Committees Of The Board Of Directors Of Idgc Of The South, Pjsc

To study the issues falling within the competence of the Board of Directors or studied by the Board of Directors in order to control the activities of the executive body of the Company and develop the necessary recommendations to the Board of Directors of the Company in 2009, the following five committees of the Board of Directors of the Company were established by decisions of the Board of DirectorsProtocol No. 22/2009 dated February 11, 2009 ; protocol No. 23/2009 dated March 2, 2009, protocol No. 37/2009 dated December 4, 2009. of the Company:

  • Committee for technological connection to electric networks;
  • Audit Committee;
  • Human Resources and Remuneration Committee;
  • Reliability Committee;
  • Committee on Strategy, Development, Investment and Reforming.

In accordance with the approved regulations on committees, committee members are elected for a term of:

  1. before re-election of the Board of Directors of the Company in a new composition (in the Reliability Committee);
  2. until the election of the next Committee (Audit Committee);
  3. until the first meeting of the Board of Directors of the Company in the new composition (in the remaining three committees).

The powers of any member of the committee can be prematurely terminated by a decision of the Board of Directors of the Company, adopted by a majority vote of the members of the Board of Directors of the Company of their total number.

According to the regulations on the committees, the functions of the secretaries of the committees are performed by the Corporate Secretary of the Company, unless otherwise provided by the decisions of the committees.

Most commonly, at one of the first meetings of the committees, their work plans for the current corporate year are approved, formed on the basis of the work plan of the Board of Directors, decisions of the Board of Directors and committees, proposals of committee members, the General Director.

In 2018, each of the committees of the Board of Directors of the Company worked in two compositions, 62 meetings of the Committees were held, at which about 190 issues were considered.

Committee activities in 2018

Number of committees' meetings 2018
Number of issues in 2018

The full text of the decisions made at the meetings of the committees can be found on the corporate website of IDGC of the South, PJSC on the Internet.


Committee for technological connection to electric networks

The goal is to ensure openness of activities and non-discriminatory access to services for technological connection of consumers to the Company's power grids.

The Committee operates in accordance with the Regulations on the Committee for Technological Connection to Electric Grids of the Board of Directors of IDGC of the South, JSCApproved by the decision of the Board of Directors of the Company on July 19, 2017 (Minutes No. 220/2017 dated July 24, 2017), the text can be found on the Company's website.

Members of the Committee elected at the meeting of the Board of Directors of the Company on July 19, 2017Minutes dated July 24, 2017 No. 240/2017 and valid until June 15, 2018Date of the first meeting of the Board of Directors of the Company in the new composition
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation,%
For the period from 01/01/2018 to 06/15/2018 (the total number of meetings held is 3, including 2 full-time)
Alexander Yurievich Korneev

Chairman

Head of the Directorate for Regulation of the TP of the Network Development and Technological Connection Department of PJSC ROSSETI 3/3 100
Irina Borisovna Gubina

Vice-chairman

Chief Expert of the Network Perspective Development Department of the Network Perspective Development and Technological Connection Department of ROSSETI PJSC 3/3 100
Natalya Vladimirovna Denezhnaya Chief expert of the Directorate for Regulation of the TP of the Network Development and Technological Connection Department of PJSC ROSSETI 3/3 100
The current composition of the Committee elected at the meeting of the Board of Directors of the Company on August 27, 2018
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation,%
For the period from 08/27/2018 through 12/31/2018 (the total number of meetings held is 3, including 2 full-time)
Alexander Yurievich Korneev

Chairman

Head of the Directorate for Regulation of the TP of the Network Development and Technological Connection Department of PJSC ROSSETI 3/3 100
Igor Georgievich Polovnev

Vice-chairman

Financial Director of the Association of Professional Investors 3/3 100
Dmitry Olegovich Zhuravlev Deputy General Director for Development and Technological Connection of IDGC of the South, PJSC 3/3 100
Yuri Vyacheslavovich Ivanov Deputy General Director for Investment Activities of IDGC of the South, PJSC 3/3 100

The Secretary of the CommitteeElected by decision of the Committee on August 2, 2017 (Minutes No. 30/2017 dated August 3, 2017). The text can be found on the Company's website. is Yulia Romanovna Manzhosova, Leading Specialist of the Department for Corporate Governance and Shareholder Relations of IDGC of the South, PJSC.

Decisions taken by the Committee
01/30/2018

Extramural

Formed proposals on the size of the budget of the Committee for Technological Connection to Electric Grids of the Board of Directors of the Company (with disclosure of itemized information) for the 1st half of 2018
04/23/2018

Joint attendance

The members of the Board of Directors of the Company were advised to take note of the Report on the implementation of the Schedule of activities for the Company to reach the level of deficit-free technological connection agreements for each event in 2017.

The results of the monitoring of the Company's activities on the technological connection of consumers to distribution grids, including contractual work and general connection statistics taking into account individual consumer groups for 2017, were taken into account.

The report on the participation of the Company in the development of the Scheme and programme for the development of the electric power industry of the constituent entities of the Russian Federation in 2018 was taken into account.

06/08/2018

Joint attendance

The results of the monitoring of the Company's activities on the technological connection of consumers to distribution grids, including contractual work and general connection statistics taking into account individual consumer groups in the 1st quarter of 2018, were taken into account.

The results of the analysis of the technological connection of the SME subjects following the results of the 1st quarter of 2018 and the results of the implementation of measures to increase the accessibility of the technological connection to the power grids were taken into account.

09/07/2017

Extramural

Elected Deputy Chairman of the Committee for Technological Connection to Electric Grids of the Board of Directors of the Company Igor Georgievich Polovnev - Financial Director of the Association of Professional Investors
10/16/2018

Joint attendance

The members of the Board of Directors of the Company were advised to take note of the report on the implementation of the Schedule for the implementation of overdue agreements on the implementation of technological connection following the results of the 2nd quarter of 2018.

The results of the monitoring of the Company's activities on the technological connection of consumers to distribution grids, including contractual work and general connection statistics taking into account individual consumer groups for the six months of 2018, were taken into account.

The management of the Company is entrusted to submit for consideration at meetings of the Committee for Technological Connection to Electric Grids of the Board of Directors information on the results of monitoring and analysis of unused capacity by consumers or on exceeding the actual power consumed by consumers over the maximum allowed capacity under the executed agreements on technological connection (except for the public and categories of consumers equated to it with the maximum power receivers up to 15 kW inclusive) on a quarterly accrual basis for 2019

12/27/2018

Joint attendance

The report on the implementation of KPI in terms of compliance with the terms of technological connection, as well as a report on the implementation of KPI in terms of increasing the capacity load of power grid equipment, formed as of nine months of 2018, was taken into account.

The Report on the development of Comprehensive programs for the development of electrical networks of 35 kV and above in the constituent entities of the Russian Federation for a five-year period in 2018 was taken into account.

The performance report on the implementation schedule of overdue agreements on the implementation of technological connection following the results of the 3rd quarter of 2018

Number of issues reviewed at Committee meetings
Audit Committee

Purpose: facilitating the effective performance of the functions of the Board of Directors in the preliminary consideration of issues related to the control over the Company's financial and economic activities.

Tasks:

  • consideration of the accounting (financial) statements of the Company and overseeing the process of its preparation;
  • control over the reliability and efficiency of the internal control system, risk management system, corporate management practices;
  • control over the conduct of an external audit and the choice of an auditor;
  • ensuring the independence and objectivity of the internal audit function;
  • supervision over the effectiveness of the system of counteracting the unfair actions of the Company's employees and third parties.

The Committee carried out its activities in accordance with the Regulation on the Audit Committee of the Board of Directors of IDGC of the SouthApproved by the decision of the Board of Directors of the Company on March 11, 2016 (Minutes No. 180/2016 dated March 14, 2016 No. 180/2016), subject to amendments to the Regulation on the Audit Committee, approved on November 2, 2016 (minutes No. 206/2016 dated November 7, 2016)., PJSC, located on the Company's corporate website on the Internet.

Composition of the Committee elected at the meeting of the Board of Directors of the Company on June 30, 2017Minutes dated July 3, 2017 No. 238/2017. and valid until July 31, 2018 (the date of election of the new Committee)
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation, %
For the period from 01/01/2018 to 07/31/2018 (the total number of meetings held is 7, of which 3 are full-time)
Roman Alekseevich Filkin

Chairman of the Committee, Member of the Board of Directors

Director for Electric Power Industry and Machine Building of the Representative Office of Prosperity Capital Management (RF) Ltd. 7/7 100
Alexander Nikolaevich Fadeev

Member of the Board of Directors

Deputy General Director for Security of Rosseti PJSC 7/7 100
Andrey Sergeevich Kolyada

Member of the Board of Directors

Head of the Equity Capital Division of the Department for Corporate Governance and Interaction with Shareholders and Investors of Rosseti PJSC 7/7 100

All members of the Committee were members of the Board of Directors of the Company.

The current composition of the Committee elected at the meeting of the Board of Directors of the Company on July 31, 2018Protocol No. 281/2018 dated August 3, 2018.
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation, %
For the period from 31/072018 to 31/12 2018 (the total number of meetings held is 6, of which 3 are full-time)
Aleksey Aleksandrovich Ozherelev

Chairman of the Committee, Member of the Board of Directors

Head of the Directorate for Organising the Activities of the Management Board, Board of Directors and Interaction with Shareholders and Investors of the Department for Corporate Governance and Interaction with Shareholders and Investors of Rosseti PJSC 6/6 100
Alexey Yuryevich Serov

Deputy Chairman, Member of the Board of Directors

Director of the Finance Department of Rosseti PJSC 6/6 100
Andrey Vladimirovich Morozov

Member of the Board of Directors

Legal Director of the Professional Investors Association 6/6 100

Secretary of the CommitteeElected by decision of the Committee on August 8, 2018 (Minutes No. 86 of August 9, 2018). The text can be found on the Company's website. is Elena Nikolaevna Pavlova, Head of the Department for Corporate Governance and Interaction with Shareholders, Corporate Secretary of IDGC of South, PJSC.

The issues of organization, functioning and efficiency of the internal control and internal audit system, considered in 2018, are presented on the website.

Information on the assessment of the effectiveness of the Company's internal control system in the reporting year is presented in the Internal Control System section of this Report.

Information on the activities of the Committee and major decisionsA detailed list of issues considered by the Audit Committee is presented on the Company's website.

In the reporting year, 13 meetings (including six in the form of joint attendance) of the Audit Committee of the Board of Directors of the Company were held, at which 40 issues were considered.

Among the substantive issues considered by the Audit Committee of the Board of Directors in 2018:

  • reviewed the results of anti-corruption monitoring at the end of 2017;
  • reviewed the Company's management information on the implementation of corrective action plans to remedy the deficiencies identified by the Company's Audit Commission, the Company's internal audit, external control (supervision) bodies, the implementation of measures taken on the facts of informing about potential incidents of unfair actions of employees, and the results of investigations conducted the results of 2017;
  • the content of the section of the Company's Annual Report “The System of Internal Control” was agreed upon;
  • taken into account the information of the Company's management on non-standard operations and events, as well as on the formation of a reserve of doubtful debts and estimated liabilities for 2017;
  • The Board of Directors of the Company is recommended to include the Opinion of the Audit Committee of the Board of Directors of IDGC of the South PJSC on the level of efficiency and quality of the external audit process in the list of materials provided to persons entitled to participate in the annual General Meeting of Shareholders of the Company;
  • approved the Report of the Internal Audit Department of IDGC of the South, PJSC on the implementation of the work plan and took note of the results of the internal audit activities for the three months of 2018;
  • approved the work plan of the Audit Committee of the Board of Directors of the Company for the 2018/2019 corporate year;
  • approved the terms of reference and the essential terms of the contract for the provision of services for an independent assessment of the effectiveness of the internal control system;
  • periodically reviewed the accounting (financial) statements of the Company prepared in accordance with RAS, as well as reports on the implementation of the work plan and the results of the internal audit activities;
  • heard reports of the Company's management with reports on the implementation of corrective action plans to eliminate the deficiencies identified by the Company's Audit Commission, the Company's internal auditor, and external monitoring bodies;
  • reviewed a report on the effectiveness of the Company's internal control system.
Number of issues reviewed at Committee meetings
Staff and Remuneration Committee

Task: development and submission of recommendations (opinions) to the Board of Directors of the Company on the amount of remuneration to members of the Board of Directors of the Company, on determining the material terms of contracts with members of the Board of Directors, members of the collegial executive body and the person performing the functions of the sole executive body of the Company.

Competence, as well as the procedure for convening and holding meetings of the Committee are defined in the Regulations on the Committee for Personnel and Remuneration of the Board of Directors of IDGC of the South, JSCApproved by the decision of the Board of Directors of the Company on July 31, 2014 (Minutes No. 140/2014 of August 4, 2014)., in a new edition posted on the Company's corporate website.

The composition of the Committee elected at the meeting of the Board of Directors of the Company on June 30, 2017Minutes dated July 3, 2017. and valid until June 15, 2018 (the date of the meeting of the Board of Directors in the new composition)
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation, %
For the period from 01/01/2018 to 15.06.2018 (the total number of meetings held is 4, all in absentia)
Alexander Nikolaevich Fadeev

Chairman of the Committee, Member of the Board of Directors

Chief Advisor of Rosseti PJSC 4/4 100
Sergey Aleksandrovich Arkhipov

Chairman of the Board of Directors

Chief Advisor of Rosseti PJSC 4/4 100
Roman Alekseevich Filkin

Member of the Board of Directors

Director for Electric Power Industry and Machine Building of the Representative Office of Prosperity Capital Management (RF) Ltd. 4/4 100
The current composition of the Committee elected at the meeting of the Board of Directors of the Company on July 31, 2018Protocol No. 281/2018 dated August 3, 2018.
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation, %
From 06/15/2018 to 12/31/2018 (the total number of meetings held is 6, all in absentia)
Aleksey Yuryevich Perets

Chairman of the Committee, Member of the Board of Directors

Chief Advisor of Rosseti PJSC 6/6 100
Aleksey Aleksandrovich Ozherelev

Deputy Chairman, Member of the Board of Directors

Head of the Directorate for Organising the Activities of the Management Board, Board of Directors and Interaction with Shareholders and Investors of the Department for Corporate Governance and Interaction with Shareholders and Investors of Rosseti PJSC 6/6 100
Andrey Vladimirovich Morozov

Member of the Board of Directors

Legal Director of the Professional Investors Association 6/6 100

Secretary of the CommitteeElected by decision of the Committee on March 17, 2017 (Minutes No. 73/2017 dated March 20, 2017). The text can be found on the Company's website. - Tatyana Sergeevna Kirichenko, Chief Specialist of the Department for Corporate Governance and Shareholder Relations of IDGC of the South, PJSC.

Information on the activities of the Committee and major decisionsA detailed list of issues addressed by the Human Resources and Remuneration Committee is presented on the website.

In the reporting year, 10 meetings were held (all in absentia) of the Personnel and Remuneration Committee of the Company's Board of Directors, at which about 15 issues were considered.

Among the substantive issues considered by the Personnel and Remuneration Committee of the Board of Directors in 2018:

  • the members of the Board of Directors of the Company were recommended to agree on the candidacy of Anton Antonnaevich Muriy for the position of Deputy General Director for the implementation of services of IDGC of the South, PJSC;
  • approved and submitted to the Board of Directors of the Company the results of a preliminary assessment of candidates for members of the Board of Directors of IDGC of the South, PJSC;
  • members of the Board of Directors of the Company were recommended to approve the Report on the work of the Corporate Secretary of IDGC of the South, PJSC;
  • nominations for the positions determined by the Board of Directors of the Company are preliminarily agreed
  • reviewed the performance of the Deputy General Directors of the Company and prepared relevant recommendations to the General Director of the Company.
Number of issues reviewed at Committee meetings
Strategy, Development, Investment and Reform Committee

Task: development and submission of recommendations (conclusions) to the Board of Directors of the Company on the determination of priority areas, strategic goals and basic principles of the Company's strategic development.

The competence, as well as the procedure for convening and holding meetings of the Committee are determined by the Regulations on the Committee for Strategy, Development, Investments and Reform of the Board of Directors of IDGC of the SouthApproved by the decision of the Board of Directors of the Company on December 1, 2009 (Minutes No. 37/2009 dated December 4, 2009), taking into account changes and amendments to the Regulation, approved by the Board of Directors on March 11, 2016. Placed on the Company's corporate website..

Members of the Committee elected at the meeting of the Board of Directors of the Company on July 19, 2017Minutes dated July 24, 2017 No. 240/2017. and valid until June 15, 2018 (the date of the meeting of the Board of Directors of the Company as a new member)
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation, %
From 07/19/2017 to 12/31/2017 (the total number of meetings held is 13, including 1 full-time)
Julia Vitalievna Yazheritsyna

Chairman

Director of the Economic Planning and Budgeting Department of ROSSETI PJSC 13/13 100
Alexey Viktorovich Rakov Director of the Department for Electricity Accounting and Interaction with the Electric Power Market Entities of ROSSETI PJSC 13/13 100
Dmitry Mikhailovich Andropov Head of the Credit and Structured Finance Department of the Finance Department of ROSSETI PJSC 13/13 100
Elena Viktorovna Bogach Head of Strategic Planning Directorate, PJSC ROSSETI 13/13 100
Valery Vasilyevich Kataev Chief Expert of the Consolidated Planning and Reporting Department of the Investment Activities Department of ROSSETI PJSC 13/13 100
Aleksey Aleksandrovich Ozherelev

Member of the Board of Directors

Head of the Directorate for Organising the Activities of the Management Board, Board of Directors and Interaction with Shareholders and Investors of the Department for Corporate Governance and Interaction with Shareholders and Investors of Rosseti PJSC 13/13 100
Aleksey Aleksandrovich Rybin

Board member

Deputy General Director for Economics and Finance of IDGC of South, PJSC 13/13 100
Roman Alekseevich Filkin

Member of the Board of Directors

Director for Electric Power Industry and Machine Building of the Representative Office of Prosperity Capital Management (RF) Ltd. 13/13 100
Alexander Viktorovich Shevchuk Executive Director of the Professional Investors Association 13/13 100
Irina Sergeevna Gurenkova Head of the Directorate for Dispute Resolution in the Field of Tariff Formation of the Tariff Policy Department of ROSSETI PJSC 13/13 100
The current composition of the Committee elected at the meeting of the Board of Directors of the Company on July 31, 2018Protocol No. 281/2018 dated August 3, 2018., as amended on November 28, 2018Protocol No. 291/2018 dated November 29, 2018.
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation, %
For the period from July 31, 2018 to December 31, 2018 (the total number of meetings held is 9, including 2 full-time)
Sergey Yuryevich Lebedev

Chairman until 11/28/2018

Director of the Strategic Development Department of ROSSETI PJSC 5/4 80
Anna Vladimirovna Burkova

Chairman since 11/28/2018

Deputy Head of the Strategic Projects Department of ROSSETI PJSC 4/4 100
Valery Vasilyevich Kataev Chief Expert of the Consolidated Planning and Reporting Department of the Investment Activities Department of ROSSETI PJSC 14/1 100
Anton Arkadevich Kormakov Chief Expert of the Tariff Policy Department of the Tariff Policy Department of ROSSETI PJSC 14/1 100
Andrey Vladimirovich Morozov

Member of the Board of Directors

Legal Director of the Professional Investors Association 14/1 100
Maxim Mikhailovich Pokalyuk

Vice-chairman

Head of the Department for the Implementation of Innovation Projects of the Department for Technological Development and Innovations of ROSSETI PJSC 14/1 100
Aleksey Aleksandrovich Ozherelev

Member of the Board of Directors

Head of the Directorate for Organising the Activities of the Management Board, Board of Directors and Interaction with Shareholders and Investors of the Department for Corporate Governance and Interaction with Shareholders and Investors of Rosseti PJSC 14/1 100
Aleksey Aleksandrovich Rybin

Board member

Deputy General Director for Economics and Finance of IDGC of South, PJSC 14/1 100
Roman Alekseevich Filkin

Member of the Board of Directors

Director for Electric Power Industry and Machine Building of the Representative Office of Prosperity Capital Management (RF) Ltd. 14/1 100
Alexander Viktorovich Shevchuk Executive Director of the Professional Investors Association 14/1 100

Secretary of the CommitteeElected by decision of the Committee on December 18, 2013 (Minutes No. 63 of December 19, 2013). The text can be found on the Company's website. is Elena Nikolaevna Pavlova, Head of the Department for Corporate Governance and Interaction with Shareholders, Corporate Secretary of IDGC of South, PJSC.

Information on the activities of the Committee and major decisionsA detailed list of issues addressed by the Human Resources and Remuneration Committee is presented on the website.

In the reporting year, 22 meetings of the Committee were held (including three meetings by absentee voting), at which about 60 issues were considered.

Among the substantive issues considered by the Committee in 2018, issues were considered and recommendations were given to the Board of Directors on the approval of the adjusted business plan of IDGC of South, PJSC, including the investment programme and information on key operational risks for 2019, as well as organization, operation and effectiveness of the risk management system and revision of the Strategy in relation to all non-core assets, according to which the Preservation of Participation strategy is determined in current Register (Sales Plan) of non-core assets of IDGC of South, PJSC.

A detailed list of issues considered by the Committee for Strategy, Development, Investments and Reform is presented on the website.

Number of issues reviewed at Committee meetings
Reliability Committee

Task: elaboration and submission of recommendations (conclusions) to the Board of Directors of the Company on the examination of investment programmes and plans for the repair of power facilities, analysis of their implementation in terms of ensuring the requirements of comprehensive reliability.

The competence, as well as the procedure for convening and holding meetings of the Committee in 2018, are determined by Regulations on Reliability Committee of the Board of Directors of IDGC of South, PJSCApproved in a new edition by the decision of the Board of Directors of the Company on July 19, 2017 (Minutes No. 240/2017 dd. July 24, 2017). Placed on the Company's corporate website..

Members of the Committee elected at the meeting of the Board of Directors of the Company on July 19, 2017Minutes dated July 24, 2017 No. 240/2017. and valid until June 15, 2018Date of meeting of the Board of Directors of the Company in the new composition.
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation, %
For the period from 01.01.2018 to 15.06.2018 (the total number of meetings held is 5, all in absentia)
Ruslan Raisovich Magadeev

Chairman

Deputy Chief Engineer, Rosseti, PJSC 5/5 100
Pavel Viktorovich Goncharov

Board member

Deputy General Director for Technical Issues - Chief Engineer of IDGC of South, PJSC 5/5 100
Sergey Vladimirovich Shpilevoy Deputy Head of Department - Head of the Analysis of Production Activities Department of the Situation-Analytical Center of ROSSETI, PJSC 5/5 100
Mikhail Vladimirovich Smaga Deputy Director of ROSSETI, PJSC branch - Technical Supervision Center 5/5 100
Aleksey Aleksandrovich Rybin

Board member

Deputy General Director for Economics and Finance of IDGC of South, PJSC 5/5 100
The current composition of the Committee elected at the meeting of the Board of Directors of the Company on July 31, 2018Protocol No. 281/2018 dated August 3, 2018.
Full name of the Board member Position and place of work at the time of election Total number of meetings/number of meetings attended by a member of the Committee Share of participation, %
For the period from 31.07.2018 to 31.12.2018 (the total number of meetings held is 6, all in absentia)
Ruslan Raisovich Magadeev

Chairman

Deputy Chief Engineer, Rosseti, PJSC 6/4 66
Pavel Viktorovich Goncharov

Board member

Deputy General Director for Technical Issues - Chief Engineer of IDGC of South, PJSC 6/6 100
Igor Georgievich Polovnev Financial Director of the Association of Professional Investors 6/6 100
Mikhail Vladimirovich Smaga

Vice-chairman

Deputy Director of ROSSETI, PJSC branch - Technical Supervision Center 6/6 100
Aleksey Aleksandrovich Rybin

Board member

Deputy General Director for Economics and Finance of IDGC of South, PJSC 6/5 83

The Secretary of the CommitteeElected by decision of the Committee on March 29, 2017 (Minutes No. 49/2017 of March 31, 2017). The text can be found on the Company's website. is Natalya Vasilyevna Kazak, Chief Specialist of the Department for Corporate Governance and Shareholder Relations of IDGC of South, PJSC.

Information on the activities of the committee and major decisions

In the reporting year, 11 meetings of the Committee were held (all in absentia) at which about 30 issues were considered.

In 2018, the reports of the General Director on the Company's activities in terms of reliability, injuries, accident rates and the implementation of regulatory legal acts on the establishment of reliability and quality indicators for the services provided by the Company's branches, etc., were considered.

A detailed list of issues addressed by the Reliability Committee is presented on the website.

All Committees of the Board of Directors of the Company acted on the basis of approved Work Plans for 2018.

During the reporting period, the Chairmen and members of the Committees held regular working meetings with top managers of the Company, heads of the structural divisions of the executive office of the Company involved in the process of business planning and strategy development of IDGC of the South, PJSC.

External experts were invited to face-to-face meetings of the Committees.

Consents of all members of the Committee to disclose information about them in this Annual Report were obtained.

Remuneration (reimbursement of expenses) to members of the Committees of the Board of Directors

At the meeting of the Board of Directors of IDGC of South, JSC on February 3, 2010, all the committees of the Board of Directors of the Company approved the relevant Regulations on Payment of Remuneration and Compensation to Members of Committees of the Board of Directors of IDGC of South, JSC (Minutes No. 39/2010 dd. February 5, 2010). In addition, by the decision of the Board of Directors of the Company on January 29, 2016, all Regulations on the payment of remuneration and compensation to members of the committees of the Board of Directors of the Company were amended, providing for payment of remuneration to members of the committees who are also members of the Board of Directors of the CompanyRevisions of Regulations and Amendments to the Regulations are posted on the Company's website. (Minutes dd. February 1, 2016 No. 176/2016).

The total amount of remuneration paid to members of the committees of the Board of Directors for 2018 was 2,136,370 rubles. (including personal income tax), including:

  • 1,338,632 rubles to the members of the Committee for Strategy, Development, Investments and Reform of the Board of Directors of the Company;
  • 74,566 rubles to the members of the Audit Committee;
  • 353,816 rubles to the members of the Committee for Technological Connection to Electric Grids;
  • 330,008 rubles to the members of the Reliability Committee;
  • 39,348 rubles to the members of the Open Committee for Personnel and Remuneration.

The amount of remuneration paid to the secretaries of the committees of the Board of Directors for each meeting in the form of joint attendance is the equivalent of 1 (one) MMTR (Minimum monthly tariff rate) on the day of the Committee meeting, in absentia - 0.5 (zero point five) MMTR.

There are no arrears in the payment of remuneration to members of the Board of Directors Committee for the last completed fiscal year.