Monday, 3 November 2014

The Chairman of the Board of Directors of the Company.

Chairman of the Board of Directors elected by the members of the Board of Directors of the

Company by a majority vote of the members of the Board of Directors of the Company.

The Board of Directors may at any time elect its chairman by a majority vote of the members of the

Board of Directors.

Chairman of the Board of Directors shall organize its work, convene meetings of the Board of

Directors and preside over them, and organize the meetings of the management protocol.

In the case of absence of the Chairman of the Board of Directors of the Company, its functions

shall be performed by a member of the Board of Directors of the Company approved by the Board


of Directors of the Company.

The Board of Directors shall be convened by the Chairman of the Board of Directors on its own

initiative or at the request of a member of the Board of Directors, the audit commission (auditor) of

the Company or the Company's auditor and the executive body of the Company. The procedure

for convening and holding of meetings of the Board of Directors of the Company determined by the

Company, which shall be approved by the general meeting of shareholders.

The quorum for a meeting of the Board of Directors shall not be less than half of the elected

members of the Board of Directors of the Company. In the case where the number of members

of the Board of Directors of the Company becomes less than half the number provided by the

charter, the Company is obliged to convene an extraordinary general meeting of shareholders for

the election of a new Board of Directors of the Company. The remaining members of the Board

of Directors of the Company shall be entitled only to decide on the convening of an extraordinary

general meeting of the shareholders.

Decisions by the Board of Directors shall be taken by majority vote of the Board of Directors

participating in the meeting, unless the Federal Law, the internal document defining the procedure

for convening and conducting meetings of the Board of Directors, not otherwise provided for.

Matters at the meeting of the Board of Directors, each member of the Board of Directors shall have

one vote.

Voice one member of the Board of Directors of the Company to another member of the Board of

Directors of the Company is prohibited.

Decisive voice in decision-making by the Board of Directors of the Company in the event of a tie

vote of the Board of Directors shall have the Chairman of the Board of Directors of the Company.

At a meeting of the Board of Directors of the Company shall be kept.

The order of the protocol is defined in accordance with paragraph 4 of Article 68 of the Federal law.

Minutes of the meeting of the Board of Directors shall be prepared no later than 3 days after the

meeting.

No comments:

Post a Comment