Livinsky<br/>Pavel Anatol’yevich
Livinsky
Pavel Anatol’yevich

Chairman of board of directors of PJSC “MOESK”,
Director General, Chairman of the Management Board of PJSC “Russian Grids”

Gavrilenko<br/>Anatoly Anatolyevich
Gavrilenko
Anatoly Anatolyevich

Director General of CJSC “Leader”

Gasangadzhiev<br/>Gasan Gizbullagovich
Gasangadzhiev
Gasan Gizbullagovich

Head of Housing, Utilities and Amenities Department

Goncharov<br/>Yuri Vladimirovich
Goncharov
Yuri Vladimirovich

Deputy Director General of Corporate Governance, PJSC "Rosseti"

Grishchenko<br/>Sergey Valentinovich
Grishchenko
Sergey Valentinovich

Deputy Head of the Direct Investments Department of PJSC “Gazprombank”

Logovinsky<br/>Yevgeny Il’ich
Logovinsky
Yevgeny Il’ich

First Deputy General Director of CJSC "Leader"

Nikitin<br/>Sergey Alexandrovich
Nikitin
Sergey Alexandrovich

Deputy General Director, Head of the Corporate Control Department of Closed Joint-Stock Company “Leader” (Pension fund assets managing company)

Nuzhdov<br/>Aleksey Viktorovich
Nuzhdov
Aleksey Viktorovich

Deputy Director General for investments and interaction with the state bodies of CJSC "Leader" (Pension fund assets managing company);

Olkhovich<br/>Evgeniy Alexandrovich
Olkhovich
Evgeniy Alexandrovich

Deputy Director General of Strategic Development of PJSC "Rosseti"

Romanovskaya<br/>Larisa Anatolievna
Romanovskaya
Larisa Anatolievna

The Chief Adviser of PJSC "Rosseti"

Sergeev<br/>Sergey Vladimirovich
Sergeev
Sergey Vladimirovich

Deputy Director General of Capital Construction of PJSC "Rosseti"

Sergeeva<br/>Olga Andreevna
Sergeeva
Olga Andreevna

Member of the Management Board, Deputy Director General, Head of the Office of PJSC "Rosseti"

Sinyutin<br/>Pyotr Alexeevich
Sinyutin
Pyotr Alexeevich

Director General of PJSC “MOESK”

By the resolution of the Board of Directors of PJSC MOESK dated December 29, 2017 (Protocol No. 338 dd Decembee 30, 2017) Logovinsky E.I. and Nikitin S.A. were recognized as independent directors.


According to cl. 15.1 of Article 15 of the Charter of PJSC “MOESK” the Company’s Board of Directors performs general management of the Company’s activity, except for the issues resolving, which are referred by Federal Law “On Joint Stock Companies” and the present Charter to the competence of General Shareholders’ Meeting.

The following issues refer to the competence of the Company’s Board of Directors:


  1. on priority directions determination of the Company’s activity, the Company’s strategy;
  2. convening of annual and extraordinary General Shareholders’ Meetings of the Company, except for the cases, which are stipulated by clause 14.8 of article 14 of the present Charter, as well as conduct date announcement of the new General Shareholders’ Meeting instead of the failed one on the ground of quorum absence;
  3. agenda approval of the Company’s General Shareholders’ Meeting;
  4. election of the Secretary of General Shareholders’ Meeting;
  5. date determination of the list compilation of the persons, who have right to participate in General Shareholders Meeting, resolving of the other issues, tied with preparation and conduct of the Company’s General Shareholders’ Meeting;
  6. submission for resolving by the Company’s General Shareholders’ Meeting of the issues, stipulated by subclauses 2, 5, 7, 8, 12-20 of clause 10.2. of article 10 of the present Charter, as well as reduction of the Company’s authorized capital by reduction of the shares’ nominal value;
  7. placement of bonds and other equity securities by the Company, except for the cases, stipulated by Federal Law “On Joint Stick Companies” and the present Charter;
  8. resolution approval on the issue (additional issue) of securities, securities prospectus and report on the issue (additional issue) results of securities, reports on the results of shares acquisition from the Company’s shareholders, reports on the shares redemption, reports on the submission results by the Company’s shareholders of the requests on shares repurchase, which are owned by them;
  9. price (money value) determination of the property, price of placement and repurchase of equity securities in the cases, stipulated by Federal Law “On Joint Stock Companies”, as well as while issues solving, which are stated in subclauses 11, 21, 38 of clause 15.1. of the present Charter;
  10. acquisition of shares, placed by the Company, bonds and other securities in the cases, stipulated by Federal Law “On Joint Stock Companies”;
  11. alienation (sales) of the Company’s shares, transferred to the Company’s ownership as a result of their acquisition or repurchase from the Company’s shareholders, as well as in other cases, stipulated by Federal Law “On Joint Stock Companies”;
  12. election of the Company’s Director General and early termination of his/her authorities, including a resolution passing on early termination of Labor Agreement with him;
  13. recommendations to the Company’s General Shareholder’ Meeting regarding the amount of remunerations and compensations, paid to the members of the Company’s Internal Audit Commission and determination of payment amount of the Auditor’s services;
  14. recommendations regarding amount of the dividend on shares and the procedure of its payment;
  15. approval of the Company’s internal documents, determining the procedure of formation and use of the Company’s funds;
  16. resolution passing on the use of the Company’s funds; cost estimations approval on the assets use regarding special-purpose funds and results consideration of cost estimates execution on the assets use regarding special-purpose funds;
  17. approval of the Company’s internal documents, except for the internal documents, approval of which is referred to the competence of General Shareholders’ Meeting, as well as other internal documents, approval of which is referred to the competence of the Company’s executive bodies;
  18. business-plan (adjusted business-plan) approval, including investment program, and quarterly report on their execution results, as well as approval (adjustment) of list and values of the Company’s cash flow control indicators;
  19. on consideration of the investment program, including amendments to it;
  20. establishment of branches and opening of representative offices of the Company, their liquidation, as well as introduction to the Company’s Charter of the changes, tied with the establishment of branches, opening of representative offices of the Company (including data change regarding names and places of location of the Company’s branches and representative offices) and their liquidation;
  21. on the Company’s membership in other organizations (including coordinated approval of the articles of association and the candidatures to management bodies of newly established organizations), as well as on the change of ownership interest (number of shares, stocks amount, stakes), shares (stakes) encumbrance and termination of the Company’s membership in other organizations;
  22. determination of the Company’s credit policy regarding launching of loans by the Company, conclusion of credit agreements, loan agreements, surety agreements, incurrence of liabilities on bills (issue of promissory bill and bill of exchange), transfer of property to pledge and resolutions passing on settlement by the Company of the mentioned transactions in the cases, when resolution passing procedure on them is not determined by the Company’s credit policy, as well as passing of resolutions on bringing of the Company’s debt positions into conformity with the limits, stipulated by the Company’s credit policy, in the order, stipulated by the Company’s credit policy;
  23. resolutions passing on transactions settlement, the subject of which is property, works and services, cost of which amounts from 5 to 25 per cent of the Company’s assets balance value, determined according to accounting reporting data as of the last reporting date, except for the transactions, settled in the process of the Company’s normal economic activity;
  24. major transactions approval in the cases, stipulated by chapter X of Federal Law “On Joint Stock Companies”;
  25. transactions approval, stipulated by chapter XI of Federal Law “On Joint Stock Companies”;
  26. approval of the Company’s registrar, agreement conditions with it, as well as cancellation of the agreement with it, cost estimate approval for the conduct of the Company’s General Shareholders’ Meeting;
  27. election of the Chairperson of the Company’s Board of Directors and early termination of his authorities;
  28. election of Deputy Chairperson of the Company’s Board of Directors and early termination of his authorities;
  29. election of the Secretary of the Company’s Board of Directors and early termination of his authorities;
  30. preliminary resolutions approval on settlement of transactions by the Company, tied with transfer of the Company’s property without compensation or property rights (claims) to itself or third person; transactions, tied with liberation from property liability for itself or third person; transactions, tied with rendering of services (works execution) without compensation by the Company to third persons, in the cases (amounts), determined by single resolutions of the Company’s Board of Directors, and resolutions passing regarding settlement by the Company of these transactions in the cases, when the above-mentioned cases (amounts) are not determined;
  31. resolution passing on the authorities suspension of managing organization (manager);
  32. resolution passing on appointment of the Company’s Acting Director General, in the cases determined by single resolutions of the Company’s Board of Directors, as well as his bringing to disciplinary responsibility;
  33. bringing to disciplinary responsibility of Director General and members of the Company’s Management Board and their encouragement according to labor legislation of RF;
  34. reports consideration of Director General on the Company’s activity (including on execution of his functions), on resolutions execution of General Shareholders’ Meeting, Board of Directors and Management Board of the Company;
  35. procedure approval of the Company’s interaction with the organizations, in which the Company participates;
  36. the Company’s (the Company’s representatives’) position determination, including the order to take part or not to take part in voting regarding agenda issues, to vote “for”, “against” or “abstained” regarding draft resolutions on the following agendas of General Shareholders’ (Participants’) Meetings of subsidiary and affiliated economic companies (further named as – SAA) (except for the cases, when functions of SAA’s General Shareholders’ Meetings are performed by the Company’s Board of Directors), and meetings of SAA’s Board of Directors (except for the issue on agenda approval of SAA’s General Shareholders’ Meetings, when functions of SAA’s General Shareholders’ Meetings are performed by the Company’s Board of Directors):

  37. a) on agenda determination of SAA’s General Shareholders’ (Participants’) Meetings 

    b) on SAA’s reorganization, liquidation; 

    c) on determination of members amount of SAA’s management and controlling bodies, nomination, election of their members and early termination of their authorities, nomination, election of SAA’s Sole Executive Body and early termination of its authorities; 

    d) on determination of amount, nominal value, category (type) of SAA’s authorized shares and rights, given by these shares; 

    e) on increase of SAA’s authorized capital by the way of increase of shares’ nominal value or by the way of additional shares’ placement; 

    f) on SAA’s securities’ placement, which are convertible to ordinary shares; 

    g) on splitting, consolidation of SAA’s shares; 

    h) on major transactions approval, settled by SAA; 

    i) on SAA’s membership in other organizations (on joining the acting organization or establishment of new organization), as well as on acquisition, alienation and encumbrance of shares and stakes in authorized capitals of the organizations, in which SAA participates; change of ownership interest in the authorized capital of the corresponding organization; 

    j) on SAA’s transactions settlement (including several inter-related transactions), tied with acquisition, alienation or the possibility of alienation of the property, comprising fixed assets, intangible assets, objects of incomplete construction, the usage aim of which is production, transmission, dispatching, distribution of electric and thermal power, in the cases (amounts), determined by the procedure of the Company’s interaction with the organizations, in which the Company participates, which is approved by the Company’s Board of Directors; 

    k) on introduction of changes and addenda to SAA’s articles of association; 

    l) on determination of the payment procedure of remunerations to the members of SAA’s Board of Directors and Internal Audit Commission; 

    m) on a business-plan (adjusted business-plan) approval, including investment program, and quarterly report on their execution results; 

    n) on an investment program consideration, including amendments to it.


  38. the Company’s (the Company’s representatives’) position determination regarding the following meeting agenda issues of SAA’s Boards of Directors (including the order to take part or not to take part in voting regarding agenda issues, to vote “for”, “against” or “abstained” regarding draft resolutions):


  39. a) on SAA’s representatives’ position determination regarding agenda issues of General Shareholders’ (Participants’) Meetings and meetings of the Boards of Directors of the companies, which are subsidiary and affiliated to SAA, regarding transactions settlement (approval) (including several inter-related transactions), tied with acquisition, alienation or the possibility of alienation of the property, comprising fixed assets, intangible assets, objects of incomplete construction, the usage aim of which is production, transmission, dispatching, distribution of electric and thermal power, in the cases (amounts), determined by the procedure of the Company’s interaction with the organizations, in which the Company participates, which is approved by the Company’s Board of Directors;

    b) on SAA’s representatives’ position determination regarding agenda issues of General Shareholders’ (Participants’) Meetings and meetings of the Boards of Directors of the companies, which are subsidiary and affiliated to SAA, performing production, transmission, dispatching, distribution and supply of electric and thermal power, on reorganization, liquidation, increase of the authorized capital of such companies by the way of increase of shares’ nominal value or by the way of additional shares’ placement, securities placement, which are convertible to ordinary shares;


  40. preliminary resolutions approval on settlement by the Company of:

  41. a) transactions, the subject of which are fixed assets of the Company in the amount of more than 10 per cent of the balance value of these assets of the Company according to accounting reporting data as of the last reporting date;

    b) transactions (including several inter-related transactions), tied with acquisition, alienation or the possibility of alienation of the property, comprising fixed assets, intangible assets, objects of incomplete construction, the usage aim of which is production, transmission, dispatching, distribution of electric and thermal power, in the cases (amounts), determined by single resolutions of the Company’s Board of Directors;

    c) transactions (including several inter-related transactions), tied with acquisition, alienation or the possibility of alienation of the property, comprising fixed assets, intangible assets, objects of incomplete construction, the usage aim of which is not production, transmission, dispatching, distribution of electric and thermal power, in the cases (amounts), determined by single resolutions of the Company’s Board of Directors.


  42. nomination by the Company of candidatures for election to the position of Sole Executive Body, to other management bodies, controlling bodies, as well as a candidature of auditor of the organizations, in which the Company participates, which perform production, transmission, dispatching, distribution and supply of electric and thermal power, as well as repair and service types of activity;
  43. determination of the Company’s insurance protection security directions, including approval of the Company’s Insurer;
  44. a candidature approval of independent assessor (assessors) for the determination of value of shares, property and other assets of the Company in the cases, stipulated by Federal Law “On Joint Stock Companies”, the present Charter, as well as single resolutions of the Company’s Board of Directors;
  45. preliminary approval of Collective Employment Agreement, agreements, concluded by the Company in the frames of social and labor relations regulation, as well as approval of the documents regarding non-state pension provision of the Company’s employees;
  46. a candidature approval of financial adviser, engaged according to Federal Law “On securities market”, as well as candidatures of securities issue organizers and advisers on the transactions, which are directly tied with the attraction of assets in the form of public loans;
  47. recommendations working out regarding the choice of the Auditor, performing audit of the Company’s financial reporting, prepared according to International Financial Reporting Standards, approval of agreement’s conditions with him, as well as monitoring over the audit execution of the Company’s financial reporting, prepared according to International Financial Reporting Standards;
  48. approval of the document, which determines the rules and approaches for information disclosure about the Company; the document on the information use about the Company’s activity, the Company’s securities and transactions with them, which is not publicly available and disclosure of which can influence significantly market value of the Company’s shares; the document, which determines internal control procedures over the Company’s financial and economic activity;
  49. approval of long-term (up to 5 years), annual and quarterly plans of capital construction, purchase plans of goods and services, projects of new construction, technical re-equipment and reconstruction and reports on their execution results;
  50. preliminary approval of the transactions, which can lead to creation of obligations, denominated in foreign exchange (or obligations, amount of which is linked to foreign exchange), in the cases and amounts determined by single resolutions of the Company’s Board of Directors, and also, if the mentioned cases (amounts) are not determined by the Company’s Board of Directors;
  51. determination of purchase policy in the Company, including the Regulations approval on the procedure of holding of regulated purchases of goods, works, services, approval of the Head of Central purchasing authority of the Company and its members, as well as approval of annual complex program of purchases and passing of other resolutions according to the documents, approved in the Company which regulate the Company’s purchasing activity;
  52. resolution passing on nomination of the Company’s Director General for recommendation for government awards;
  53. approval of target values (adjusted values) of the Company’s key performance indicators (KPI) and reports on their execution;
  54. determination of the Company’s housing policy in respect to the submission to the Company’s employees of the corporate support in improvement of housing conditions by the way of subsidies, compensation of expenses, interest-free loans and resolution passing on submission by the Company of the mentioned support in the cases, when the procedure of its submission is not determined by the Company’s housing policy;
  55. determination of the number of members of the Company’s Management Board, election of members of the Company’s Management Board, determination of remunerations and compensations, paid to them, early termination of their authorities;
  56. determination of the Company’s policy in respect to reliability increase of electric grids distribution complex and other electric grid facilities, including approval of the Company’s strategic programs on reliability increase of electric grid complex, development of electric grid complex and its safety;
  57. approval of organizational structure of the Company’s executive apparatus and introduction of changes into it;
  58. approval of the Regulations on material incentives of Director General, the Regulations on material incentives of the Company’s top managers; approval of the top managers list;
  59. accordance of candidatures to single positions of the Company’s executive apparatus, determined by the Company’s Board of Directors;
  60. other issues, referred to the competence of the Board of Directors by Federal Law “On Joint Stock Companies” and the present Charter.