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2. On income from participatory interest in the activity of the organisations (dividends)
Tax base on income received from participatory interest in other organisations is determined by a tax agent taking particulars specified by this point into consideration:
1) If the source of a tax payer’s income is foreign organisation, tax amount in relation of received dividends is fixed by a tax payer independently basing on the amount of received dividends and the relevant tax rate
In this case tax payers that receive dividends from foreign organisation, including by means of permanent representation in foreign organisation in the Russian Federation, is not entitled to reduce tax amount calculated in accordance with this chapter by tax amount calculated and paid according to income source location, if otherwise is provided by the international contract.
2) If the source of a tax payer’s income is the Russian organisation, this organisation is recognized to be a tax agent and fixes tax amount taking provisions of this point into account.
Tax amount subject to withholding from income of a tax payer – receiver of dividends, is calculated by a tax agent according the following formula:
T = R x Tr x (d - D),
wherein:
T – tax amount subject to withholding;
R – relation of amount of dividends subject to distribution in favor of tax payer – receiver of dividends, to the total amount of dividends subject to distribution by tax agent;
Tr – relevant tax rate;
d – total amount of dividends subject to distribution by tax agent in favor of all receivers;
D - total amount of dividends received by tax agent within the current reporting (tax) period and previous reporting (tax) period by the date of distribution of dividends in favor of tax payers – receivers of dividends, providing that these amounts of dividends had not been accounted when determining tax base defined in respect to income received by tax agent in the form of dividends.
In case T value is minus, liability on tax payment does not occur and compensation from the budget is not paid.
3) If the Russian organisation – a tax agent pays out dividends to foreign organisation and (or) an individual who is non-resident of the Russian Federation, tax base of a tax payer – receiver of dividends under each such payment is determined as the amount of paid dividends.
8.9. Data on declared (added) and paid dividends per shares of the issuer, as well as on income from the issuer’s bonds
8.9.1. Data on declared (added) and paid dividends per shares of the issuer for the last 5 completed financial years or the each completed financial year, if the issuer performs its activity less than 5 years
Dividend period
Year: 2005
Period: full year
Name of the governance body of the issuer, which took decision (declared) of payment of dividends on the issuer’s shares: Decision of the sole shareholder
Date of carrying out the meeting of the issuer’s governance body where the decision on payment (declaration) of dividends was taken: 24.06.2006
Date of the list of persons entitled to receive dividends for this dividend period:24.06.2006
Date of the minutes: 24.06.2006
Number of the minutes: 1484pr/6
Class (type) of shares: ordinary
Sum of the declared (accrued) dividends on shares of this class (type) as per one share, Rubles: 0.01549
Total sum of the declared (accrued) dividends on all shares of this class (type), Rubles: 1
Total amount of dividends paid out on all issuer’s shares of the same class (type), Rubles: 1 549 000
The term allocated for payment of declared dividends per shares of the issuer:within 60 days from the date of decision-making on their payment
The form and other terms of payment of the declared dividends per shares of the issuer:in the monetary form by transfer of the corresponding sums of money from the account of the issuer to the bank account (postal address) containing in the system of keeping the register of the issuer's shareholders.
Dividend period
Year: 2006
Period: full year
Name of the governance body of the issuer, which took decision (declared) of payment of dividends on the issuer’s shares: Decision of the sole shareholder
Date of carrying out the meeting of the issuer’s governance body where the decision on payment (declaration) of dividends was taken: 29.06.2007
Date of the list of persons entitled to receive dividends for this dividend period:29.06.2007
Date of the minutes: 29.06.2007
Number of the minutes: 1694pr/2
Class (type) of shares: ordinary
Sum of the declared (accrued) dividends on shares of this class (type) as per one share, Rubles: 0.0283
Total sum of the declared (accrued) dividends on all shares of this class (type), Rubles: 2
Total amount of dividends paid out on all issuer’s shares of the same class (type), Rubles: 2
The term allocated for payment of declared dividends per shares of the issuer:within 60 days from the date of decision-making on their payment
The form and other terms of payment of the declared dividends per shares of the issuer:in the monetary form by transfer of the corresponding sums of money from the account of the issuer to the bank account (postal address) containing in the system of keeping the register of the issuer's shareholders.
The Annual General Shareholders Meeting held on May 30, 2008 the decision was taken not to pay a dividend per the Company’s ordinary shares following the results of 2007.
At the annual General meeting of shareholders held on June 11, 2009 the decision was taken not to pay dividends on ordinary shares of the Company following the results of 2008.
At the annual General meeting of shareholders held on June 22, 2010 the decision was taken not to pay dividends on ordinary shares of the Company following the results of 2009.
The issuer did not carry out issue of bonds and, accordingly, did not pay incomes per bonds for all time of realization of its activity.
The information is disclosed by IDGC of Centre, JSC according to the Regulations for the information policy of IDGC of Centre: the information about the dividend history of IDGC of Centre, JSC for the period is placed on the website of the Company at: http://www. *****/stockholder/dividend_policy/
8.9.2. Issues of bonds, on which the income has been paid out for the last 5 completed financial years prior to the date of completion of the last reporting quarter, and if the issuer performs its activity less than 5 years – for each completed financial year prior to the date of completion of the last reporting quarter
The issuer did not issue bonds
8.10. Other data
According to the Regulations for the information policy of IDGC of Centre, item 8.10. of the quarterly report in addition discloses the information on activity of the Company.
8.10.1. The description of organizational structure of the Company and main, functional relations between key operational divisions
The organizational structure of IDGC of Centre is placed on the website of the Company on the website:http://www. *****/docs/eajWfm. doc.
8.10.2. Calendar of key events and news of the Company
Calendar of key events (investor’s calendar) and news of the Company is placed on the website of the Company at page:
- key events (investor’s calendar):http://www. *****/stockholder/calend/;
- news of the Company: http://www. *****/news/company/.
8.10.3. The information on participation of the Company in exhibitions and conferences, activity of international organizations
The information on participation of the Company in exhibitions and conferences, activity of the international organizations is placed on the website of the Company at: http://www. *****/about/key_fact/exhibition/.
8.10.4. Local normative documents of the Company
Internal documents of IDGC of Centre are placed on the website of the Company at: http://www. *****/inform/documents1/.
8.10.5. The information on activity of the Company governance bodies
Reports of the governance bodies and control of IDGC of Centre are placed on the website of the Company at:
- minutes of general meeting of shareholders: http://www. *****/stockholder/meeting/result/;
- minutes of meeting of the Board of Directors: http://www. *****/stockholder/session/sovet/2010/;
- minutes of meeting of the Auditing Committee: http://www. *****/about/administration/control/protokol/.
8.10.6. Data on the structures of the committees under the Board of Directors of the Company
As of 31.03.2011 IDGC of Centre set up 5 Committees under the Company Board of Directors: Reliability Committee, Committee for Personnel and Remuneration, Committee for Audit, Committee for Strategy and Development, Committee for the Technological connection to electric grids under the Board of Directors. The information on the structure of the Committees under the Board of Directors of IDGC of Centre is placed on the website of the Company at:
- Reliability Committee: http://www. *****/about/administration/apparatus/comitet/comitet_2010//;
-Committee for Technological connection to electric grids: http://www. *****/about/administration/apparatus/technology//;
-Committee for Strategy and Development: http://www. *****/about/administration/apparatus/strategy/strategy_/;
- Committee for Audit: http://www. *****/about/administration/apparatus/audit//;
-Committee for Personnel and Remuneration: http://www. *****/about/administration/apparatus/recompense1/ .
.
8.10.7.Data on procedures of nomination of candidates for the Board of Directors of the Company, procedure of convocation, procedure of submission of items in the agenda of the annual and extraordinary general meetings of shareholders, procedure of submission of items to the Board of Directors of the Company
Data on the procedures of nomination of candidates for the Board of Directors of the Company, procedure of convocation, procedure of submission of items in the agenda of the annual and extraordinary general meetings of shareholders, procedure of submission of items for the Board of Directors of the Company are given in item 8.1.4. of this report and on the website of the Company at:http://www. *****/stockholder/session/; http://www. *****/stockholder/meeting/.
8.10.8. Procedures of decision-making on payment of remunerations to members of the Board of Directors and executive bodies of the Company
The information on procedures of decision-making on payment of remunerations to members of the Board of Directors and executive bodies of IDGC of Centre is placed on the website of the Company at: http://www. *****/about/administration/apparatus/recompense/.
8.10.9. Data on training of the members of the Board of Directors due to means of the Company
Information on training of members of the Board of Directors for the account of the Company’s money is available at Website page:
http://www. *****/about/administration/apparatus/inf_society/.
8.10.10. The information on corporate governance appraisal
In 2007 Consortium of the Russian Institute of Directors and the Expert RA rating agency - "RID - RA" appropriated IDGC of Centre the rating of corporate governance NCGR 6 + - "Developed practice of corporate governance" under the scale of the National Corporate Governance Rating".
From the moment of assignment of the National Corporate Governance Rating at the end of 2006, the practice of corporate governance of the Company underwent a number of changes that was the basis for revision and increase of the rating of corporate governance up to the level of NCGR 6 +.
On 23 September 2008, The Consortium of the Russian Institute of Directors and the Expert RA rating agency - "RID - RA" appropriated IDGC of Centre the rating of corporate governance NCGR 7 "Developed practice of corporate governance" under the scale of the National Corporate Governance Rating, and on February 02, 2009,July 29, 2009 and January 18, 2010and July 12, 2010the rating was confirmed at this level.
On 25.01.2011 Consortium of the Russian Institute of Directors and “Expert RA” rating agency - «REED – Expert RA» raised the corporate governance rating up to NRCG 7+ “Developed Practice of Corporate Governance“ according to the scale of the National Corporate Governance Rating.
This level of rating means that IDGC of Centre has a low risk of corporate governance, the company complies with the requirements of the Russian legislation on corporate governance, follows most of the recommendations of the Russian Code of Corporate Conduct, and some of the recommendations of the international best practice corporate governance.
The certificate on assignment to the Company of the corporate governance rating is published on the Internet website of the Company at: http://www. *****/about/administration/corporative/rating/.
8.10.11. Data on the system of the internal control of the Company (division and procedures
of the internal control).
Data on the system of the internal control of IDGC of Centre are placed on the website of the Company at: http://www. *****/about/administration/sistem/
8.10.12. Information on officials of system of internal control over the issuer’s financial and economic activity – Department for internal control and audit of IDGC of Centre, JSC:
Information on employees of the Department of internal control and audit at the reporting date:
Vadim Evgenyevich Bunin |
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Year of birth | 1976 |
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Education | 1998, KostromaStateTechnologicalUniversity, specialty: «Accounting and audit», qualification: economist in specialty «Accounting and audit» |
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Citizenship | The Russian Federation |
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Positions occupied in the issuer and other organizations for the past 5 years and at present, in date order | 10.06.2008 - current IDGC of Centre, JSC – Head of the Department for internal control and audit 01.11.2007 - 09.06.2008 IDGC of Centre, JSC – regional manager 21.08.2006 - 31.10.2007 IDGC of Centre and North Caucasus, JSC – Deputy General Director for Economy and Finance of the Southern Directorate 13.06.2 «Investment construction company «VEDIS» Close JSC – Deputy Financial Director 11.05.2004 - 13.06.2006 «Investment construction company «VEDIS» Close JSC – Chief Accountant |
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Stake of this person in the authorized capital of the issuer which is a commercial organization | Has no stake |
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Ordinary shares of the issuer belonging to the person | Has no stake |
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Amount of the issuer's shares of each category (type) which may be purchased by this person as a result of exercise of the rights under the issuer's options belonging to the person | Has no such shares |
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Stake of participation of the person in the authorized (joint-stock) capital (share fund) of subsidiaries and dependent entities of the issuer | Has no stake |
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Ordinary shares of a subsidiary or dependent entity of the issuer belonging to this person (for subsidiaries and dependent entities of the issuer which are joint-stock companies) | Has no stake |
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Amount of shares of each category (type) of a subsidiary or dependent entity of the issuer which may be purchased by the person as a result of exercise of the rights under options of a subsidiary or dependent entity of the issuer belonging to the person | Has no such shares |
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Any sibs with other persons who form a part of the issuer governance bodies and/or bodies for control over financial and economic activity of the issuer | Has no sibs with the specified persons |
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Data on bringing to the management responsibility for breach of law in finance, taxes and tax collections, securities market, or to the criminal liability (presence of previous conviction) for crimes in economy or for crimes against the government | Proceedings were not initiated against the person |
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Data on positions in governance bodies of the commercial organizations during the period when proceedings of bankruptcy and/or one of the procedures of bankruptcy stipulated by the legislation of the Russian Federation about insolvency (bankruptcy) were initiated against the specified organizations. | The person did not occupy such positions |
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Nina Petrovna Zavatskaya |
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Year of birth | 1962 |
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Education | 1981, Kokinsky Order of RedBannerState Farm - College “Accounting”; 1989, Bryansk Agricultural Institute, “Economics and Organization of Agriculture” |
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Citizenship | The Russian Federation |
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Positions occupied in the issuer and other organizations for the past 5 years and at present, in date order | 18.10.2010 – current IDGC of Centre, JSC – Principle specialist of the Division for Internal Audit of the Department for Internal Control and Audit from 15.to 13.10.2010 CorSsys, JSC – Director of Brynsk Division; from 10.12.2005 to14.04.2008 Brynskenergo, JSC –Deputy Chief Accountant on Operations, Chief Accountant |
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Stake of this person in the authorized capital of the issuer which is a commercial organization | Has no stake |
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Ordinary shares of the issuer belonging to the person | Has no stake |
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Amount of the issuer's shares of each category (type) which may be purchased by this person as a result of exercise of the rights under the issuer's options belonging to the person | Has no such shares |
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Stake of participation of the person in the authorized (joint-stock) capital (share fund) of subsidiaries and dependent entities of the issuer | Has no stake |
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Ordinary shares of a subsidiary or dependent entity of the issuer belonging to this person (for subsidiaries and dependent entities of the issuer which are joint-stock companies) | Has no stake |
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Amount of shares of each category (type) of a subsidiary or dependent entity of the issuer which may be purchased by the person as a result of exercise of the rights under options of a subsidiary or dependent entity of the issuer belonging to the person | Has no such shares |
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Any sibs with other persons who form a part of the issuer governance bodies and/or bodies for control over financial and economic activity of the issuer | Has no sibs with the specified persons |
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Data on bringing to the management responsibility for breach of law in finance, taxes and tax collections, securities market, or to the criminal liability (presence of previous conviction) for crimes in economy or for crimes against the government | Proceedings were not initiated against the person |
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Data on positions in governance bodies of the commercial organizations during the period when proceedings of bankruptcy and/or one of the procedures of bankruptcy stipulated by the legislation of the Russian Federation about insolvency (bankruptcy) were initiated against the specified organizations. | The person did not occupy such positions |
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Elena Vitalievna Kochkurova |
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Year of birth | 1978 |
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Education | The Academy of National Economy under the Government of the Russian Federation, economist The Far Eastern National University, lawyer Institute of Management «Link», post-graduate course |
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Citizenship | The Russian Federation |
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Positions occupied in the issuer and other organizations for the past 5 years and at present, in date order | 10.01.2006- current IDGC of Centre, JSC, Head of the Division for the internal audit, Principle Expert of the Internal Control and Audit Department 29.07.2002 - 30.12.2005 RAO UES of Russia, Principle Expert of the Book Keeping and Reporting Department |
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Stake of this person in the authorized capital of the issuer which is a commercial organization | Has no stake |
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Ordinary shares of the issuer belonging to the person | Has no stake |
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Amount of the issuer's shares of each category (type) which may be purchased by this person as a result of exercise of the rights under the issuer's options belonging to the person | Has no such shares |
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Stake of participation of the person in the authorized (joint-stock) capital (share fund) of subsidiaries and dependent entities of the issuer | Has no stake |
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Ordinary shares of a subsidiary or dependent entity of the issuer belonging to this person (for subsidiaries and dependent entities of the issuer which are joint-stock companies) | Has no stake |
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Amount of shares of each category (type) of a subsidiary or dependent entity of the issuer which may be purchased by the person as a result of exercise of the rights under options of a subsidiary or dependent entity of the issuer belonging to the person | Has no such shares |
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Any sibs with other persons who form a part of the issuer governance bodies and/or bodies for control over financial and economic activity of the issuer | Has no sibs with the specified persons |
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Data on bringing to the management responsibility for breach of law in finance, taxes and tax collections, securities market, or to the criminal liability (presence of previous conviction) for crimes in economy or for crimes against the government | Proceedings were not initiated against the person |
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Data on positions in governance bodies of the commercial organizations during the period when proceedings of bankruptcy and/or one of the procedures of bankruptcy stipulated by the legislation of the Russian Federation about insolvency (bankruptcy) were initiated against the specified organizations. | The person did not occupy such positions |
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Svetlana Yurievna Kuznetsova |
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Year of birth | 1964 |
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Education | 1989, YaroslavlStateUniversity, Specialty “Accounting and business analysis” |
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Citizenship | The Russian Federation |
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Positions occupied in the issuer and other organizations for the past 5 years and at present, in date order | 14.10.2010 – current IDGC of Centre, JSC – Principle specialist of the Division for Internal Audit of the Department for Internal Control and Audit from 01.to 13.10.2010 CorSsys, JSC – Director of Yaroslavl Division; from 01.03.2005 to 30.09.2007 Yarenergo, JSC –Chief Accountant |
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Stake of this person in the authorized capital of the issuer which is a commercial organization | Has no stake |
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Ordinary shares of the issuer belonging to the person | Has no stake |
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Amount of the issuer's shares of each category (type) which may be purchased by this person as a result of exercise of the rights under the issuer's options belonging to the person | Has no such shares |
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Stake of participation of the person in the authorized (joint-stock) capital (share fund) of subsidiaries and dependent entities of the issuer | Has no stake |
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Ordinary shares of a subsidiary or dependent entity of the issuer belonging to this person (for subsidiaries and dependent entities of the issuer which are joint-stock companies) | Has no stake |
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Amount of shares of each category (type) of a subsidiary or dependent entity of the issuer which may be purchased by the person as a result of exercise of the rights under options of a subsidiary or dependent entity of the issuer belonging to the person | Has no such shares |
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Any sibs with other persons who form a part of the issuer governance bodies and/or bodies for control over financial and economic activity of the issuer | Has no sibs with the specified persons |
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Data on bringing to the management responsibility for breach of law in finance, taxes and tax collections, securities market, or to the criminal liability (presence of previous conviction) for crimes in economy or for crimes against the government | Proceedings were not initiated against the person |
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Data on positions in governance bodies of the commercial organizations during the period when proceedings of bankruptcy and/or one of the procedures of bankruptcy stipulated by the legislation of the Russian Federation about insolvency (bankruptcy) were initiated against the specified organizations. | The person did not occupy such positions |
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Molodtsova Alla Vladislavovna |
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Year of birth | 1979 |
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Education | 2004, Ryazan State Radio Engineering Academy, Faculty of economics and planning industry, degree in "Company Management" |
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Citizenship | The Russian Federation | ||
Positions occupied in the issuer and other organizations for the past 5 years and at present, in date order | from 07.02.2011 - current IDGC of Centre, JSC - Leading Expert of the Internal Control and Audit Department 07.20 TradingHouse “Perekrestok” LLC Leading Auditor 04.2 ZAODeloitte Touche Consultant 06.2005 – 04.2006 NevskayaConsultingCompanyLLC Consultant |
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Stake of this person in the authorized capital of the issuer which is a commercial organization | Has no stake |
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Ordinary shares of the issuer belonging to the person | Has no stake |
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Amount of the issuer's shares of each category (type) which may be purchased by this person as a result of exercise of the rights under the issuer's options belonging to the person | Has no such shares |
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Stake of participation of the person in the authorized (joint-stock) capital (share fund) of subsidiaries and dependent entities of the issuer | Has no stake |
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Ordinary shares of a subsidiary or dependent entity of the issuer belonging to this person (for subsidiaries and dependent entities of the issuer which are joint-stock companies) | Has no stake |
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Amount of shares of each category (type) of a subsidiary or dependent entity of the issuer which may be purchased by the person as a result of exercise of the rights under options of a subsidiary or dependent entity of the issuer belonging to the person | Has no such shares |
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Any sibs with other persons who form a part of the issuer governance bodies and/or bodies for control over financial and economic activity of the issuer | Has no sibs with the specified persons |
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Data on bringing to the management responsibility for breach of law in finance, taxes and tax collections, securities market, or to the criminal liability (presence of previous conviction) for crimes in economy or for crimes against the government | Proceedings were not initiated against the person |
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Data on positions in governance bodies of the commercial organizations during the period when proceedings of bankruptcy and/or one of the procedures of bankruptcy stipulated by the legislation of the Russian Federation about insolvency (bankruptcy) were initiated against the specified organizations. | The person did not occupy such positions |
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Natalia Mikhailovna Novikova |
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Year of birth | 1971 |
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Education | 1993, Lipetsk State Polytechnic Institute, "Automated data processing and management systems; |
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Citizenship | The Russian Federation |
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Positions occupied in the issuer and other organizations for the past 5 years and at present, in date order | 14.10.2010 – current IDGC of Centre, JSC – Chief of division of Audit and Expertise of the Department for Internal Control and Audit from 2008 to 14.10.2010 CorSsys, JSC – Director of Lipetsk Division; 01.06.2004-30.06.2008 from 2003 to 2008 Lipetsenergo, JSC –Chief Accountant |
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Stake of this person in the authorized capital of the issuer which is a commercial organization | Has no stake |
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Ordinary shares of the issuer belonging to the person | Has no stake |
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Amount of the issuer's shares of each category (type) which may be purchased by this person as a result of exercise of the rights under the issuer's options belonging to the person | Has no such shares |
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Stake of participation of the person in the authorized (joint-stock) capital (share fund) of subsidiaries and dependent entities of the issuer | Has no stake |
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Ordinary shares of a subsidiary or dependent entity of the issuer belonging to this person (for subsidiaries and dependent entities of the issuer which are joint-stock companies) | Has no stake |
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Amount of shares of each category (type) of a subsidiary or dependent entity of the issuer which may be purchased by the person as a result of exercise of the rights under options of a subsidiary or dependent entity of the issuer belonging to the person | Has no such shares |
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Any sibs with other persons who form a part of the issuer governance bodies and/or bodies for control over financial and economic activity of the issuer | Has no sibs with the specified persons |
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Data on bringing to the management responsibility for breach of law in finance, taxes and tax collections, securities market, or to the criminal liability (presence of previous conviction) for crimes in economy or for crimes against the government | Proceedings were not initiated against the person |
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Data on positions in governance bodies of the commercial organizations during the period when proceedings of bankruptcy and/or one of the procedures of bankruptcy stipulated by the legislation of the Russian Federation about insolvency (bankruptcy) were initiated against the specified organizations. | The person did not occupy such positions |
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Danil Yurievich Tkalichev |
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Year of birth | 1982 |
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Education | 2004, The Russian Economic Academy named after G. V. Plekhanov; Specialty «Finances and credit», Specialty «Financial management» |
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Citizenship | The Russian Federation | The Russian Federation |
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Positions occupied in the issuer and other organizations for the past 5 years and at present, in date order | 13.03.2006 - current IDGC of Centre, JSC - Leading Expert of the Division for the internal audit of the Internal Control and Audit Department 23.08.2004 - 10.03.2006 RAO UES of Russia – (on the basis of the works contract) Financial and Economic Management of the "Service" Business Unit |
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Stake of this person in the authorized capital of the issuer which is a commercial organization | Has no stake |
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Ordinary shares of the issuer belonging to the person | Has no stake |
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Amount of the issuer's shares of each category (type) which may be purchased by this person as a result of exercise of the rights under the issuer's options belonging to the person | Has no such shares |
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Stake of participation of the person in the authorized (joint-stock) capital (share fund) of subsidiaries and dependent entities of the issuer | Has no stake |
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Ordinary shares of a subsidiary or dependent entity of the issuer belonging to this person (for subsidiaries and dependent entities of the issuer which are joint-stock companies) | Has no stake |
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Amount of shares of each category (type) of a subsidiary or dependent entity of the issuer which may be purchased by the person as a result of exercise of the rights under options of a subsidiary or dependent entity of the issuer belonging to the person | Has no such shares |
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Any sibs with other persons who form a part of the issuer governance bodies and/or bodies for control over financial and economic activity of the issuer | Has no sibs with the specified persons |
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Data on bringing to the management responsibility for breach of law in finance, taxes and tax collections, securities market, or to the criminal liability (presence of previous conviction) for crimes in economy or for crimes against the government | Proceedings were not initiated against the person |
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Data on positions in governance bodies of the commercial organizations during the period when proceedings of bankruptcy and/or one of the procedures of bankruptcy stipulated by the legislation of the Russian Federation about insolvency (bankruptcy) were initiated against the specified organizations. | The person did not occupy such positions |
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Payment of remuneration to employees of the Department for Internal Control and Audit of IDGC of Centre, JSC is effected in accordance with conditions of employment contracts.
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