Shareholders meeting

General Shareholders Meeting is company supreme governing body. This body considers key issues of the Company’s business set forth in Law “On joint-stock companies” and other issues within their authority as per Article 10 of the Articles of Association, forming and expressing the will of the shareholders. Convocation, preparation, and organization of the General Shareholders Meetings of the Company are governed by Regulations for General Shareholders Meetings of company.

Respect for company shareholders’ legitimate rights and interests and fair treatment thereof by the company irrespective of the number of shares held thereby are among primary goals of corporate governance.

The company shall create the conditions ensuring fair treatment of each shareholder by the company’s governance and supervision bodies, including the conditions that prevent any abuse of minority shareholders by majority shareholders of the company.

Shareholders controlling the ordinary shares of the company may:

1. Participate in the General Meeting of the Shareholders in person or via representatives with the right to vote on all matters within their competence;
2. Submit proposals to the agenda of the General Meeting of the Shareholders according to the procedure provided for by the laws of the Russian Federation and these Articles of Association;
3. Get access to information on the company’s activities and review the company’s documents in accordance with Article 91 of Federal Law “On Joint-Stock companies”, other regulatory legal acts, and these Articles of Association;
4. Receive dividends declared by the company;
5. Enjoy the pre-emptive right to acquire additional shares and issue-grade securities convertible into shares placed by subscription in the amount proportional to the number of ordinary shares they hold, in the cases provided for by the legislation of the Russian Federation;
6. Receive a portion of the company’s assets in the event of its liquidation;
7. Exercise other rights provided for by the legislation of the Russian Federation and these Articles of Association.

Shareholders controlling the ordinary shares of the company shall:

1. Pay for the shares in accordance with the procedure specified by the effective legislation of the Russian Federation and these Articles of Association;
2. Not disclose confidential information about the activities of the company, and protect the trade secret;
3. Notify in due time about the change in their location and other information contained in the Register of Shareholders. Upon failure to provide information about the changes in their details, the company and the Registrar shall not be liable for any losses incurred in connection therewith;
4. Notify the company, in accordance with the effective legislation, about their potential interest in the company’s transactions, as well as inform the company of any other information as required by laws;
5. Bear other obligations established by the effective legislation, these Articles of Association and internal documents of the company.

The procedure of convening, preparing for and holding the company’s General Shareholders’ Meetings is governed by the Regulation on the General Shareholders’ Meeting of Unipro PJSC.

The company aims to provide the most favourable environment for participating in the General Shareholders’ Meetings, for elaborating a reasoned position on meeting agenda, coordinating their actions, and for expressing their opinion on issues reviewed at the General Shareholders’ Meetings.