Corporate Governance Department. Corporate pr-department

The functions of the Corporate Secretary at PJSC Aeroflot are performed by the Executive Secretary of the Board of Directors of the Company. The Executive Secretary of the Board of Directors acts in accordance with the Regulations on the Board of Directors of PJSC Aeroflot.

The Executive Secretary of the Board of Directors of PJSC Aeroflot also heads the Corporate Governance Department. The activities of the Corporate Governance Department are regulated by the Regulations on the Corporate Governance Department of PJSC Aeroflot.

Born in 1977. In 2001 he graduated from the Institute of Economics and Entrepreneurship. Defended Ph.D. thesis at the Academy public service under the President Russian Federation. He has been working in Aeroflot PJSC since 1998. He has gone from a legal adviser of the group of preparation and systematization of legal acts of the Company's administration to the director of the corporate governance department.

As executive secretary of the Board of Directors, he is responsible for organizational and Information Support work of the Board of Directors and the General Meeting of Shareholders of the Company, ensures control over compliance with the bodies and officials the Company of the rules and procedures of corporate governance established by the legislation of the Russian Federation, the Charter and internal documents Companies.

1. Approve the attached Regulations on the Corporate Governance Department of the Ministry economic development and trade of the Russian Federation.

2. Recognize invalid the order of the Ministry of Economic Development of Russia dated October 4, 2006 N 310 "On Approval of the Regulations on the Department of Corporate Governance of the Ministry of Economic Development and Trade of the Russian Federation".

3. To impose control over the execution of the order on the Secretary of State - Deputy Minister Popova A.V.

Position
on the Corporate Governance Department of the Ministry of Economic Development and Trade of the Russian Federation
(approved by order of the Ministry of Economic Development of the Russian Federation of April 15, 2008 N 102)

1. General Provisions

1.1. The Corporate Governance Department (hereinafter - the Department) is a structural subdivision of the central office of the Ministry of Economic Development and Trade of the Russian Federation (hereinafter - the Ministry), which implements the functions of the Ministry in the field of improving corporate governance, banking and insurance legislation, venture investment mechanisms, regulation appraisal activities, development of the financial market, legal and analytical support for the activities of development institutions, as well as functions for developing public policy and legal regulation in the field of insolvency (bankruptcy) and financial recovery of organizations.

The abbreviated name of the Department is DKU.

1.2. The Department is guided in its activities by the Constitution of the Russian Federation, federal constitutional laws, international treaties of the Russian Federation, federal laws, acts of the President of the Russian Federation and the Government of the Russian Federation, acts of the Ministry and instructions of the leadership of the Ministry, as well as these Regulations.

1.3. The Department carries out its activities in cooperation with other structural subdivisions of the central office of the Ministry, the foreign apparatus of the Ministry, the territorial bodies of the Ministry, federal agencies under the jurisdiction of the Ministry, their territorial bodies, as well as with organizations subordinate to the Ministry.

1.4. The structure and number of employees of the Department is established in accordance with the staff list of the central office of the Ministry.

1.5. Documentation, material and technical and transport support for the activities of the Department, as well as social and consumer services for the employees of the Department, are carried out in accordance with the established procedure by the relevant structural divisions of the Ministry.

2. Authority

2.1. The Corporate Governance Department exercises the following powers:

2.1.1. Develops with the participation of interested structural units of the central office of the Ministry and ensures the submission to the Government of the Russian Federation of draft federal laws, regulatory legal acts of the President of the Russian Federation and the Government of the Russian Federation, other documents that require a decision of the Government of the Russian Federation, on issues within the competence of the Department.

2.1.2. In the field of improving corporate governance and corporate legislation:

2.1.2.1. Performs analysis and monitoring of development processes of corporate governance institutions.

2.1.2.2. Prepares proposals for the development of state policy in the field of corporate governance and the development of corporate legislation.

2.1.2.3. Within the competence of the Department, it assists in the formation of effective corporate governance practices, including the preparation of proposals, the development of draft regulatory legal acts aimed at improving corporate governance standards in Russian business companies, including in the following areas:

Implementation of positive experience of corporate governance in companies with state participation;

Assistance in the development of the company's social reporting system;

Raising awareness of the business community in the field of corporate governance.

2.1.2.4. Prepares draft regulations, prepares draft opinions and reviews for submission to the Government of the Russian Federation in the field of improving corporate governance to legislate effective mechanisms for the implementation of corporate procedures, including in the following areas:

Stimulating the effectiveness of decisions made by management bodies legal entities;

Distribution of competence between the management bodies of legal entities;

Prevention of conflicts of interest in decision-making by the governing bodies of legal entities;

Distribution of control rights between shareholders (participants) of business entities;

Raising awareness of participants in corporate relations;

Improving the system of organizational and legal forms of legal entities that satisfy the various interests of entrepreneurs;

Increasing the efficiency of shareholders' rights protection mechanisms, creating a system for preventing and effectively resolving corporate conflicts.

2.1.2.5. Prepares proposals and prepares draft opinions and reviews on improving the legal regulation of the creation, operation and liquidation of business entities of various organizational and legal forms, including in the field of:

Legislative regulation of procedures for the reorganization and liquidation of commercial organizations;

Increasing guarantees for the protection of the rights and legitimate interests of investors in the implementation of procedures for the reorganization and liquidation of organizations;

Improving the efficiency of decisions of the management bodies of legal entities on the eve and during the reorganization and liquidation.

2.1.2.6. Develops proposals and prepares draft opinions and reviews on improving the legislative support for the functioning of integrated corporate structures, including in terms of:

Creation of an integral system of regulation of integrated corporate structures;

Regulation of the establishment and activities of subsidiaries and affiliates, as well as separate subdivisions legal entities;

Improving the principles of taxation of integrated corporate structures within the competence of the Department.

2.1.2.7. Participates in the preparation of proposals and participates in the development of state policy on improving the taxation of legal entities within the competence of the Department.

2.1.2.8. Participates in the development of proposals on the procedure for state regulation of the activities of legal entities (economic entities), including on issues of licensing, control and supervision of the activities of legal entities, antimonopoly regulation, bringing legal entities to administrative responsibility.

2.1.2.9. Organizes the preparation of proposals for the development of state policy in the field of corporate governance in organizations in which the state acts as a participant (member) or founder within the competence of the Department.

2.1.3. In the field of financial reporting of Russian organizations:

2.1.3.1. Carries out analysis and monitoring of the development of the system of accounting and reporting of enterprises in Russia and in foreign countries.

2.1.3.2. Develops measures aimed at improving the system for disclosing information about Russian organizations investors, creditors and other stakeholders in the corporate governance system, develops proposals to improve the quality of financial reporting of organizations.

2.1.3.3. Participates in the development of regulatory legal acts in the field accounting and financial reporting.

2.1.3.4. Develops proposals to improve the system management accounting in organizations.

2.1.3.5. Participates in the development of proposals for improving the legal and organizational mechanisms for internal and external audit of the financial statements of enterprises and the formation of an institution of independent audit within the existing competence.

2.1.3.6. Participates in the development of regulatory legal acts in the field of audit activities within the existing competence.

2.1.4. In the field of regulation of valuation activities:

2.1.4.1. Monitors law enforcement practice on property valuation in Russia and in foreign countries.

2.1.4.2. Develops proposals for improving the system of regulation of valuation activities, develops and ensures the introduction of regulatory legal acts to the Government of the Russian Federation that determine the procedure for interaction government agencies on property valuation.

2.1.4.3. Provides development and approval federal standards estimates.

2.1.4.4. Develops requirements, conditions and procedures for attracting independent appraisers for state needs.

2.1.4.5. Develops normative legal acts regulating the issues of valuation activities in relation to various objects of valuation, types of value, grounds for valuation, as well as examination of valuation reports and the procedure for its implementation.

2.1.5. In the field of development of the financial infrastructure of the economy:

2.1.5.1. Monitors and analyzes socio-economic processes in the field of financial markets and submits relevant materials to the quarterly reports of the Ministry.

2.1.5.2. Participates in the development of regulatory legal acts for the development of financial markets, the elimination of imbalances in the development of the financial sector.

2.1.5.3. Participates in the development of forecasts for the development of the financial sector for the short, medium and long term.

2.1.5.4. Participates in the development of regulatory legal acts to eliminate administrative restrictions and promote competition in financial markets.

2.1.5.5. Participates in the development of proposals for improving the regulatory framework governing the activities credit institutions, institutional development of the credit system, including non-bank credit organizations.

2.1.5.6. Participates in the development of regulatory legal acts in the field of insurance and proposals on the regulation of the insurance market.

2.1.5.7. Participates in the preparation of proposals for the development and legal support of collective investment institutions.

2.1.5.8. Participates in the examination of draft regulatory legal acts that implement the financial policy of the state.

2.1.5.9. Participates in the improvement of the legal regulation of the infrastructure, institutions and instruments of the securities market.

2.1.5.10. Carries out interaction with Russian credit and financial organizations, primarily with those whose management bodies include the leadership of the Ministry, as well as with other organizations with state participation. Participates in the development of concepts and strategies for the development of these organizations, provides organizational, technical and analytical support for the participation of the leadership of the Ministry in the activities of these organizations.

2.1.5.11. Participates in the development of proposals aimed at improving the efficiency of integration processes in the Russian financial markets.

2.1.5.12. Participates in the activities of working groups on banking and financial cooperation as part of the Russian parts of intergovernmental commissions on trade, economic, scientific and technical cooperation with foreign countries.

2.1.5.13. Carries out the development of proposals in the field of development and legal support mortgage lending systems.

2.1.6. In the field of developing state policy in the field of insolvency (bankruptcy) and financial recovery, as well as preventing the bankruptcy of enterprises (organizations):

2.1.6.1. Monitors and analyzes the practice of applying regulatory legal acts in the field of insolvency (bankruptcy) and financial recovery of enterprises (organizations), as well as in the field of legislation on enforcement proceedings within the competence of the Ministry.

2.1.6.2. Prepares proposals for the development of state policy in the field of insolvency (bankruptcy) and financial recovery of enterprises (organizations).

2.1.6.3. Participates in the development of proposals for improving the legislation on enforcement proceedings within the competence of the Ministry.

2.1.6.4. Participates in the development of proposals for legislative regulation of debt settlement mechanisms.

2.1.6.5. Prepares proposals for regulatory legal regulation, improvement of current legislation, in particular, develops draft regulatory legal acts for submission to the Government of the Russian Federation, prepares draft opinions and reviews in the field of insolvency (bankruptcy) and financial recovery of enterprises (organizations), including the following directions:

Insolvency (bankruptcy) and financial recovery financial institutions, enterprises (organizations) of the real sector of the economy, absent debtors, individuals, as well as other categories of debtors;

Participation of the Russian Federation, as well as the constituent entities of the Russian Federation and municipalities as creditors and as owners in bankruptcy cases and bankruptcy procedures;

Activity of arbitration managers and self-regulatory organizations of arbitration managers;

Cross-border insolvency.

2.1.6.6. Develops a procedure for the selection by the body authorized to represent in bankruptcy cases and in bankruptcy proceedings claims for the payment of mandatory payments and claims of the Russian Federation for monetary obligations, self-regulatory organization arbitration managers when applying to court of Arbitration applications for declaring the debtor bankrupt.

2.1.6.7. Carries out consideration of appeals related to the activities of the federal executive body authorized by the Government of the Russian Federation to submit in bankruptcy cases and in bankruptcy proceedings claims for the payment of mandatory payments and claims of the Russian Federation for monetary obligations.

2.1.6.8. Carries out consideration of documents related to the application of measures to prevent bankruptcy of strategic enterprises and organizations.

2.1.6.9. Organizes ongoing analysis financial condition and solvency of strategic enterprises and organizations.

2.1.7. In the field of analytical and legal support for development institutions:

2.1.7.1. Carries out the development of proposals aimed at improving the efficiency of development institutions.

2.1.7.2. Organizes the consideration of strategies and plans for the activities of development institutions.

2.1.7.3. Carries out interaction with Russian development institutions, primarily with those whose governing bodies include the leadership of the Ministry.

2.1.7.4. Participates in the consideration of issues related to the creation of innovative infrastructure within the framework of public-private partnership.

2.1.7.5. Carries out coordination of the activities of the Ministry related to the organization of the activities of JSC "Russian Venture Company".

2.1.7.6. Carries out coordination of the activities of the Ministry related to the organization of the activities of JSC "Agency for Housing Mortgage Lending". Participates in the development of the concept and development strategy of this organization, provides organizational, technical and analytical support for the participation of the leadership of the Ministry in the activities of this organization.

2.2. In order to exercise powers in the established field of activity, the Department has the right to:

2.2.1. Request from other structural subdivisions of the Ministry, which are under the jurisdiction of the Ministry territorial bodies, foreign apparatus, organizations and federal agencies information and materials necessary for the implementation of the powers of the Department.

2.2.2. To involve, with the consent of the heads of structural divisions of the Ministry, employees of these divisions for the preparation of draft regulatory legal acts, as well as for the development and implementation of activities carried out by the Department in accordance with the functions assigned to the Department.

2.2.3. Develop proposals for scientific research on corporate governance issues, on other issues within the competence of the Department, carried out on orders from the Ministry. Participates in the formation of an order for conducting applied economic research on a competitive basis, ensures control over the targeted use of the allocated funds and evaluates and accepts the results of the work performed.

2.2.4. Use in the proper way government systems communications, including government.

2.2.5. Use in the proper way information bases data of the Ministry, as well as databases of other bodies state power, local governments, public associations and organizations.

3. Organization of activities

3.1. The Department is headed by a Director appointed and dismissed by the Minister.

3.2. The Director has deputies who are appointed and dismissed by the Minister on the proposal of the Director of the Department. Other employees of the Department are appointed and dismissed by the Deputy Minister in accordance with the distribution of duties between the Deputy Ministers, on the proposal of the Director of the Department.

3.3. The Department includes departments in the main areas of activity.

3.4. Director:

3.4.1. Manages the activities of the Department and bears personal responsibility for the implementation of the powers assigned to the Department.

3.4.2. Exercises control and takes the necessary measures to ensure that the Department complies with the deadlines established by the Regulations of the Government of the Russian Federation and the Regulations of the Ministry for the execution of instructions from the President of the Russian Federation, the Government of the Russian Federation and the leadership of the Ministry.

3.4.3. Reports to the leadership of the Ministry on issues within the competence of the Department.

3.4.4. Signs, within its competence, documents relating to the activities of the Department.

3.4.5. Represents the Ministry on behalf of the leadership of the Ministry in state authorities and Russian organizations, as well as in institutions and organizations of foreign states and international organizations.

3.4.6. Together with the Department of Human Resources, Public Service and Human Resources:

3.4.6.1. Carries out work on the formation personnel reserve, selection, placement and use of personnel in the Department.

3.4.6.2. Submits proposals to change the staffing of the Department, to appoint, relocate and promote employees of the Department, to extend the terms of their stay in the civil service.

3.4.6.3. Organizes work on training, retraining and advanced training of personnel in the prescribed manner.

3.4.6.4. Organizes work attestation commission Department.

3.4.6.5. Controls the timely assignment of class ranks, the passage probationary period newly hired employees of the Department.

3.4.6.6. In accordance with the established procedure, submits proposals to the leadership of the Ministry on encouraging employees of the Department, including on conferring honorary titles and awarding state awards, as well as on the application disciplinary action to employees of the Department.

3.4.6.7. Submits proposals for secondment of employees of the Department outside the territory of the Russian Federation and throughout Russia on issues within the competence of the Department.

3.4.7. Distributes responsibilities among his deputies, approves regulations on departments of the Department, as well as job regulations for employees of the Department.

3.4.8. Ensures compliance by the employees of the Department with official discipline in accordance with the Service Order of the central office of the Ministry, controls the timely, high-quality and efficient execution of tasks and instructions by them.

3.4.9. Provides record keeping in the Department in accordance with the Regulations of the Ministry.

3.4.10. Ensures that employees of the Department comply with the secrecy regime when working with documents, as well as organize work to protect information constituting a state secret and restricted access information held by the Department or received by the Department from other bodies and organizations.

3.4.11. Submits for approval to the leadership of the Ministry the work plans of the Department and a report on their implementation.

3.4.12. Issues orders within the competence of the Department.

3.4.13. Enjoys other rights and performs other duties in accordance with the legislation of the Russian Federation and decisions of the leadership of the Ministry.

3.5. During the absence of the Director of the Department, his duties are performed by one of his deputies on the basis of the order of the Minister.

Order of the Ministry of Economic Development of the Russian Federation of April 15, 2008 N 102 “On Approval of the Regulations on the Corporate Governance Department of the Ministry of Economic Development and Trade of the Russian Federation”

Our company has built efficient system corporate governance, which not only reflects our development strategy, but also implies the obligatory observance of ethical and legal standards in all aspects of our activities. When implementing the strategy, the NefteTransService group of companies is guided by the principles of responsible business management and maintaining a positive business reputation. Owning complete and reliable information about the company, shareholders take an active part in management by making decisions, including at regular general meetings shareholders.

Based on corporate values, we strive to sustainable development of our business, which is based on high operating and financial indicators, respecting the interests of customers, employees and business partners, as well as Social responsibility and environmental protection.

The Company develops a risk management system in proportion to its needs, the volume of tasks to be solved and the available resources, organizational structure and corporate culture. Risk management involves the rational use of capital, assessment of total capital requirements and its optimized distribution, ongoing analysis of the effectiveness and feasibility of decisions made in the context of possible risks.

Strictly following the anti-corruption legislation of the Russian Federation, NefteTransService additionally introduces its own procedures that provide additional mechanisms for maintaining anti-corruption control and compliance with business ethics.

Andrey Sharonov was elected Chairman of the Board of Directors management company NefteTransService in 2014. Also a member of the Supervisory Board of PJSC VTB Bank, a member of the Board of Directors of PAO Sovcomflot, PJSC NOVATEK, President of the Moscow School of Management SKOLKOVO.

From 1996 to 2007, he worked at the Ministry of Economic Development and Trade of the Russian Federation as a department head, deputy minister, and secretary of state. In 2007 - 2010 was Managing Director and Chairman of the Board of Directors of CJSC Investment Company Troika Dialog, headed the investment banking division.

In 2010, he held the position of Deputy Mayor for Economic Policy in the Government of Moscow. From 2013 to 2016 he was the rector of the Moscow School of Management SKOLKOVO.

He graduated from the Ufa Aviation Institute and the Russian Academy of Public Administration under the President of the Russian Federation, is a candidate of sociological sciences.

Vyacheslav Aminov has been a member of the Board of Directors of the management company NefteTransService since 2010, and previously served as a member of the Board of Directors of CJSC NefteTransService (2008-2010).

Vyacheslav is also the Chairman of the Board of Directors of CB "Interregional Postal Bank" (since 1998), the President of the Modern Pentathlon Federation of Russia (since 2009) and the Vice President of the International Union of Modern Pentathlon (since 2011).

Previously, Vyacheslav Aminov held various financial and legal positions: Advisor to the Head of the Administration of the President of the Russian Federation (1996-2003), Advisor to the Plenipotentiary Representative of the President in the Volga Federal District (2008-2011) and Advisor to the Plenipotentiary Representative of the President in the Central Federal District (2011 – 2012).

Vyacheslav Aminov graduated from Moscow State University named after M.V. Lomonosov.

Vadim Aminov joined the Board of Directors of the management company NefteTransService in 2010, previously he was a member of the Board of Directors of CJSC NefteTransService (2008-2010).

Previously, Vadim Aminov headed the CB "Interregional Postal Bank" (1998 - 2010), of which he has been a member of the Board of Directors since 2011. In 1991 - 1997. occupied executive positions in the "Gradient" and "Tandem" groups.

Graduated from the Moscow State Law Academy.

Alexey Likhtenfeld joined the Board of Directors of the management company NefteTransService in 2010, previously he was a member of the Board of Directors of CJSC NefteTransService (2008-2010).

In 1999 - 2011 Aleksey Likhtenfeld served as Vice President of KBv Interregional Postal Bank, of which he has been a member of the Board of Directors since 2005. He also served as Advisor to the President of OAO AK Transnefteprodukt (2002-2007).

Alexey Likhtenfeld graduated from the Financial Academy under the Government of the Russian Federation with a degree in finance and credit and is a member of the Presidium of the Union of Operators railway transport.

Iosif Bakaleinik joined the Board of Directors of the management company NefteTransService in February 2013. Previously, he was Advisor to the Chairman of Renova-Management AG, as well as Chairman of the Supervisory Board of Renova Holdings.

Served as Deputy CEO, then - the General Director, as well as the Chairman of the Board of Directors of the Vladimir tractor plant. Also, from 1997 to 2003, he was First Vice President and member of the Executive Board of the Tyumen Oil Company.

Company management

Artem Polyakov was appointed General Director of NefteTransService in February 2015. Previously, from January 2012 to September 2014, he served as General Director of PJSC ArcelorMittal Kryvyi Rih, and was also a member of the Group’s Management Committee and Vice President of the ArcelorMittal Group.

In 2007 - 2011 was the CEO of the sugar division of the Rusagro group of companies. In 1999 - 2007 successively served as director for strategy and business development of the CIS countries, later - the post executive director divisions in Ukraine and Russia of the French holding Lafarge, the world leader in the production of building materials. From 1994 to 1997, he worked at OJSC Karelsky Okatysh: first as a financial officer, since 1996 as a general director.

From 1987 to 1992 he served in the Armed Forces of the USSR. Graduated from the Faculty of Computational Mathematics and Cybernetics of the Moscow state university named after M.V. Lomonosov, as well as the Military Engineering Academy named after Kuibyshev. Received an MBA degree from the International Institute for Management Development in Lausanne (Switzerland).

Olga Petrova was appointed First Deputy General Director for Economics and Finance in February 2014.

Previously, in 2012-2013, she held the position of Deputy General Director for Economics and Finance of OAO United Grain Company.

From 2009 to 2012, Olga Petrova worked at LLC Rusagro Group of Companies as financial director.

Prior to joining the Rusagro group, she held the position of CFO and Director of Accounting and Auditing at Unimilk (part of the DANON Russia group).

He has experience in the banking sector: 8 years in various financial positions in a number of major banks in the country (from 1994 to 2002).

Olga graduated with honors from the Omsk Technological Institute with a degree in accounting and auditing.

Marina Yakhina has been appointed First Deputy General Director for Production and commercial activities February 2018

Previously, she held the position of Deputy General Director for Commercial Activities (March 2015 - January 2018), Head of the Commercial Department (2012 - 2015), Head of the Commercial Operations Department of NefteTransService Universal Transportation in 2011 - 2012.

He has significant experience in commercial work in various fields, including in the field of rail transport. From 1999 to 2012, she worked in senior positions at OAO Transnefteprodukt, ZAO TNP-Transcom, as well as at the Moscow representative office of the Swiss company TELF AG.

First higher education Marina received in 1995, having graduated Russian University friendship of peoples, the second - in 2006 in Russian Academy ways of communication.

Yulia Loshchakova was appointed Deputy CEO for Strategy and Development in February 2016.

The total work experience of Yulia in the field of rail transportation is more than 15 years. Prior to joining NefteTransService, Yulia worked at the Federal Freight Company, where she has held senior positions since 2011, including the position of Deputy General Director for Strategic Development.

Previously, in 2004 - 2011, she was in the state civil service in Federal Service on tariffs, successively holding positions from the deputy head of the tariff regulation department for freight transportation to Deputy Head of the Department of Transport Regulation.

Graduated with honors from the Moscow State University of Communications with a degree in economics and enterprise management (railway transport).

In 2010, Yulia Loshchakova was awarded the title of " Honorary Worker bodies of price and tariff regulation”.

Sergey Popov was appointed Deputy General Director for Operations in April 2016.

Previously, since August 2015, he held the position of Head of the Operations Department at NefteTransService.

Has successful experience in a number of largest companies– railway transport operators: Freight One JSC and UVZ-Logistik LLC. Prior to joining commercial structures, Sergey worked in the rolling stock of Russian Railways, where he rose from an ordinary employee to the head of a structural unit.

Graduated from the Moscow State University of Communications.

Andrey Chernikov was appointed Deputy General Director for Transportation in April 2016.

In 2015, he held the position of head of the transportation organization department in the NefteTransService group of companies.

Andrey began his career in our company in 2010 as a project manager for the transportation organization department, in 2011 he headed the universal transportation department.

He has significant experience in the structures of Russian Railways, including the Directorate of Traffic Control of the Moscow railway. Graduated with honors from the Far Eastern State Transport University.

Vakhtang Shapakidze was appointed Deputy General Director for Corporate Governance in June 2015.

Previously, since October 2011, he held the position of Head of the Corporate Governance Department at OOO Management Company NTS.

Before joining NefteTransService, Vakhtang long time worked in the energy sector - from 2007 to 2011 he held the position of Director for legal matters JSC United energy company", in 2004 - 2007. was Deputy General Director for Legal Affairs and Corporate Governance of CJSC Regional Energy Service.

From 1999 to 2004 he was engaged in advocacy.

In 1999, Vakhtang Shapakidze graduated with honors from the Faculty of Law of Volgograd State University, in 2010 - an MBA program at the Academy of National Economy under the Government of the Russian Federation.

He is a candidate of legal sciences.

Management of risks

NefteTransService pays great attention to risk management issues in order to provide a reasonable guarantee of achieving the targets stipulated financial plan the mission and goals of the organization.

Risk management is carried out by specialists at all levels of the company, whose powers and responsibilities are distributed and fixed in uniform corporate documents.

Despite the effectiveness of the risk management system functioning in the company, management is constantly working to improve it, taking into account the changing external factors, as well as for the development best practice and risk management methodology.

Anti-corruption policy

The anti-corruption policy of NefteTransService defines a unified approach to the implementation of the requirements of Article 13.3 of the Federal Law of December 25, 2008. 273-FZ "On Combating Corruption" and is aimed at compliance with the anti-corruption legislation by the management and employees of the company.

This document reflects the commitment of NTS to the principles of conducting an open and honest business and maintaining a high business reputation of the company.

The corporate governance system of VTB Bank is based on the principle of unconditional compliance with the requirements of Russian legislation and the Bank of Russia, the recommendations of the Federal Financial Markets Service of Russia, and also takes into account the best world practice to the maximum. VTB Bank guarantees equal treatment of all shareholders and gives them the opportunity to take part in the management of the Bank through the General Meeting of Shareholders, as well as exercise their right to receive dividends and information about its activities.

The supreme governing body of VTB Bank is the General Meeting of Shareholders. The Supervisory Board of the Bank, elected by the shareholders and accountable to them, provides strategic management and control over the activities of the executive bodies - the President - the Chairman of the Management Board and the Management Board. The executive bodies carry out the current management of the Bank and implement the tasks assigned to them by the shareholders and the Supervisory Board.

VTB Bank has built an effective system of corporate governance and internal control of financial and economic activities in order to protect the rights and legitimate interests of shareholders. The Supervisory Board of the Bank has an Audit Committee, which, together with the Internal Audit Department, assists the management bodies in ensuring effective work Jar. The Audit Commission exercises control over the Bank's compliance with legal acts and the legality of transactions.

For the purpose of auditing and confirming the financial statements, VTB Bank annually engages an external auditor who has no property interests with the Bank and its shareholders.

The Human Resources and Remuneration Committee operating under the Supervisory Board prepares recommendations on key issues of appointment and motivation of members of the Supervisory Board, executive bodies and control bodies.

In order to optimize decision-making by the Supervisory Board on issues strategic development and raising the level of VTB's corporate governance, the Supervisory Board Committee for Strategy and Corporate Governance was established. The main tasks of the Committee are to determine the strategic goals of the activity and priorities in the development of the Bank; support and improvement of VTB's corporate governance system; formation of proposals for strategic management own capital Jar.

The Bank shall timely disclose complete and reliable information, including information about its financial position, economic performance, ownership structure, to enable shareholders and investors of the Bank to make informed decisions. Disclosure of information is carried out in accordance with the requirements of Russian legislation, as well as the British regulator Federal Security Authority (FSA). Since 2008, VTB Bank has had a Regulation on Information Policy, which, among other things, establishes rules for the protection of confidential and insider information.

I. General provisions

1. The Department of Corporate Governance, Pricing and Control and Audit Work in the Fuel and Energy Complex (hereinafter referred to as the Department) is a structural subdivision of the Ministry of Energy of the Russian Federation (hereinafter referred to as the Ministry), which ensures the activities of the Ministry in the field of management state property, including corporate governance, financial and economic analysis in the sectors of the fuel and energy complex (hereinafter referred to as the fuel and energy complex), the formation and implementation of the federal targeted investment program, the conduct of control and audit work, as well as in the field territorial planning and area planning.

2. General management of the Department's activities is carried out by the Minister of Energy of the Russian Federation (hereinafter referred to as the Minister).

3. The activities of the Department are directly supervised by the Deputy Minister of Energy of the Russian Federation (hereinafter referred to as the Deputy Minister), endowed with appropriate powers.

4. In its activities, the Department is guided by the Constitution of the Russian Federation, federal constitutional and federal laws, decrees, orders and instructions of the President of the Russian Federation, resolutions, orders and instructions of the Government of the Russian Federation, international treaties of the Russian Federation, Regulations on the Ministry of Energy of the Russian Federation, approved by the Government of the Russian Federation dated May 28, 2008 No. 400, regulatory legal and legal acts of the Ministry, including this Regulation.

4. The main tasks of the Department are:

1) formation and implementation of the federal targeted investment program, provision of budget investments in the prescribed manner, budget appropriations Investment Fund of the Russian Federation in accordance with federal laws, decisions of the President of the Russian Federation and the Government of the Russian Federation, as well as the implementation of relevant state programs within the competence;

2) ensuring the implementation of the powers of the Ministry in terms of territorial planning, territory planning and placement of fuel and energy complex facilities, as well as participation in shaping the position of the Ministry on urban planning and land policy;

3) financial and economic analysis of the activities of organizations in the fuel and energy complex, including issues of long-term development, internal efficiency and optimization of investment activities of subjects of natural monopolies and other organizations in the fuel and energy complex;

4) management of state property in the field of activity of the Ministry; 5) implementation of control and audit work.

5. The Department carries out its activities directly and (or) in cooperation with other structural subdivisions of the Ministry and organizations subordinate to the Ministry.

6. The department has its own form.

II. Powers of the Department

7. The Department exercises the following powers:

1) participates in the preparation of draft federal laws, regulatory legal acts of the President of the Russian Federation and the Government of the Russian Federation and other documents that require a decision of the Government of the Russian Federation, on issues related to the established field of activity, development and coordination of regulatory legal and legal acts of the Ministry in within the competence of the Department;

2) ensures the development and updating of territorial planning schemes of the Russian Federation in the field of energy and federal transport (in part pipeline transport);

3) participates in the consideration and approval of territorial planning documents of the Russian Federation and municipalities;

4) carries out the preparation of draft decisions of the Ministry on the preparation of documentation for the planning of the territory intended for the placement of pipeline transport and energy facilities of federal significance;

5) carries out the preparation of draft decisions of the Ministry on the approval of documentation for the planning of the territory intended for the placement of pipeline transport and energy facilities of federal significance;

6) prepares proposals on issues related to the exercise of the powers of the owner in relation to federal property transferred to organizations subordinate to the Ministry, including: on the creation, reorganization and liquidation of federal state unitary enterprises, federal state treasury, budgetary and autonomous institutions under the jurisdiction of the Ministry; conducting an analysis of the financial and economic activities of organizations under the jurisdiction of the Ministry, the main economic indicators they have achieved, analyzing the transactions they make, as well as approving the economic indicators of the activities of federal state unitary enterprises;

7) exercises control over the effective management, use for its intended purpose and safety of federal property assigned to federal state unitary enterprises, federal state institutions under the jurisdiction of the Ministry;

8) participates within its competence in the formation state assignments for the provision of public services (performance of work) by federal government agencies administered by the Ministry;

9) prepares for the approval of the development strategy and the program of activities of federal state unitary enterprises in the manner established by law Russian Federation, and also participates in the development of proposals for the development of fuel and energy companies within the competence of the Department;

10) carry out financial and economic analysis of the activities of fuel and energy companies;

11) ensures the determination in the established manner on certain issues of the position of the shareholder - the Russian Federation, as well as coordination of activities on certain issues of representatives of the interests of the Russian Federation in the boards of directors and audit commissions of joint-stock companies;

12) organize the work of the Ministry within its competence in managing federally owned shares of open joint-stock companies in the prescribed manner;

13) if necessary, forms, taking into account the positions of the structural divisions of the Ministry, proposals for candidates - employees of the Ministry, professional attorneys and independent directors for nomination as representatives of the interests of the Russian Federation in the management and control bodies, other bodies of joint-stock companies whose shares are in federal ownership, joint-stock companies included in special lists approved by the Government of the Russian Federation, as well as other joint-stock companies that are in the field of activity of the Ministry, or in respect of which a decision has been made to use the special right for the participation of the Russian Federation in the management of joint-stock companies (“golden share”);

14) forms the position of the Ministry on the issue of voting by representatives of the interests of the Russian Federation at meetings of boards of directors and general meetings of shareholders of joint-stock companies;

15) organize work on the issues of participation in the work of management and control bodies of joint-stock companies;

16) participates in the preparation of proposals on structural reforms and improving the efficiency of public administration in the fuel and energy complex, including improving the corporate management system of integrated structures;

17) ensures the development and implementation of the strategy for the privatization of state property;

18) prepares proposals for a draft forecast plan (program) for the privatization of federal property, approved by the Government of the Russian Federation;

19) prepares proposals for the formation of lists of strategic enterprises and strategic joint-stock companies approved by the President of the Russian Federation and the Government of the Russian Federation, as well as lists of open joint-stock companies in respect of which the determination of the position of the shareholder - the Russian Federation is carried out by the Government of the Russian Federation, the Chairman of the Government of the Russian Federation or on his behalf as Deputy Chairman of the Government of the Russian Federation;

20) within the competence of the Department, participates in the issues of state administration of the use of atomic energy, including interaction with State Corporation for Atomic Energy "Rosatom" in terms of recognizing subordinate organizations, as well as other organizations carrying out (planning to carry out) activities in the field, state regulation of which is carried out by the Ministry, as fit to operate a nuclear installation, radiation source or storage facility and carry out on their own or with the involvement of other organizations activities related to the placement, design, construction, operation and decommissioning of the said facilities, as well as activities related to the handling of nuclear materials and radioactive substances;

21) participates in the formation and implementation of the federal targeted investment program, the provision of budget investments, budget allocations of the Investment Fund of the Russian Federation in accordance with the established procedure in accordance with federal laws, decisions of the President of the Russian Federation and the Government of the Russian Federation, as well as the implementation of relevant state programs within the competence;

22) organize control and revision work in organizations subordinate to the Ministry;

23) ensures the conduct of audits of financial and economic activities and the effectiveness of the use of the property complex of organizations subordinate to the Ministry, the effective and targeted use of federal budget funds aimed at the implementation of federal targeted programs, providing budgetary investments to open joint-stock companies, as well as other inspections, the authority to conduct which is established by contracts (agreements), to which the Ministry is a party;

24) provides activities contract service within the competence of the Department;

25) exercise other powers in the established field of activity within the competence of the Department.

8. The Department, in order to exercise its powers, has the right to:

1) to request and receive in accordance with the established procedure from structural subdivisions of the Ministry, public authorities of the Russian Federation and local governments, as well as from organizations, regardless of their organizational and legal form, documents, reference and other materials necessary for making decisions on issues, relating to the competence of the Department;

2) to involve, in necessary cases, in the prescribed manner, to develop decisions on issues within the competence of the Department, structural subdivisions of the Ministry and organizations subordinate to the Ministry, as well as scientists and specialists from federal executive authorities and executive authorities of the constituent entities of the Russian Federation and organizations of the fuel and energy complex;

3) to involve, in agreement with the heads of structural divisions of the Ministry, specialists from these divisions for the preparation of joint letters, proposals aimed at solving the problems established by this Regulation;

4) to make proposals in accordance with the established procedure for improving the organization of activities of the structural divisions of the Ministry and organizations subordinate to the Ministry;

5) to take part, within the competence of the Department, in the work of expert and working groups, coordinating and advisory bodies created by the Ministry, as well as in the work of interdepartmental commissions, working groups, meetings, scientific and practical conferences, " round tables» and symposiums;

6) conduct correspondence in accordance with the established procedure on issues within the competence of the Department;

7) use properly information banks communication system data;

8) make proposals on conducting inspections of the activities of organizations subordinate to the Ministry, as well as on the forms for reviewing the results of inspections and measures to eliminate the shortcomings identified during their conduct;

9) exercise other powers within the competence of the Department, as well as on the basis of orders and orders of the Ministry.

III. Organization of activities

9. The Department is headed by the Director of the Department of Corporate Governance, Pricing and Control and Audit Work in the Fuel and Energy Complex (hereinafter referred to as the Director), who is appointed and dismissed by order of the Ministry.

10. The Director reports directly to the Minister, as well as to the Deputy Minister, who coordinates and controls the activities of the Department.

11. The Director is personally responsible for the fulfillment of the tasks and powers assigned to the Department.

12. The Director has deputies who are appointed and dismissed by order of the Ministry on the proposal of the Director.

13. Structure and staffing Departments are approved by order of the Ministry. The structure of the Department includes departments for the main activities of the Department.

14. Director:

1) directly manages the Department, bears personal responsibility for the state of performance discipline;

2) interacts (including correspondence) with the structural subdivisions of the Ministry;

3) interacts (including correspondence) with structural subdivisions of other executive authorities, as well as organizations subordinate to the Ministry;

4) ensures the preparation of draft legal acts and other documents of the Ministry in accordance with the established procedure;

5) ensures the consideration of applications received by the Ministry, draft regulatory legal and legal acts, other documents, as well as the preparation of conclusions on them;

6) makes proposals to the leadership of the Ministry for discussion at the collegium in the plans of the main organizational measures of the Ministry;

7) provides consideration and signs responses to individual and collective appeals of citizens and organizations;

8) approves the activity plan of the Department and controls its implementation;

9) distributes duties among his deputies, and also determines official duties employees of the Department;

10) approves the regulations on the departments that are part of the Department;

11) ensures the implementation of activities related to the passage of the civil service, including submitting proposals for appointment and dismissal, temporary performance of duties, advanced training, promotion of employees of the Department and the imposition of penalties on them;

12) ensures and, within the limits of its powers, controls the observance by the employees of the Department of the legislation of the Russian Federation on the civil service;

13) within the limits of its competence, gives binding instructions to the employees of the Department;

14) involve, if necessary, in accordance with the established procedure, for the study of issues related to the areas of activity of the Ministry, scientific and other organizations, scientists and specialists;

15) submit to the leadership of the Ministry candidacies of employees of the Department for their inclusion in the relevant working groups, commissions, as well as for sending them on business trips;

16) on the basis of powers of attorney issued by the Minister (the person acting in his capacity), signs on behalf of the Ministry contracts and other documents of a civil law nature;

17) hold meetings with representatives of state authorities, local authorities and organizations on issues within its competence;

18) signs and approves documents on issues within the competence of the Department;

19) ensures, within the limits of its authority, the protection of information constituting a state secret;

20) controls the use of technical means assigned to the Department and forms of the Ministry, within its competence determines measures in the Department to prevent their unauthorized use;

21) exercise other powers in accordance with the official regulations.

15. In the absence of the Director, his duties are performed by his deputies in accordance with the distribution of duties.

16. To discuss the most important issues activities of the Department, monitoring the implementation of work plans, documents and instructions from the leadership of the Ministry, as well as for the exchange of experience in the Department, operational meetings are held. Decisions made at the operational meeting are documented in the minutes and are binding on the employees of the Department.

17. The relevant material and technical means necessary for the timely and high-quality performance of activities, the relevant information data banks, communication and communication systems are used in the prescribed manner.

18. The Department carries out its activities in accordance with the plans of the main organizational activities of the Ministry and the work of the collegium of the Ministry, orders and orders of the Ministry, as well as the work plan of the Department.

19. Office work and measures to ensure secrecy in the Department are carried out in accordance with the legislation of the Russian Federation and acts of the Ministry.