HYDR.L Regulatory News (HYDR)

 

Results of the Annual General Meeting of Shareholders of RusHydro

PJSC RusHydro (ticker symbol: MOEX, LSE: HYDR; OTCQX: RSHYY) announces results of the Annual General Meeting of shareholders (AGM) held in absentia on June 30, 2021

Quorum of the General Meeting of Participants (Shareholders) of the Issuer:

Quorum on issues No. 1-4, 7-9 of the Agenda

Number of votes held by the persons included in the list of persons entitled to participate in the Meeting - 439,288,905,849

Number of votes corresponding to the voting shares of the Company determined with regard to the provisions of Clause 4.24 of the Regulations on the General Meetings of Shareholders (approved by Bank of Russia Regulation No. 660-P dated November 16, 2018) - 439,288,905,849

Number of votes held by persons participating in the Meeting - 380,752,092,814

Quorum (%)- 86.6746%

A quorum on the given issues was reached.

 

Quorum on issue No. 5:

Number of cumulative votes held by the persons included in the list of persons entitled to participate in the Meeting - 5,710,755,776,037

Number of cumulative votes corresponding to the voting shares of the Company determined with regard to the provisions of Clause 4.24 of the Regulations on the General Meetings of Shareholders (approved by Bank of Russia Regulation No. 660-P dated November 16, 2018) - 5,710,755,776,037

Number of cumulative votes held by the persons participating in the Meeting - 4,944,926,667,682

Quorum (%)-86.5897%

A quorum on the given issue was reached.

 

Quorum on issue No. 6 of the Agenda

Number of votes held by the persons included in the list of persons entitled to participate in the Meeting - 439,288,905,849

Number of votes corresponding to the voting shares of the Company determined with regard to the provisions of Clause 4.24 of the Regulations on the General Meetings of Shareholders (approved by Bank of Russia Regulation No. 660-P dated November 16, 2018) - 439,288,898,933

Number of votes held by persons participating in the Meeting - 380,752,092,814

Quorum (%)- 86.6746%

A quorum on the given issue was reached.

 

Agenda of the Meeting:

Approval of the Company annual report for 2020. Approval of the Company annual accounting (financial) statements as of 2020 year-end. Approval of the Company profit distribution as of 2020 year-end. On the amounts, due dates and forms of dividend payment on the basis of performance for 2020, and on fixing the date of record for persons entitled to dividends. Election of members of the Board of Directors of the Company. Election of members of the Internal Audit Commission of the Company. Approval of the Company's Auditor. Approval of the redrafted RusHydro Articles of Association. Approval of the redrafted Regulation on payment of remunerations and compensations to RusHydro members of the Board of Directors.

 

 

Results of voting on the issues of the agenda of the General Meeting of Participants (Shareholders) of the Issuer on which a quorum was reached, and the formulations of decisions made by the General Meeting of Participants (Shareholders) of the Issuer on the given issues:

 

Item No. 1: Approval of the Company Annual Report for 2020.

Number of votes cast for each of the voting options:

FOR - 361,563,061,171 (94.9602%)

AGAINST - 3,575,514 (0.0009%)

ABSTAINED - 19,145,562,008 (5.0284%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 39,894,121

Resolution adopted:

To approve the Company's Annual Report for 2020, which is a part of the materials for the Meeting, posted on the RusHydro corporate website www.rushydro.ru *.

 

Item No. 2: Approval of the Company annual accounting (financial) statements as of 2020 year-end.

Number of votes cast for each of the voting options:

FOR - 361,567,169,354 (94.9613%)

AGAINST - 3,485,563 (0.0009%)

ABSTAINED - 19,145,623,125 (5.0284%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 35,814,772

Resolution adopted:

To approve the Annual Accounting (Financial) Statements of the Company, for 2020, which is a part of the materials for the Meeting, posted on the RusHydro corporate website www.rushydro.ru *.

 

Item No. 3: Approval of the Company profit distribution as of 2020 year-end.

Number of votes cast for each of the voting options:

FOR - 361,560,218,261 (94.9595%)

AGAINST - 1,301,570 (0.0003%)

ABSTAINED - 19,128,614,325 (5.0239%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 61,958,658

Resolution adopted:

To approve the following distribution of profit of the Company as of 2020 year-end:

	(mln.RUB)
Retained earnings (loss) of the reporting period	35,959.4
To be distributed on: the Reserve Fund	1,798.0
Development of the Company	10,857.9
Dividends	23,303.5

 

Item No. 4: On the amounts, due dates and forms of dividend payment on the basis of performance for 2020, and on fixing the date of record for persons entitled to dividends.

Number of votes cast for each of the voting options:

FOR - 361,588,070,944 (94.9668%)

AGAINST - 202,975 (0.0001%)

ABSTAINED - 19,127,428,730 (5.0236%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 36,390,165

Resolution adopted:

To pay dividends on ordinary shares of the Company based on the results of 2020 in the amount of RUB 0.0530482 per one share.

Form of payment of dividends: monetary.

To establish July 10, 2021 (the 10th day from the date of the decision to pay dividends) as the date on which the persons entitled to receive dividends shall be determined.

The dividend payment period for a nominee holder or beneficial owner that is a securities market professional registered in the Company's shareholder register shall not exceed 10 business days, and for other persons registered in the Company's shareholder register it shall not exceed 25 business days from the date when the persons entitled to dividends are determined.

 

Item No. 5: Election of members of the Board of Directors of the Company.

Number of votes for cumulative voting cast for each candidate:

No.	Full name of the candidate	Number of FOR votes (vote distribution by candidate)
FOR: the distribution of votes by candidates
1.	Yuriy Petrovich Trutnev	347,691,718,850
2.	Maksim Sergeyevich Bystrov	343,044,479,900
3.	Vyacheslav Viktorovich Pivovarov	342,861,312,741
4.	Nikolay Grigoryevich Shulginov	341,054,989,225
5.	Victor Viktorovich Khmarin	340,318,709,628
6.	Alexander Viktorovich Shevchuk	340,044,446,086
7.	Pavel Sergeyevich Grachev	331,886,681,404
8.	Nikolay Dmitriyevich Rogalev	328,300,975,060
9.	Dmitry Nikolaevich Snesar	328,250,809,524
10.	Alexey Yurevich Pavlov	328,225,479,104
11.	Aleksey Olegovich Chekunkov	328,222,185,047
12.	Pavel Nikolaevich Snikkars	328,214,491,184
13.	Natalia Olegovna Filippova	328,193,659,189
14.	Alexey Vladimirovich Kozlov	302,663,619,055

 

FOR - 4,658,973,555,997

AGAINST all candidates - 984,919,594

ABSTAINED on all candidates - 284,543,049,270

Number of cumulative votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 425,142,821

 

Resolution adopted:

To elect the following persons to the Board of Directors of RusHydro:

1. Yury Petrovich Trutnev

2. Maksim Sergeyevich Bystrov

3. Vyacheslav Viktorovich Pivovarov

4. Nikolay Grigoryevich Shulginov

5. Victor Viktorovich Khmarin

6. Alexander Viktorovich Shevchuk

7. Pavel Sergeyevich Grachev

8. Nikolay Dmitriyevich Rogalev

9. Dmitry Nikolaevich Snesar

10. Alexey Yurevich Pavlov

11. Aleksey Olegovich Chekunkov

12. Pavel Nikolaevich Snikkars

13. Natalia Olegovna Filippova

 

Item No. 6: Election of members of the Internal Audit Commission of the Company.

Number of votes cast for each of the voting options for each candidate:

Candidate: Natalya Nikolayevna Annikova

FOR - 361,449,076,710 (94.9303%)

AGAINST - 75,581,603 (0.0199%)

ABSTAINED - 19,175,064,575 (5.0361%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 52,369,926

 

Candidate: Alexey Vladimirovich Kulagin

FOR - 360,873,749,633 (94.7792%)

AGAINST - 648,726,602 (0.1704%)

ABSTAINED - 19,174,936,795 (5.0361%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 54,679,784

 

Candidate: Jakub Hadzimuratovich Malsagov

FOR - 360,863,665,566 (94.7765%)

AGAINST - 655,003,772 (0.1720%)

ABSTAINED - 19,176,097,916 (5.0364%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 57,325,560

 

Candidate: Igor Nikolayevich Repin

FOR - 361,418,609,437 (94.9223%)

AGAINST - 101,823,119 (0.0267%)

ABSTAINED - 19,176,571,840 (5.0365%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 55,088,418

 

Candidate: Ilya Nikolayevich Khazov

FOR - 360,876,607,117 (94.7799%)

AGAINST - 646,844,901 (0.1699%)

ABSTAINED - 19,176,367,770 (5.0365%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 52,273,026

 

Resolution adopted:

To elect the following members to the Company's Internal Audit Commission:

Nataliya Nikolayevna Annikova Alexey Vladimirovich Kulagin Jakub Hadzimuratovich Malsagov Igor Nikolayevich Repin Ilya Nikolayevich Khazov

 

Item No. 7: Approval of the Company's Auditor.

Number of votes cast for each of the voting options:

FOR - 361,257,324,808 (94.8799%)

AGAINST - 280,904,869 (0.0738%)

ABSTAINED - 19,175,937,985 (5.0363%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 37,925,152

Resolution adopted:

To approve Joint Stock Company PricewaterhouseCoopers Audit (OGRN 1027700148431) as the Auditor of the Company.

 

Item No. 8: Approval of the redrafted RusHydro Articles of Association.

Number of votes cast for each of the voting options:

FOR - 361,492,753,581.5/10 (94.9418%)

AGAINST - 73,529,046 (0.0193%)

ABSTAINED - 19,148,059,577. 5/10 (5.0290%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 37,750,609

Resolution adopted:

To approve the Articles of Association of PJSC RusHydro in the new edition, which is a part of the materials for the Meeting, posted on the RusHydro corporate website www.rushydro.ru *.

 

Item No. 9: Approval of the redrafted Regulation on payment of remunerations and compensations to RusHydro members of the Board of Directors.

Number of votes cast for each of the voting options:

FOR - 361,433,850,071.5/10 (94.9263%)

AGAINST - 113,007,790 (0.0297%)

ABSTAINED - 19,167,049,019.5/10 (5.0340%)

Number of votes that were not counted due to recognition of the respective ballots as null and void and on other grounds: 38,185,933

Resolution adopted:

To approve the Regulation on Payment of Remunerations and Compensations to the Members of the Board of Directors of PJSC RusHydro in the new edition, which is a part of the materials for the Meeting, posted on the RusHydro corporate website www.rushydro.ru *.

 

 

*the expression "materials for the Meeting" shall mean information (materials) to be provided to persons entitled to participate in the annual General Meeting of Company Shareholders on the results of 2020, when preparing for the Meeting.

 

 

About RusHydro

RusHydro Group is the leading producer of renewable energy in Russia. It is Russia's largest generating company and is the third hydropower company in the world with over 400 generating facilities. The Group's total electricity generation capacity including Boguchanskaya HPP is 38.0 GW.

 

For more information:

Investor Relations Department

Tel. +7 (495) 122 0555 ext. 1304

ir@rushydro.ru

 

The information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of RusHydro. 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. We wish to caution you that these statements are only predictions and that actual events or results may differ materially from these statements. We 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 our projections or forward-looking statements, including, among others, general economic conditions, our competitive environment, risks associated with operating in Russia, rapid technological and market change in our industries, as well as many other risks specifically related to RusHydro and its operations.