Shareholders of Atomenergomash exercise their rights related to the participation in the Company’s governance by making decisions on the most crucial issues of the Company’s operations at the General meeting of shareholders, which is the supreme governing body of the Company.
OJSC Atomenergomash shareholders exercise their rights regarding the Company management primarily by making decisions on the most important issues of its operations at General Meetings of Shareholders, which is the top management body of the Company. The Company’s shareholders constitute its affiliates, and therefore the risk of conflict of interests is minimal. The Company has no documents to govern the settlement of any potential conflict of interests between its shareholders.
The scope of decisions within the powers of the body is defined by the Federal Law On Joint-Stock Companies and includes the following:
- Changes and amendments to the Articles of Association or approval of the Articles of Association except for the cases stipulated in the Federal Law On Joint-Stock Companies, and the issues of establishment, reorganization, iquidation and operations of Company’s branches and representations.
- Reorganization of the Company.
- Liquidation, appointment of liquidation board and approval of interim and final liquidation balance sheets.
- Election and discharge of the members of the Board of Directors.
- Assessment of quantity, nominal value, category (type) of authorized shares and the rights attached thereto.
- Increase in the authorized capital of the Company by increasing the nominal value of existing shares or placing the new ones.
- Reduction of the authorized capital of the Company by reducing the nominal value of shares or by acquiring part of the shares with the purpose of reducing their total volume or by redeeming shares acquired by the Company.
- Election and discharge of the Audit Committee.
- Approval of the Company’s Auditor.
- Definition of general meeting procedures.
- Approval of annual reports, annual accounting documents including profit and loss statements, profit distribution including payment (declaration) of dividends except for the profit paid as a dividend based on the results of the first quarter, six months, or nine months of the fiscal year, and except for the Company’s losses as per fiscal year results.
- Payment (declaration) of dividends as per the results of the first quarter, six months, or nine months of the fiscal year.
- Split up and consolidation of the Company’s shares.
- Making decisions to place convertible debentures, and other convertible equity securities.
- Approval of transactions in such cases, as stipulated in Article 83 of the Federal Law On Joint-Stock Companies.
- Approval of major transactions in such cases, as stipulated in Article 79 of the Federal Law On Joint-Stock Companies.
- Making decisions to participate in financial and industrial groups, associations, and other commercial structures.
- Approval on internal governing documents.
- Decisions on remuneration and/or compensation payable to the members of the Audit Committee.
- Decisions on remuneration and/or compensation payable to the members of the Board of Directors.
- Any other issues, as indicated in the Articles of Association and the Federal Law On Joint-Stock Companies.