The Annual General Meeting of Shareholders of Open Joint-Stock Company “Fourth Generating Company of the Wholesale Electricity Market” (JSC OGK-4) was held on 6 June 2008 in Moscow. The quorum on the items of the meeting agenda was approximately 98,6% from the total number of the Company’s voting shares. Record date for the AGM is 21 April 2008.
According to counting commission's protocol on voting results at the AGM, shareholders approved the Company’s annual report, annual financial statements prepared according to Russian Accounting Standards, including income statement for 2007 fiscal year. The AGM approved the following distribution of retained earnings for 2007: from the total net income of 1,488,809.6 thousand roubles the AGM approved the appropriation of 74,440.5 thousand roubles to the reserve fund, 1,264,368.4 thousand roubles to the accumulation fund (for investment projects implementation). OGK-4 has already paid 150 million roubles as dividends upon the results of 1Q 2007.
The shareholders elected the following composition of the Board of Directors (positions are indicated as of the Board candidates nomination date):
- Lutz Feldmann - Member of the Board of Management, E.ON AG;
- Dr. Marcus Schenck - Member of the Board of Management, E.ON AG;
- Frank Siebert - Director General, OOO E.ON Russia Power;
- Bernd Dubberstein - Deputy Director General, OOO E.ON Russia Power;
- Sebastian Eisenberg - Deputy Director General, OOO E.ON Russia Power;
- Reiner Hartmann - Director General, OOO E.ON Russia;
- Andrey Kitashev - Director General, JSC OGK-4;
- Lev Ketkin - Deputy Executive Director, JSC SO-CDU UES;
- Alexey Kachay - Deputy Head of Strategy Dept., RAO UES of Russia;
- Igor Yurgens – Vice President of All-Russian Non-governmental organization “Russian Union of Industrialists and Entrepreneurs”;
- Artem Bickov - Chairman of the Board of Directors, Corporation STS LLC.
Annual General Meeting of Shareholders also elected OGK-4 Audit Commission in the following composition (positions are indicated as of the nomination date of the Audit Commission candidates):
- Stanislav Patrikeev - Head of Internal Audit Department, OGK-4;
- Mario Mazidowski - Financial Director, E.ON Russia Power GmbH;
- Michael C. Wilhelm - Senior Vice President, Accounting, E.ON AG;
- Andreas Kolpatzik - Vice President, Group and Projects Audit, E.ON AG;
- Inna Korinskaya - Head of Planning, OGK-4.
ZAO PricewaterhouseCoopers Audit is appointed as OGK-4 independent auditor.
Furthermore, the shareholders adopted the Company’s Charter in new edition and Regulation on convocation of the Annual General Meeting of OGK-4 Shareholders as well as new edition of the Regulation for the Management Board of OGK-4.
Current editions of the Regulation on convocation of OGK-4 Board of Directors, Regulation on payment of remuneration and compensation to the members of OGK-4 Board of Directors were abrogated; Regulation for OGK-4 Board of Directors was adopted instead.
Current edition of the Regulations on payment of remuneration and compensation to the members of OGK-4 Audit Commission was abrogated as well. Regulation for the Audit Commission of OGK-4 was adopted in new edition.
In addition, OGK-4 shareholders approved the contracts on power units connection to the grid between the Company and JSC FSK UES that are interested party transactions.