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1.1. Issuer’s full business name
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Public Joint Stock Company “Moscow United Electric Grid Company”
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1.2. Issuer’s shortened business name
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Moscow United Electric Grid Company PJSC;
PJSC "MOESK"
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1.3. Issuer’s location
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Moscow, Russian Federation
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1.4. Issuer’s General State Registration Number
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1057746555811
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1.5. Issuer’s Tax ID
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5036065113
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1.6. Issuer’s unique code assigned by the registration authority
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65116-D
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1.7. URL of the webpage provided by one of the stock market information distributors in the information and telecommunication network Internet and URL in the Internet whose electronic address includes a domain name title whereto belongs to the issuer.
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1.8. Date of an event occurrence (material fact), about which the message was compiled (if applicable)
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June 28, 2019
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2. Notice content
2. Statement content
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June 28, 2019
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2.1. The quorum of the issuer’s Board of Directors Meeting and the voting results on decision-making issue:
The quorum for holding the meeting of the Board of Directors of the PJSC MOESK exists.
Voting results:
On the item 1 on the agenda:
The decision is taken by a majority of the members of the Board of Directors participating in the meeting.
On the item 2 of the agenda:
The decision is taken by a majority of the members of the Board of Directors participating in the meeting.
On the item 3 of the agenda:
The decision is taken by a majority of the members of the Board of Directors participating in the meeting.
On the item 4 of the agenda:
The decision was adopted by a two-thirds majority vote of the members of the Board of Directors of the Company participating in the meeting.
On the item 5 of the agenda:
The decision is taken by a majority of the members of the Board of Directors participating in the meeting.
On the item 6 of the agenda:
The decision is taken by a majority of the members of the Board of Directors participating in the meeting.
2.2. The content of decisions taken by the issuer’s Board of Directors.
On the item 1:
To take in consideration the report of the General Director of PJSC Moscow United Electric Grid Company on managing key operational risks of PJSC Moscow United Electric Grid Company for 2018 in accordance with Appendix No. 1 to this decision of the Board of Directors of the Company.
On the item 2:
1. To take into account the report of the Sole Executive Body and the Management Board of the Company on the organization, functioning and effectiveness of the internal control system and the report of the Sole Executive Body and the Management Board of the Company on the organization, functioning and effectiveness of the risk management system, including information on the implementation of measures to improve these systems in accordance with the Appendices No. 2-3 to this decision of the Board of Directors of the Company.
2. To formulate instructions to the management of the Company regarding the further development strategy of the internal control system after reviewing the results of the external independent evaluation of the internal control system of PJSC MOESK.
On the item 3:
To take into account the report of the internal audit of the Company on the evaluation of the effectiveness of internal control and risk management systems at PJSC MOESK according to the results of 2018 in accordance with Appendix No. 4 to this decision of the Board of Directors of the Company.
On the item 4:
1. To direct the representatives of PJSC Moscow United Electric Grid Company at the annual General Meeting of Shareholders of JSC "Plant for the repair of electrical equipment":
1.1. On the agenda item of the annual General Meeting of Shareholders of JSC "Plant for the repair of electrical equipment" “On the election of members of the Board of Directors of JSC "Plant for the repair of electrical equipment", vote “FOR” the election of the following candidates to the Board of Directors of JSC "Plant for the repair of electrical equipment":
1) Gvozdev Dmitry Borisovich - First Deputy General Director - Chief Engineer of PJSC MOESK;
2) Gennady Stepanovich Sidenko - Deputy Chief Engineer for Innovations and Project Activities of PJSC MOESK;
3) Vychegzhanin Vasily Vasilyevich - Director of the Department of operation of 35-500 kV grids of PJSC MOESK;
4) Ardeev Andrey Vladimirovich - Head of Corporate Governance Department, Lider CJSC (Pension Fund Asset Management Companies).
5) Shpinev Ilya Aleksandrovich - Leading expert of the Department for interaction with shareholders and investors and information and analytical support of the Corporate Governance Department of PJSC ROSSETI.
1.2. On the agenda item of the annual General Meeting of Shareholders of JSC "Plant for the repair of electrical equipment" “On the election of members of the Review Committee of JSC "Plant for the repair of electrical equipment", vote “FOR” the election of the following candidates to the Review Committee of JSC "Plant for the repair of electrical equipment":
1) Kamardina Julia Ivanovna - Head of the business process audit department of the Internal Audit Department of PJSC MOESK;
2) Kirienko Olga Evgenievna - Chief expert of the business process audit department of the Internal Audit Department of PJSC MOESK;
3) Markin Pavel Sergeyevich - Chief Expert of the Department of Economic Security and Anti-Corruption of PJSC MOESK.
1. To direct the representatives of PJSC Moscow United Electric Grid Company at the annual General Meeting of Shareholders of JSC MOESK-Engineering:
2.1. on the agenda of the annual General Meeting of Shareholders of JSC MOESK-Engineering “On the election of members of the Board of Directors of JSC MOESK-Engineering to vote "FOR" the election of the following candidates to the Board of Directors of JSC MOESK-Engineering:
1) Oleg Vladimirovich Ivanov - Deputy General Director for Capital Construction of PJSC MOESK;
2) Dementyev Nikita Viktorovich - First Deputy Chief Engineer for Production Assets Management at PJSC MOESK;
3) Zinoviev Aleksey Sergeevich - Director for capital construction of PJSC MOESK;
4) Ardeev Andrey Vladimirovich - Head of Corporate Governance Department, Lider CJSC (Pension Fund Asset Management Companies);
5) Martynova Julia Sergeevna - Chief expert of the Department for interaction with shareholders and investors and information and analytical support of the Corporate Governance Department of PJSC ROSSETI.
2.2. on the agenda of the annual General Meeting of Shareholders of JSC MOESK-Engineering “On the election of members of the Review Committee of JSC MOESK-Engineering to vote "FOR" the election of the following candidates to the Review Committee of JSC MOESK-Engineering":
1) Kirienko Olga Evgenievna - Chief expert of the business process audit department of the Internal Audit Department of PJSC MOESK;
2) Karamushko Elena Anatolyevna - Leading expert of the business process audit department of the Internal Audit Department of PJSC MOESK;
3) Gavrilova Tatyana Alekseevna - Chief Expert of the Department of Economic Security and Anti-Corruption of PJSC MOESK.
3. To direct the representatives of PJSC Moscow United Electric Grid Company at the annual General Meeting of Shareholders of JSC "Energocenter":
2.1. on the agenda of the annual General Meeting of Shareholders of JSC "Energocenter" "On the election of members of the Board of Directors of JSC MOESK-Engineering to vote "FOR" the election of the following candidates to the Board of Directors of JSC "Energocenter":
1) Pyatigor Alexander Mikhailovich - Member of the Management Board, Deputy General Director for the sale of services of PJSC ROSSETI;
2) Dusheina Lyudmila Vladimirovna - Director for External Communications of PJSC MOESK;
3) Lyubimov Yuri Alexandrovich - Director of the Department for the Prospective Development of the Grid and Engineering Support of TP of PJSC MOESK;
4) Novoselov Egor Viktorov - Director of the Customer Service Department of PJSC MOESK;
5) Ivanov Oleg Vladimirovich - Deputy General Director for Capital Construction of PJSC MOESK;
3.2. on the agenda of the annual General Meeting of Shareholders of JSC "Energocenter" "On the election of members of the Review Committee of JSC MOESK-Engineering to vote "FOR" the election of the following candidates to the Review Committee of JSC "Energocenter":
1) Malikova Maria Nikolaevna - Chief Specialist of the Office for the Implementation of TP Agreements in the Moscow Region PJSC MOESK;
2) Kirienko Olga Evgenievna - Chief expert of the business process audit department of the Internal Audit Department of PJSC MOESK;
3) Kovaleva Veronika Evgenievna - Chief expert of the Department of anti-corruption compliance procedures of PJSC MOESK.
On the item 5:
1. To take into account the report of LLC "RSM RUS" and the recognition by an independent expert of the internal control system of the Company as effective in accordance with Appendix No. 5 to this decision of the Board of Directors of the Company.
2. To take into account the report on the assessment of the risk management system dated 03/31/2019, conducted by an independent expert in accordance with the terms of the contract, in accordance with Appendix No. 6 to this decision of the Board of Directors of the Company.
3. To direct the Sole Executive Body of PJSC MOESK:
3.1. to ensure the development and submission for approval by the Board of Directors of the Company of measures to maintain an effective internal control system and its development, including those aimed at:
eliminating design flaws in certain control procedures noted in the report on a number of business processes,
synchronizing the implementation of automated control procedures simultaneously with the automation of business processes,
the full integration of anti-corruption risk management in business processes.
Term:
on or prior to 07/31/2019.
3.2. by September 30, 2019, to ensure the development and submission to the Committee for Strategy and Development of the Board of Directors of proposals for the development and improvement of the Company's risk management system.
On the item 6:
To take in consideration the report of the Corporate Secretary of PJSC Moscow United Electric Grid Company in accordance with Appendix No. 7 to this decision of the Board of Directors of the Company.
2.3. Date of the issuer’s Board of Directors Meeting, at which the above-mentioned decisions were adopted:
June 27, 2019.
2.4. Date and number of the Protocol of the issuer’s Board of Directors Meeting, at which the above-mentioned decisions were adopted:
June 28, 2019, Minutes No. 393.
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3. Signature
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3.1. Corporate Secretary, acting in accordance with Power of Attorney No. 77/555-n/77-2018-5-238 dd 15.05.2018
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______________ A.N. Svirin
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(signature)
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3.2. Date «28» June 2019 year
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