2.1. The quorum for the meeting of the issuer’s Board of Directors and voting results on the decision-making issues:
The quorum for holding the meeting of the Board of Directors of the PJSC MOESK exists.
Voting results:
On the matter 1 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 2 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 3 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 4 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 5 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 6 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 7 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 8 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 9 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 10 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 11 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 12 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
On the matter 13 the decision was adopted by the majority of voters of the Board of Directors participating in the meeting.
2.2. Content of the decisions taken by the issuer’s Board of Directors:
On the matter 1:
Preliminary approve the annual report of the Company for 2019 and recommend to the Annual General Meeting of Shareholders of the Company to approve the annual report in accordance with Annex No. 1 to this resolution.
On the matter 2:
Preliminary approve and submit for approval the Annual General Meeting of Shareholders of the Company annual accounting (financial) statements of the Company for 2019 in accordance with Annex No. 2 to this resolution.
On the matter 3:
Recommend to the annual General Meeting of Shareholders of the Company to approve the following distribution of profit (loss) of the Company for the 2019 reporting year:
Name.
(thousand roubles).
Net profit (uncovered loss) for the accounting period.
6,607,215.
Distribute to:
Reserve fund.
0.
Dividend to development.
3,303,413.
Dividends, including:
3,303,802.
- interim dividends for the first 9 months of 2019 (decision of the extraordinary General Meeting of Shareholders of the Company (Minutes No. 22 dated January 10, 2020)).
2,063,719.
- amount of dividends payable.
1,240,083.
Repayment of losses of previous years.
0.
On the matter 4:
Recommend to the Annual General Meeting of Shareholders to take the following resolution:
1. Pay dividends on ordinary shares of the Company at the end of 2019 in the amount of 0.02546 rubles per one ordinary share of the Company in cash.
The deadline for the payment of dividends to the nominee holder and to the trustee who is a professional participant in the securities market is no more than 10 working days, to other shareholders registered in the register - 25 working days from the date of compilation of the list of persons entitled to receive dividends.
2. Determine the date of drawing up the list of persons entitled to receive dividends as June 09, 2020.
On the matter 5:
Propose to the annual General Meeting of Shareholders of PJSC Moscow United Electric Grid Company to approve Ernst & Young LLC as the auditor of the Company.
On the matter 6:
Propose to the annual General Meeting of Shareholders of the Company to amend the Charter of the Company related to the change of the name of the Company to “Public Joint Stock Company“ Rosseti Moscow Region ”, according to the application posted on the official website of the Company on the Internet at:
http://www.moesk.ru/invest_news/korporativnoe-upravlenie/obshchiye_sobraniya_aktsionerov/2020/.
(Annex No. 3 to this decision of the Board of Directors of the Company).
Apply to the Ministry of Justice of the Russian Federation with a request for permission to include in the new company name a word derived from the official name “Russian Federation” or “Russia”.
These changes to the Charter of the Company come into force from the moment of entering information on registration in the Unified State Register of Legal Entities after receiving the corresponding permission of the Ministry of Justice of the Russian Federation for the indicated change of name of the Company.
On the matter 7:
Propose to the Annual General Meeting of Shareholders of the Company to approve the Regulation on the Board of Directors of the Company in a new edition (Annex No. 4 to this resolution).
On the matter 8:
1. Approve the form and text of the voting ballots at the Annual General Meeting of Shareholders of the Company in accordance with Annexes No. 5, 6 to this resolution.
2. For sending in electronic form (in the form of electronic documents) to nominee shareholders registered in the register of shareholders, use the wording of resolutions indicated in the voting ballots.
On the matter 9:
1. Determine that voting ballots shall be sent by simple letter to persons entitled to participate in the Annual General Meeting of Shareholders of the Company no later than May 08, 2020.
Ballots (ballot texts) for voting in electronic form (in the form of electronic documents) no later than May 08, 2020 are sent to the registrar of the Company for sending to nominee holders registered in the register of shareholders of the Company.
2. Determine that the completed voting ballots can be sent to the following address:
109052, Moscow, 23 Novokhokhlovskaya str., bldg. 1, JSC STATUS;
3. Determine the following website address in the Internet telecommunications network for filling out the electronic bulletin form - https://online.rostatus.ru/.
4. Participants in the extraordinary General Meeting of Shareholders will be considered shareholders whose ballots are received and (or) electronic ballot forms of which were completed before May 29, 2020, as well as shareholders who, in accordance with the rules of the Russian Federation legislation on securities, gave to persons registering their rights to shares, instructions (instructions) on voting, if messages about their will are received before May 29, 2020.
5. Instruct the Sole Executive Body of the Company to ensure the sending of voting ballots to the shareholders of the Company in accordance with this resolution.
On the matter 10:
Elect Svirin Alexey Nikolayevich - Corporate Secretary of the Company - as the Secretary of the Annual General Meeting of Shareholders of the Company.
On the matter 11:
1. 1. Approve the estimated costs associated with the preparation and holding of the Annual General Meeting of Shareholders of the Company, in accordance with Annex No. 7 to this resolution.
2. To the Sole Executive Body of the Company no later than two months after holding the Annual General Meeting of Shareholders to submit to the Board of Directors a report on the expenditure of funds for the preparation and holding the Annual General Meeting of Shareholders in the form in accordance with Annex No. 8 to this resolution.
On the matter 12:
1. Approve the agreement terms for the provision of services for the preparation and holding the Annual General Meeting of Shareholders of the Company with the Registrar of the Company in accordance with Annex No. 9 to this resolution.
2. Instruct the Sole Executive Body of the Company to sign an agreement for the provision of services for the preparation and holding the Annual General Meeting of Shareholders of the Company with the Registrar of the Company on the terms set forth in Annex No. 9 to this resolution.
On the matter 13:
Approve the report on interested transactions concluded by the Company in 2019 in accordance with Annex No. 10 to this resolution.
2.3. Identification signs of shares whose owners are entitled to participate in the general meeting of the issuer's shareholders:
Ordinary registered ordinary shares, state registration number of the issue 1-01-65116-D of May 31, 2005, international identification code (number) of securities (ISIN) RU000A0ET7Y7 .
2.4. Date of the issuer’s Board of Directors Meeting, at which the relevant decisions were adopted:
April 28, 2020.
2.5. Date and number of the Minutes of the issuer’s Board of Directors Meeting, at which the relevant decisions were adopted:
Minutes No. 431, April 29, 2020.
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