia's Unified National Energy Grid ("UNEG"), announces the results of its Annual General Shareholders Meeting (AGM) held on Wednesday, 26 June 2019 in Moscow.
Resolutions as laid out in the AGM Notice of 27 May 2019 were voted on by way of combined absentee vote and poll. For those shareholders who were unable to attend the AGM, the Company organized a live webcast of the meeting. In addition, shareholders were presented with the opportunity to participate in the AGM by filling in an online bulletin form.
The results, certified by the Company's registrar, JSC Status, were as follows:
№ | Agenda item | For (%) | Against (%) | Abstained (%) | Total votes | Votes withheld |
1 | Approval of the 2018 Annual Report of FGC UES, PJSC. | 99.9803% | 0.0002% | 0.0052% | 1,120,838,860,264 | 4,276,477
|
2 | Approval of the 2018 annual accounting (financial) statements of FGC UES, PJSC. | 99.9806% | 0.0002% | 0.0052% | 1,120,838,860,264 | 1,129,005 |
3 | Approval of the allotment of profits and losses of FGC UES, PJSC based on the results of the 2018 reporting year. | 99.9856% | 0.0002% | 0.0001% | 1,120,838,860,264 | 2,657,789 |
4 | Amount of dividends based on the results of the 2018 reporting year, dividend payment manner and procedure and setting of the date when persons entitled to dividend are determined. | 99.9827% | 0.0002% | 0.0031% | 1,120,838,860,264 | 1,221,303 |
5 | Payment of remuneration for the Board of Directors' work to members of FGC UES, PJSC's Board of Directors from among non-civil servants in the amount specified in the by-laws of FGC UES, PJSC. | 95.4596% | 4.5070% | 0.0194% | 1,120,838,860,264 | 1,242,524 |
6 | Payment of remuneration for the Audit Commission's work to the members of FGC UES, PJSC's Audit Commission from among non-civil servants in the amount specified in the by-laws of FGC UES, PJSC. | 93.5309% | 6.4359% | 0.0192% | 1,120,838,860,264 | 1,379,844 |
7 | Election of members of the Board of Directors of FGC UES, PJSC. | Cumulative votes* | ||||
Pavel Sergeyevich Grachev (Independent Director) | 1,175,579,983,873 | 253,792,422,851 | 109,663,833 | 12,329,227,460,406** | 1,016,492,466
| |
Pavel Vladimirovich Grebtsov | 974,481,384,773 | |||||
Igor Alexandrovich Kamenskoy (Independent Director) | 1,321,464,853,817 | |||||
Pavel Anatolyevich Livinsky | 1,176,123,853,637 | |||||
Andrey Yevgenyevich Murov | 1,175,900,019,749 | |||||
Nikolai Pavlovich Roshchenko | 974,414,130,177 | |||||
Sergey Vladimirovich Sergeyev | 974,321,642,571 | |||||
Olga Andreyevna Sergeyeva | 974,241,053,985 | |||||
Pavel Nikolayevich Snikkars | 1,175,662,375,589 | |||||
Ferlenghi Ernesto (Independent Director) | 1,175,575,484,744 | |||||
Vladimir Vladimirovich Furgalsky | 974,314,880,957 | |||||
8 | Election of members of the Audit Commission of FGC UES, PJSC. | |||||
Andrey Vladimirovich Gabov | 98.0315% | 1.9532% | 0.0013% | 1,120,838,860,264 | 1,898,869 | |
Tatiana Valentinovna Zobkova | 98.0553% | 1.9294% | 0.0013% | 1,422,486 | ||
Svetlana Anatolyevna Kim | 98.0316% | 1.9530% | 0.0014% | 1,404,797 | ||
Dmitry Nikolayevich Ponomarev | 98.0315% | 1.9532% | 0.0013% | 1,415,126 | ||
Yekaterina Alekseyevna Snigiryova | 98.0552% | 1.9295% | 0.0013% | 1,451,441 | ||
9 | Approval of the Auditor of FGC UES, PJSC. | 99.8606% | 0.0079% | 0.1175% | 1,120,838,860,264 | 1,342,494 |
* the number of votes held by each shareholder is multiplied by the number of persons to be elected to the Company's Board of Directors
** cumulative votes cast for all candidates
In addition to approving the Company's annual report and annual financial statements, the AGM voted to distribute profits based on the 2018 reporting year and to pay dividends for the full year in the amount of RUB 0.016042926012 per ordinary Federal Grid Company share (or RUB 8.021463006 per GDR), totaling RUB 20,449,361 thousand.
The new composition of the Board of Directors includes the following members:
1. Pavel Sergeyevich Grachev, Director General of PJSC Polyus;
2. Pavel Vladimirovich Grebtsov, Deputy Director General of PJSC Rosseti;
3. Igor Alexandrovich Kamenskoy, Managing Director, Renaissance Broker LLC;
4. Pavel Anatolyevich Livinsky, Director General of PJSC Rosseti;
5. Andrey Yevgenyevich Murov, Chairman of the Management Board of FGC UES, PJSC;
6. Nikolai Pavlovich Roshchenko, Member of the Management Board and Head of the Legal Division of NP Market Council for Organizing Efficient System of Trading on the Wholesale and Retail Electricity and Capacity Market;
7. Sergey Vladimirovich Sergeyev, Deputy Director General of PJSC Rosseti;
8. Olga Andreyevna Sergeyeva, Deputy Director General - Chief of Staff, PJSC Rosseti;
9. Pavel Nikolayevich Snikkars, Director of Department, Russian Ministry of Energy;
10. Ferlenghi Ernesto, Executive Vice President for Russia, Eni S.p.A. (Italy);
11. Vladimir Vladimirovich Furgalsky, Deputy Director General of PJSC Rosseti.
The new composition of the Audit Commission includes the following members:
1. Andrey Vladimirovich Gabov, Unit Manager, Ministry of Economic Development and Trade of the Russian Federation;
2. Tatiana Valentinovna Zobkova, Deputy Director of Department, Ministry of Energy of the Russian Federation;
3. Svetlana Anatolyevna Kim, Department's Division Manager, PJSC Rosseti;
4. Dmitry Nikolayevich Ponomarev, Department's Division Manager, PJSC Rosseti;
5. Yekaterina Alekseyevna Snigiryova, Deputy Unit Manager of the Federal Property Management Agency.
The AGM voted to pay remuneration to the members of the Company's Board of Directors and to members of the Audit Commission, to those members who are not civil servants or members of Company's management (in accordance with Regulations on Payment of Remuneration and Compensation for Members of Federal Grid Company's Board of Directors and Regulations on Payment of Remuneration and Compensation to Members of Federal Grid Company's Audit Commission).
Ernst & Young, LLC was approved as the Company's auditor.
The full text of the resolutions will be available shortly on the Company's website:http://www.fsk-ees.ru/eng/investors/corporate_governance/information_for_shareholders_meetings/_annual_general_shareholders_meeting_june_26_2019/