Proposals of Agenda Items of the Annual General Meeting of Shareholders of the Company
1. Shareholder(s) holding, individually or together, at least two (2) percent of the voting shares in the Company shall be entitled to place items on the agenda of the annual General Meeting of Shareholders and propose candidates for election to the Board of Directors and Internal Audit Commission of the Company as long as the number of such candidates does not exceed the number of the members of the given body.
Such proposals shall be submitted to the Company not later than ninety (90) days after the end of the reporting year.
2. Proposals of agenda items for the General Meeting of Shareholders and proposals concerning nomination of candidates shall be submitted in writing, specifying the name (corporate name) of the shareholder(s) submitting the proposal and the quantity and category (class) of shares held by them under the shareholders' (shareholder's) signature.
3. Proposals of agenda items for the General Meeting of Shareholders shall contain the wording of each proposed item, and proposals concerning the nomination of candidates shall contain the name and ID details (serial and/or number of the document, date and place of its issue, issuing authority) of each nominee and the name of the body for election to which they are nominated.
4. The Board of Directors of the Company shall examine the proposals submitted and make a decision to place the items on the agenda of the General Meeting of Shareholders or refuse to place them within five (5) days after the expiry of the period specified in Clause 1.
5. The Board of Directors shall be entitled to refuse to place items proposed by shareholder(s) on the agenda of the General Meeting of Shareholders or to include recommended candidates in the list of candidates for election to the relevant body of the Company in cases specified by the Federal Law "On Joint-Stock Companies" and other regulatory acts of the Russian Federation.
The reasoned refusal of the Board of Directors to include a proposed item on the agenda of the General Meeting of Shareholders or a candidate in the list of candidates for voting for election to the relevant body of the Company shall be sent to the shareholder(s) who put forward such item or recommended the candidate within three (3) days of such decision.