The Company commits to:
provide equal and fair treatment to all shareholders exercising their right for participation in its governance;
create the most favourable conditions for shareholders for participation in GSM, elaboration of the stand in terms of GSM agenda items, coordination of their actions and expressing their opinions in relation to the items under consideration.
The procedure of GSM holding and submission of materials for the GSM shall provide shareholders with the possibility to get properly prepared for participation therein.
In the course of preparation to the GSM and holding it, the Company seeks to ensure that shareholders could receive information on the meeting and materials therefor freely and on a timely basis.
The procedure of the GSM holding established by the Company shall provide for equal possibility for all persons present at the meeting to express their opinions and ask relative questions.
In the course of the meeting the Company's shareholders have the right to put forward questions to members of the Company's governing bodies, the person responsible for the Company's accounting, representatives of the Company's auditor, and nominees to the Company's governing bodies, who are recommended to participate in the work of the Company's General Shareholders' Meeting. The Company's shareholders (GSM participants) shall be entitled to freely contact and consult each other on items on the Meeting's agenda without violating the meeting procedure (regulations).
Shareholders are entitled for regular and timely receipt of the information on the Company's business to the extent sufficient for decision-making on shares disposal, including:
transactions which might significantly influence financial performance of the Company;
material facts and events;
occurrence of obligations of the Company to third parties,non-performance of which might result in the Company's share value reduction;
increase or reduction of the Company's authorized capital.
Shareholders are entitled for regular and timely receipt of information on remuneration amount to be received by the Company's directors (members of the Board of Directors, Management Board) according to the resolutions of the HR, Remunerations and Social Policy Committee including on the procedure and criteria of determination of such remuneration amount, cash incentive system and provision of directors with options for the Company's shares.
Shareholders are entitled to receive net profit of the Company as dividends.
Shareholders shall not exert pressure on the Board of Directors and executive bodies of the Company, use insider information in the course of transactions with shares of the Company and its subsidiaries.
Shareholders recognize the necessity to disclose information on their owners and affiliates.
2.2. BOARD OF DIRECTORS OF THE COMPANY
Board of Directors performs general administration of the operations of the Company with the exception of issues referred to the competence of the General Shareholders' Meeting by the Federal law "On Joint Stock Companies", defines priority directions for the Company's business and basic principles and approaches to the Company's arrangement of risk management and internal control system as well as supervises over the activity of the Management Board and the President (Chairman of the Management Board) of the Company.
The objectives of the Board of Directors' operation are: to provide maximum profit and increase the Company's assets, protect the rights and lawful interests of shareholders, provide permanent control