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Management Board↓

GENERAL DIRECTOR

Aleksander  Nikulov.

The Management Board acts on the basis of the Company Articles of Association as well as on the basis of Regulation on the Board adopted by the Company General Meeting of Shareholders, which establishes the term and procedure for convocation and holding of its sessions as well as the procedure for decision making.

The following issues fall into the competence of the Management Board:

1) drawing up long-range plans of implementing guidelines for the Company activities and submitting them for consideration of the Board of Directors;

2) preparing of annual/quarterly business plan and a report on the results of its implementation, as well as approval/adjustment of the Company cashflow/budget;

3) preparation of a consolidated statement of the Company’s operations, on meeting the decisions of the General Meeting of Shareholders and Company Board of Directors by the Board;

4) taking decisions on making transactions the subject of which is property, works and services, the cost of which is from 1 to 10 percent of the book value of the Company assets determined as of the date of making a decision on making a transaction (with regard for subparagraph 37 of paragraph 15.1 of these Articles of Association);

5) approval of plans and steps on training and raising of qualification of the Company’s employees;

6) establishment of social benefits and social security protection for the Company’s employees;

7) taking decisions on the issues falling into the terms of reference of top managing bodies of business entities, 100 (One hundred) percent of the authorized capital or all voting shares of which belong to the Company (with regard for subparagraph 35 of paragraph 15.1 of these Articles of Association);

8) consideration of reports of the Company Deputy General Directors, heads of the Company organization departments on the results of fulfillment of the approbated plans, programs, directives, consideration of reports, documents and other information on activities of the Company and its affiliated and dependent companies;

9) solution of other issues of the Company current activities management in compliance with the decisions of the General Meeting of Shareholders, Company Board of Directors, as well as issues proposed to consideration of the Board by the Company General Director.

21.1. Members of the Management Board shall be elected by the Company Board of Directors in the number specified by the decision of the Company Board of Directors.

The number of the Management Board members shall not be less than three.

21.2. The Board is legally qualified if not less than a half of the elected Board members takes part in the meeting (absentee voting).

21.3. All decisions shall be adopted by the Board by a simple majority of votes of the Board members present at the session (participating in absentee voting). In the event of equality of votes during the voting, the casting vote belongs to the Chairman of the Board.

21.4. Transfer of voting power by a member of the Member Board to a different person, also to another member of the Company Board, is not allowed.