DJ PJSC RusHydro: Results of the Board of Directors Meeting on September 30, 2020
PJSC RusHydro (HYDR)
PJSC RusHydro: Results of the Board of Directors Meeting on September 30,
2020
02-Oct-2020 / 08:45 CET/CEST
Dissemination of a Regulatory Announcement that contains inside information
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
Results of the Board of Directors Meeting on September 30, 2020
PJSC RusHydro (ticker symbol: MOEX, LSE: HYDR; OTCQX: RSHYY) announces that
the Company's Board of Directors held a meeting in absentia on September 30,
2020.
Resolutions passed on Items of the agenda:
Item 1: On Approval of the Report on Implementation of the RusHydro Annual
Integrated Purchasing Program for 6 Months of 2020.
Adopted Resolution:
To approve the report on implementation of the PJSC RusHydro Annual
Integrated Purchasing Program for 6 months of 2020 (Schedule No. 1 to the
Minutes).
Item 2: On Constitution of the Management Bodies of the Company.
2.1. On Termination of the Powers of the Company Sole Executive Body.
Adopted Resolution:
To terminate the powers of Nikolay Grigoryevich Shulginov acting as the
Company sole executive body and terminate (cancel) his employment contract
on September 30, 2020, pursuant to Clause 2, Part 1 of Article 278 of the
Labour Code of the Russian Federation.
2.2. On Election of the Company Sole Executive Body.
Adopted Resolution:
2.2.1. To elect Nikolay Grigoryevich Shulginov as the Company sole executive
body for a term of Two (2) years, effective from October 1, 2020.
2.2.2. To empower Yuriy Petrovich Trutnev, Chairman of the Board of
Directors of the Company, to determine the terms and conditions of and
conclude for and on behalf of the Company an employment contract with
Nikolay Grigoryevich Shulginov, the Company sole executive body.
2.3. On determination of numerical composition and election of members of
the Management Board.
Adopted Resolution:
1. To determine the number of members of the Company Management Board to be
6 persons.
2. To elect Sergey Vyacheslavovich Vasilyev and Bayrta Nikolayevna Perveeva
to the Management Board of the Company.
3. To approve concurrent service by the members of the Management Board on
positions in management bodies of the companies controlled by RusHydro, as
well as concurrent service by S. V. Vasilyev as a member of the Board of
Directors of JSC DVEUK-GeneratsiyaSeti.
Share in the issuer's authorized capital stock, held by Sergey
Vyacheslavovich Vasilyev, a person elected to the issuer's Management Board,
is 0%; percentage of the issuer's ordinary shares, held by the same, is 0%.
Share in the issuer's authorized capital stock, held by Bayrta Nikolayevna
Perveeva, a person elected to the issuer's Management Board, is 0%;
percentage of the issuer's ordinary shares, held by the same, is 0%.
Share in the issuer's authorized capital stock, held by Nikolay Grigoryevich
Shulginov, a person elected as the issuer's sole executive body, is 0%;
percentage of the issuer's ordinary shares, held by the same, is 0%.
Item 3: On Determining the Company (the Company's Delegates) Stand on the
JSC Leningradskaya PSHPP Management Bodies Agenda Item: On Consent to a
Major Transaction.
Adopted Resolution: Confidential.
Item 4: On Consideration of Issues of Material Importance for the Company:
4.1. On Assessing the Implementation of the RusHydro Group Long-Term
Development Program and Key Performance Indicators of the RusHydro Group
Long-Term Development Program.
Adopted Resolution:
1. To approve:
? Restated Standard for assessing the implementation of the RusHydro Group
Long-Term Development Program and key performance indicators of the
RusHydro Group Long-Term Development Program (Schedule No. 5 to the
Minutes);
? Restated Terms of Reference for assessing the implementation of the
RusHydro Group Long-Term Development Program and key performance
indicators of the RusHydro Group Long-Term Development Program, on the
2020 results (Schedule No. 6 to the Minutes).
2. To instruct N. G. Shulginov, the Chairman of the Management Board -
General Director of the Company, to ensure annual submission by June 10,
starting from 2021, of information on the assessment of the implementation
of the RusHydro Group Long-Term Development Program and its key performance
indicators (including the auditor's report as to the Long-Term Development
Program) to Rosimushchestvo (the Russian Federal Agency for State Property
Management) and Minenergo (the Russian Ministry of Energy), including by
posting the same on the Interdepartmental Portal for State Property
Management.
4.2. On Amending the Methodologies for Calculating and Assessing Annual Key
Performance Indicators of the RusHydro Management Board Members and Key
Performance Indicators of the RusHydro Long-Term Motivation Program.
Adopted Resolution:
1. To approve:
1.1 Amendments to the Methodology for Calculating and Assessing Annual Key
Performance Indicators of the RusHydro Management Board Members* (Schedule
No. 7 to the Minutes);
1.2 Restated Methodology for Calculating and Assessing Key Performance
Indicators of the RusHydro Long-Term Motivation Program (Schedule No. 8 to
the Minutes);
1.3 Amendments to the Long-Term Development Program of RusHydro Group
(hereinafter, the "LTDP") for the period from 2020 to 2024** (Schedule No. 9
to the Minutes).
2. To determine the amendments specified in Clause 1.1.1 of this resolution
to apply as from January 01, 2020.
3. When calculating the Long-Term Motivation Program KPIs for the second
cycle (2018-2020), the third cycle (2019-2021) and the fourth cycle
(2020-2022), to be guided by the restated Methodology for Calculating and
Assessing Key Performance Indicators of the RusHydro Long-Term Motivation
Program as given in Schedule No. 8 to the Minutes.
*Approved by the RusHydro Board of Directors on December 24, 2019 (Minutes
No. 301 dated December 26, 2019) as amended on February 11, 2020 (Minutes
No. 304 dated February 12, 2020).
**Approved by the RusHydro Board of Directors on August 20, 2020 (Minutes
No. 312 dated August 24, 2020).
4.3. On implementation of the action plan for further work at Zagorskaya
PSHPP-2
Adopted Resolution:
To take in consideration the report on implementation of the Action Plan for
further work at Zagorskaya PSHPP-2 (Schedule No. 10 to the Minutes).
4.4. Confidential.
Adopted Resolution: Confidential.
4.5. Confidential.
Adopted Resolution: Confidential.
4.6. Confidential.
Adopted Resolution: Confidential.
4.7. Confidential.
Adopted Resolution: Confidential.
About RusHydro
RusHydro Group is the leading producer of renewable energy in Russia. It is
Russia's largest generating company and is the fourth in the world with over
400 generating facilities. The Group's total electricity generation capacity
including Boguchanskaya HPP is 38 GW.
For more information:
Investor Relations Department
Tel. +7 (495) 122 0555 ext. 1304
ir@rushydro.ru
The information in this press release may contain projections or other
forward-looking statements regarding future events or the future financial
performance of RusHydro. You can identify forward looking statements by
terms such as "expect," "believe," "anticipate," "estimate," "intend,"
"will," "could," "may" or "might," the negative of such terms or other
(MORE TO FOLLOW) Dow Jones Newswires
October 02, 2020 02:45 ET (06:45 GMT)
DJ PJSC RusHydro: Results of the Board of Directors -2-
similar expressions. We wish to caution you that these statements are only
predictions and that actual events or results may differ materially from
these statements. We do not intend to update these statements to reflect
events and circumstances occurring after the date hereof or to reflect the
occurrence of unanticipated events. Many factors could cause the actual
results to differ materially from those contained in our projections or
forward-looking statements, including, among others, general economic
conditions, our competitive environment, risks associated with operating in
Russia, rapid technological and market change in our industries, as well as
many other risks specifically related to RusHydro and its operations.
ISIN: US7821834048, RU000A0JPKH7
Category Code: MSCM
TIDM: HYDR
LEI Code: 2534005TJN9DX4YWVT97
OAM Categories: 2.2. Inside information
Sequence No.: 85294
EQS News ID: 1138490
End of Announcement EQS News Service
(END) Dow Jones Newswires
October 02, 2020 02:45 ET (06:45 GMT)
