Minutes of 19.01.2017 №247

MINUTES No. 247

OF THE MEETING OF THE BOARD OF DIRECTORS


Date and time of the Meeting of the Board of Directors (date and time of counting the votes):

January 18, 2016, 6.00 p.m.

(Moscow time).

Date of drawing up the Minutes:

January 19, 2017

Form of the Meeting:

absentee voting.

Place of counting the votes:

7, Malaya Dmitrovka St., Moscow

PJSC RusHydro

Number of elected members of the Board of Directors:

13 persons

Members of the Board of Directors

who participated in the voting:


A.D. Avetisyan,

M.S. Bystrov,

P.S. Grachyov,

S.N. Ivanov,

V.M. Kravchenko,

V.V. Pivovarov,

N.R. Podguzov,

N.D. Rogalyov,

Yu.P. Trutnev,

A.O. Chekunkov,

S.V. Shishin,

A.N. Shishkin,

N.G. Shulginov.

In accordance with the Federal Law “On Joint-Stock Companies” and the Company's Articles of Association, the quorum for the meeting of the Board of Directors is present.


AGENDA OF THE MEETING:


  1. On Head of the Company's Internal Audit Service.
  2. On the formation of management entities of PJSC RusHydro:


RESULTS OF VOTING ON THE AGENDA ITEMS:


Item 1: On Head of the Company's Internal Audit Service.


Resolution:

Approve Oleg Evgenevich Azhimov for the position of Head of the Internal Audit Service.


Voting results:

“For” — 13 (A.D. Avetisyan, M.S. Bystrov, P. S. Grachyov, S.N. Ivanov, V.M. Kravchenko V.V. Pivovarov, N. R. Podguzov, N. D. Rogalyov, Yu.P. Trutnev, A.O. Chekunkov, S.V. Shishin, A.N. Shishkin, N.G. Shulginov).

“Against” — 0.

“Abstained” — 0.

In accordance with paragraph 15.3. of Article 15 of the Articles of Association of PJSC RusHydro, the resolution on this item shall be adopted by a simple majority of votes of the members of the Board of Directors attending the meeting.

The resolution has been adopted.


Item 2: On the formation of management entities of PJSC RusHydro:


Item 2.1: On determining quantitative composition of the Management Board of PJSC RusHydro.


Resolution:

Determine the quantitative composition of the Company's Management Board — 6 persons.


Voting results:

“For” — 13 (A.D. Avetisyan, M.S. Bystrov, P. S. Grachyov, S.N. Ivanov, V.M. Kravchenko V.V. Pivovarov, N. R. Podguzov, N. D. Rogalyov, Yu.P. Trutnev, A.O. Chekunkov, S.V. Shishin, A.N. Shishkin, N.G. Shulginov).

“Against” — 0.

“Abstained” — 0.

In accordance with paragraph 15.3. of Article 15 of the Articles of Association of PJSC RusHydro, the resolution on this item shall be adopted by a simple majority of votes of the members of the Board of Directors attending the meeting.


The resolution has been adopted.


Item 2.2: On election of a Member of the Board of PJSC RusHydro.


Resolution:

1. Elect Vladimir Ivanovich Markin as a member of the Company's Management Board from 15.02.2017.

2. Entrust Chairman of the Mangement Board – General Director of the Company Nikolay Grigorevich Shulginov with determining terms and conditions of the contract with the member of the Board Andrey Valentinovich Kazachenkov, ensuring drawing up and signing of documents necessary for the execution of Item 1 of this resolution in accordance with the labour legislation of the Russian Federation.


Voting results:

“For” — 13 (A.D. Avetisyan, M.S. Bystrov, P. S. Grachyov, S.N. Ivanov, V.M. Kravchenko V.V. Pivovarov, N. R. Podguzov, N. D. Rogalyov, Yu.P. Trutnev, A.O. Chekunkov, S.V. Shishin, A.N. Shishkin, N.G. Shulginov).

“Against” — 0.

“Abstained” — 0.

In accordance with paragraph 15.3. of Article 15 of the Articles of Association of PJSC RusHydro, the resolution on this item shall be adopted by a simple majority of votes of the members of the Board of Directors attending the meeting.

The resolution has been adopted.
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