The Company’s General Meeting of Shareholders elects the 11‑member Board of Directors, who will serve in that capacity until the following annual General Meeting of Shareholders. If the Board of Directors is elected at an extraordinary General Meeting of Shareholders, the members of the Board of Directors are deemed elected for the period until the date of the next annual General Meeting of Shareholders.
First‑time directors are given an opportunity to get an insight into the Company’s strategy, corporate governance, risk management and internal control systems, the allocation of responsibilities among the Company’s executive bodies and other material information on the Company’s operations and financial and business activities.
During the reporting year, there were two compositions of the Company’s Board of Directors:
elected at the Annual General Meeting of Shareholders of the Company on 16 June 2022 and effective until the election of a new Board of Directors on 16 June 2023 (first composition)
current composition of the Board of Directors elected at the Annual General Meeting of Shareholders of the Company on 16 June 2023 (second composition)
Current composition of the Board of Directors of Rosseti Kuban, PJSC (second composition)Consent to the disclosure of personal information set out in the Corporate Governance Report section was obtained from all people who are or were members of the Company’s governing and control bodies. Information on the primary employment of the members of the Board of Directors and their positions in governing bodies of other organisations is given in accordance with the data provided by them to the Company as of the end of the reporting year. By ‘the present time’ in this case, the Company means 31 December 2023.
Chairman of the Board of Directors, Non‑Executive DirectorThe status of the Board members (executive, non-executive, independent) is defined by the criteria of the Corporate Governance Code of the Bank of Russia.
Year of birth
1979
Education
Higher. Graduated from Moscow State Law Academy, with major in Jurisprudence, Lawyer
Primary employment and position held
Deputy General Director for Legal Support of Rosseti, PJSC
Participation in governing bodies of other organisations, in committees of the Company's Board of Directors for the last 5 years:
Period
Organisation
Position
from
to
2018
present time
Rosseti Lenenergo, PJSC
Member of the Board of Directors
2022
Lenenergo Energy Service Company, JSC
Chairman of the Board of Directors
2019
present time
Rosseti Lenenergo, PJSC
Member of the Management Board
2020
present time
Rosseti Ural, PJSC
Chairman of the Board of Directors
Rosseti Moscow Region, PJSC
Member of the Board of Directors
Energotrans, LLC
Member of the Board of Directors and the Management Board of the managing organisation (Rosseti Lenenergo, PJSC)
2023
Rosseti Northen Caucasus, PJSC, Rosseti Centre, PJSC, Rosseti Siberia, PJSC
Member of the Board of Directors
2021
present time
Rosseti South, PJSC
Chairman of the Board of Directors
Rosseti Kuban, PJSC
Member of the Strategy Committee of the Board of Directors
Higher. Graduated from Moscow Power Engineering Institute (Technical University), with major in Economics and Management at the Enterprise, Engineer‑Economist
Primary employment and position held
First Deputy Head of the Tariff Policy Department of Rosseti, PJSC
Participation in governing bodies of other organisations, in committees of the Company's Board of Directors for the last 5 years:
Period
Organisation
Position
from
to
2018
2022
Did not hold any positions in the Company or in the governing bodies of other organisations
Higher. Graduated from the Moscow State Institute of International Relations, with major in Finance and Credit, International Economist with knowledge of foreign languages
Primary employment and position held
Deputy Chief Engineer of Rosseti, PJSC
Participation in governing bodies of other organisations, in committees of the Company's Board of Directors for the last 5 years:
Period
Organisation
Position
from
to
2018
2018
Did not hold any positions in the Company or in the governing bodies of other organisations
Higher. Graduated from Moscow Engineering and Economic Institute named after S. Ordzhonikidze, with major in Economics, Engineer‑Economist. Holds a doctorate decree in Economics
Primary employment and position held
Professional Director
Participation in governing bodies of other organisations, in committees of the Company's Board of Directors for the last 5 years:
Period
Organisation
Position
from
to
2011
2019
DVEUK, OJSC
Chairman of the Board of Directors
2018
2021
IDGC of Centre, PJSC
Chairman, member of the Board of Directors
present time
Rosseti Centre and Volga Region, PJSC
2020
2021
Rosseti Volga, PJSC
Member of the Board of Directors
2021
present time
Rosseti South, PJSC
Member of the Board of Directors
Rosseti Kuban, PJSC
Member of the Auditing Committee of the Board of Directors
Personnel and Remuneration Committee under the Board of Directors
Higher. Graduated from Moscow Power Engineering Institute, with major in Power Systems and Grids, Engineer, and Economics and Management of Electric Power Enterprises, Engineer‑Economist
Primary employment and position held
Deputy General Director for Investments and Capital Construction of Rosseti, PJSC
Participation in governing bodies of other organisations, in committees of the Company's Board of Directors for the last 5 years:
Period
Organisation
Position
from
to
2014
2023
NPP Market Council Association
Member of the Supervisory Board
present time
UES SakRusenergo, JSC
Chairman of the Supervisory Board
2016
2020
FGC UES, PJSC
Member of the Management Board
2015
present time
TaigaEnergoStroy, JSC
Member of the Board of Directors
2019
present time
CECM UES, JSC
2023
Tomsk Main Power Grids, OJSC
Chairman, member of the Board of Directors
2020
Energosetproekt, JSC
Chairman of the Board of Directors
2020
present time
RNC CIGRE
Member of the Presidium
Rosseti Moscow Region, PJSC, Energocentre, JSC
Member of the Board of Directors
Rosseti Kuban, PJSC
Chairman of the Grid Connection Committee of the Board of Directors
Higher. Graduated from Lomonosov Moscow State University, with major in Law, Lawyer.
Holds a candidate degree in Legal Sciences
Primary employment and position held
Chairman of the Management Board, General Director of Rosseti South, PJSC; Chairman of the Management Board, Acting General Director of Rosseti Kuban, PJSC (part‑time)
Participation in governing bodies of other organisations, in committees of the Company's Board of Directors for the last 5 years:
Period
Organisation
Position
from
to
2014
present time
Rosseti South, PJSC
Chairman of the Management Board, General Director
2019
Donenergo, JSC
Member of the Board of Directors
2015
present time
Rosseti South, PJSC
2018
present time
VMES, JSC
Chairman of the Board of Directors
2021
present time
Rosseti Kuban, PJSC
Chairman of the Management Board, Acting General Director (part‑time)
Higher. Graduated from Moscow Power Engineering Institute, with major in Automated Control Systems, System Engineer
Primary employment and position held
President of OSBI‑CLASS AUDIT AND CONSULTING GROUP, LLC
Participation in governing bodies of other organisations, in committees of the Company's Board of Directors for the last 5 years:
Period
Organisation
Position
from
to
2002
2023
Technology Centre, LLC
General Director
2006
2023
OSBI‑CLASS AUDIT AND CONSULTING GROUP, LLC
President
2013
2023
OPORA RUSSIA, an All‑Russian public organisation of small and medium‑sized businesses
Member of the Presidium of the Management Board
2014
2023
TORI‑AUDIT, LLC
General Director
2015
2019
Tyumenenergo, JSC
Member of the Board of Directors
2020
2023
Rosseti Kuban, PJSC
Chairman of the Audit Committee of the Board of Directors
Tenure on the Board of Directors of the Company
20 June 2021 to 16 June 2023
Structure of the Company’s Board of Directors in 2023, persons
S. No.
Membership of the Board of Directors
First composition of the Board of Directors (16.06.2022 to 16.06.2023)
Second composition of the Board of Directors (since 16.06.2023)
1
In terms of expertise:
economics and management
6
7
jurisprudence
4
3
electrical power, engineering
3
3
2
By tenure on the Board of Directors:
1‑2 years
3
3
3‑5 years
7
7
over 5 years
1
1
3
By age:
31–40 years old
1
2
41–50 years old
7
7
51 and over years old
3
2
4
Gender composition:
men
10
9
wonen
1
2
None of the members of the Board of Directors:
Owned the shares of the Company and its S&As or made transactions with them during the reporting yearAccording to the data provided to the Company by the Board members.
Took training courses at the expense of the Company
Had family ties with people who are members of the bodies that manage and/or control the financial and economic activities of the Company
Was held administratively liable for financial improprieties, offence regarding tax and fees or security market, or had any criminal record for economic crimes or crimes against the state
Hold positions in the management bodies of commercial organisations during the period when bankruptcy proceedings were initiated against these organisations and/or one of the bankruptcy procedures provided for by the insolvency legislation of the Russian Federation was introduced
Had any conflicts of interest (including those related to participation in the governing bodies of the Company’s competitors) in the reporting year