Moscow, June 29th, 2016 — The Annual General Shareholders’ Meeting of PJSC Enel Russia was held in Moscow today, and was attended by shareholders holding in aggregate 90.79 percent of the total voting stocks. The list of persons eligible to participate in the meeting was drawn up as of May 10th, 2016. Among the main issues on the agenda were the approval of the company’s annual report and annual financial statements for 2015, the approval of the company’s losses distribution, including the issue on dividends, and the election of its new Board of Directors and Internal Audit Commission.
The Annual General Shareholders’ Meeting approved the annual report and the annual financial statements of the company for 2015. Acting on a proposal by the Board of Directors, the Shareholders’ Meeting approved not to distribute dividends for the year 2015, as in 2015 the company posted a net ordinary loss under IFRS standards.
“2015 was a quite challenging year for Enel Russia. Our efforts aimed at improvement of the company’s generating fleet and containment of fixed costs could not fully offset the impact of an adverse macroeconomic environment, which resulted in the company’s net loss and, consequently, non-distribution of dividends. The company’s management will undertake all necessary action, implementing a set of initiatives that will allow us to revert to growth starting from 2016 and will continue working effectively towards the maximisation of shareholder interest”
Enel Russia’s Shareholders’ Meeting elected a new Board of Directors composed of 11 members:
- Stephane Zweguintzow
- Roberto Antonio Enzo Deambrogio
- Marco Proietti
- Marco Arcelli
- Giovanni Bertolino
- Alexandra Burcea
- Giuseppe Luzzio
- Laurent Nicolas Souviron
- Tagir Sitdekov
- Denis Mosolov
- Alexander Arthur John Williams
The Meeting also elected the company’s Internal Audit Commission and appointed Limited Liability Company Ernst & Young as Enel Russia’s auditor.
The Annual General Shareholders’ Meeting approved an amended version of the Company Charter due to the new provisions of the Federal Law No. 208-FZ «On Joint Stock Companies», which will come into effect in July 2016. The amendments, in line with the new legislation, will regard procedures and technologies of exercising rights on Russian issuers’ securities in the course of processing some corporate actions.
The Meeting also voted for a new version of the regulation «On the procedure for convening and holding meetings of the Board of Directors of PJSC Enel Russia», as well as approving a liability insurance contract for Directors and Officers.
An Enel Group subsidiary, PJSC Enel Russia operates the following power plants: Konakovskaya GRES, Nevinnomysskaya GRES, Sredneuralskaya GRES and Reftinskaya GRES. The company’s total gross installed electrical capacity is 9,428.7 MW (equivalent to 8,878.4 MW net installed capacity) and thermal capacity is 2.382 Gcal/h. PJSC Enel Russia’s authorised capital is 35,371,898,370 roubles, which is divided into ordinary shares with a par value of 1 rouble. The Enel Investment Holding B.V. share in the company’s authorised capital is 56.43%, PFR Partners Fund I Limited’s share is 19.03%, Prosperity Capital Management Limited’s share is 8.23%, VTB Bank’s share is 3.87% and other minority shareholders’ share is 12.44%. PJSC Enel Russia shares are listed in Level 1 MICEX quotation list. The company was established in Yekaterinburg on October 27th, 2004 as OJSC OGK-5. On July 7th, 2009 by the resolution of Annual General Shareholders’ Meeting the company was renamed OJSC Enel OGK-5 and on August 8th, 2014 the Federal Tax Service registered the new version of the company’s charter with the name OJSC Enel Russia. On June 25th, 2015 the company changed its legal type and was renamed PJSC Enel Russia.