Results of voting at the 2011 Annual General Meeting
Shareholders approved the Company’s 2010 annual report, annual financial statements and allocation of profit, including the dividend payment for the financial year 2010.
NLMK’s shareholders approved the total dividend for the financial year 2010 of RUR1.82 per ordinary share. Taking into account the previously paid interim dividends for the first half of 2010 of RUR0.62 per ordinary share, additional payment will amount to RUR1.20 per ordinary share.
NLMK shareholders elected members to the Board of Directors, the Internal Audit Commission and the President of NLMK (Chairman of the Management Board) and approved revised versions of Company’s internal documents (the Articles of Association, the Dividend Policy).*
NLMK shareholders elected nine members to the Board of Directors: Vladimir Lisin, Oleg Bagrin, Bruno Bolfo, Nikolai Gagarin, Karl Doering, Helmut Wieser, Karen Sarkisov, Vladimir Skorokhodov and Franz Struzl.
NLMK shareholders elected five members to the Company’s Internal Audit Commission: Liudmila Kladienko, Valeriy Kulikov, Sergey Nesmeyanov, Larissa Ovsyannikova and Galina Shipilova.
Alexey Lapshin was elected President of the Company (Chairman of the Management Board).
ZAO PricewaterhouseCoopers Audit was approved as the Company’s Auditor and was authorizedto conduct an audit of the Company’s financial statements prepared in accordance with US Generally Accepted Accounted Principles (US GAAP) in 2011.
NLMK’s shareholders approved the remuneration of members of NLMK’s Board of Directors for 2010. The remuneration was determined in accordance with the Regulations on the Board of Directors Members' Remuneration. The total remuneration of Board Members for 2010 amounted to $1.8 million.
* The amendments and addenda proposed were
developed, above all, to bring the Company’s internal documents in compliance with the Federal Law “On Joint Stock Companies” as amended. Legislation amendments relate to setting up the maximum dividends payment term. In contrast with the past wherein the Company was entitled to establish any term for dividend payment (that is 90 days from the date of making a decision on dividends payment in the effective Charter revision), at present the dividends payment date set forth by the Charter shall not exceed 60 days from the date of making a decision on dividends payment. In view of the above amendments were made to cl.12.2, article 12 of the Charter and paragraph 2, sect.4 of the Dividend Policy to establish the dividends payment period as 60 days.
Biographies of new directors:
Helmut Wieser is an executive vice president of Alcoa and Group President responsible for Alcoa’s global mill products and rigid packaging businesses. He also oversees Alcoa’s businesses in the Asia Pacific region, with a focus on China, the Australian rolled products businesses and Alcoa’s operations in Russia. In addition, Helmut Wieser is a member of the Alcoa Executive Council, the senior leadership group that provides strategic direction for the company. He also serves on the board of governors of the International Graduate University in Washington, D.C. on Capitol Hill.
Before joining Alcoa, Helmut Wieser worked for Austria Metal Group (AMAG) for 10 years, holding a series of management positions in its rolled products unit, culminating in 1997 as an executive member of the board and chief operating officer. Earlier, he held several senior management positions with Voest Alpine in Austria and Venezuela, including president of Voest Alpine Venezuela.
Helmut Wieser was born in Steyr, Austria on October 11, 1953, and received a master’s degree in mechanical engineering and economics in 1981 from the University of Graz.
In 1967 Franz Struzl joined Alpine Steelgroup, later renamed Voestalpine AG, based in Linz, Austria, serving the Company for over four decades. During his career at Voestalpine Franz Struzl held various positions in a number of fields including strategic planning, commercial and technical areas. In 1981 he was appointed Chief Financial Officer before becoming Chief Executive Officer of Voestalpine Long Products Group and a member of the Executive Board in 1991. From 1995 until 2001 he served as Vice Chief Executive Officer of Group.
In 2001 Franz Struzl was appointed as Voestalpine Group Chief Executive Officer and Chairman. He held the position until 2004, when he moved to become Chief Executive Officer of Voestalpine, Brazil - Villares Metals, remaining there until his retirement in 2010.
Franz Struzl was born Austria, 1942.
He graduated from the University of Economics, Vienna.