Public Joint-Stock Company Inter RAO UES (hereinafter also referred to as PJSC Inter RAO or the Company) hereby notifies you that the annual General Meeting of the Company's Shareholders (hereinafter also referred to as the Meeting) shall be held on May 19, 2020, in the form of absentee voting with the following agenda:
- Approval of the Company's annual report.
- Approval of the annual accounting (financial) statements of the Company.
- Distribution of the profit (including payment (declaration) of dividends) and loss of PJSС Inter RAO based on the results of the 2019 reporting year.
- Approval of the revised version of the Company’s Articles of Association.
- Payment of remuneration to the members of the Board of Directors of the Company.
- Payment of remuneration to the members of the Revision Commission of the Company.
- Election of members of the Board of Directors of the Company.
- Election of members of the Revision Commission of the Company.
- Approval of the Company’s auditor.
The aforesaid items have been included in the agenda of the Meeting by the proposal of the Board of Directors. Candidates for the Board of Directors and the Revision Commission were included on the nomination of the Company's shareholders: JSC ROSNEFTEGAZ, PJSC FGC UES and CJSC Leader, and on the nomination of the Board of Directors.
The owners of the Company's ordinary registered shares are entitled to vote on all the agenda items of the annual General Meeting of Shareholders, except for the limitations established by the legislation.
Date of the determination (recording) of the persons entitled to participate in the Meeting: April 24, 2020.
The persons entitled to participate in the annual General Meeting of the Company's Shareholders may review the information (materials) provided in preparation for the Meeting during the period from April 28, 2020 through May 19, 2020, except for weekends and holidays, from 10:00 am to 5:00 pm at the following addresses:
- 23 Pravdy St., Bldg. 10, Moscow, Russian Federation, JSC VTB Registrar;
- 27 Bolshaya Pirogovskaya St., Building 2, Moscow, Russian Federation, PJSC Inter RAO,
and, starting April 17, 2020, on the Company's website in the Internet at: interrao.ru, in the Shareholder’s Personal Account on the Registrar’s website at: vtbreg.ru, and in the Quorum mobile application.
In preparation for the Meeting, the Company will maintain telephone channels (a hotline) for communication with shareholders: 8 (495) 710-89-83; 8-800-700-03-70. There is also a special e-mail address established for communication with the Company's shareholders: firstname.lastname@example.org and a web forum on the agenda items of the meeting on the Company's website at:
Completed voting ballots may be sent to the following addresses:
- 27 Bolshaya Pirogovskaya St., Building 2, Moscow, 119435 Russian Federation, PJSC Inter RAO;
- P.O. box 54, Moscow, 127137, JSC VTB Registrar.
The persons entitled to participate in the Meeting (the "shareholders") shall be given the opportunity to vote at the Meeting by completing an electronic voting ballot form on the website of Joint-Stock Company VTB Registrar (the "Registrar") in their personal accounts at vtbreg.ru.
The shareholders wishing to exercise their voting rights at the Meeting using the electronic ballot form must obtain access (if they have none) to the Shareholder's Personal Account. To do that, they should either personally contact any of the Registrar's offices listed on the Registrar's website at https://www.vtbreg.ru/feedback/company/regional/ and sign the relevant application or use remote registration. The procedure for accessing the Shareholder's Personal Account is described on the Registrar's website: https://www.vtbreg.ru/shareholder/lka/.
A shareholder registered in the Shareholder's Personal Account receives electronic notices of the progress of the voting.
An additional resource where the electronic ballot may be completed is the Quorum free mobile app for iOS and Android developed by JSC VTB Registrar. The Quorum mobile app is accessed using the same data that are used to log into the Shareholder's Personal Account.
Support for electronic voting: +7 (495) 640-1-112, email@example.com.
Persons exercising their rights under securities, provided that their rights to the securities are recorded by a nominal holder, foreign nominal holder, or foreign institution entitled under its governing law to record and transfer rights to securities may also take part in the Meeting and exercise their voting rights in the manner established by Article 8.9 of Federal Law "On the Securities Market" by electronic means via the depository accounting system if their nominal holders offer such a service.
In determining a quorum and counting the votes at the annual General Meeting of the Company's Shareholders, only the votes in the voting ballots received or completed in electronic form before the deadline for receiving voting ballots, May 19, 2020, will be taken into account.
Please note that, if a decision is made on item 4 of the Meeting's agenda (approval of the revised Articles of Association of the Company), a ballot for voting on agenda items with an attached electronic ballot file may be sent, starting from the next General Meeting of Shareholders, to the e-mail of a person in the register of the Company's shareholders. In connection with this, if there is no e-mail address in the register, we recommend updating the data of the registered person's profile, indicating such an address.
Board of Directors of PJSC Inter RAO
Proxy Materials for the Meeting
10. AGM Minutes