Summary of the Annual Meeting of Shareholders of OMZ OJSC of June 27, 2014
Annual General Meeting of Shareholders of the United Heavy Machinery Plants (Uralmash-Izhora Group) was held on 27 June 2014.
In compliance with the agenda the shareholders have debated and approved the Annual Report of the Company, annual financial statements, including the Profit and Loss Statement over the 2013 year.
Based on the results of activity of the Company in 2013, the General Meeting has resolved to pay dividends on preferred shares at the annual interest rate of 12 % of the nominal value of a share, to direct a part of profit for formation of Reserve Fund of the Company to achieve the amount stipulated in the Articles of Association of the Company, and to direct the remaining part of profit for development of the Company based on the results of activity of the Company in 2013.
The shareholders have determined a number of members of the Board of Directors of OMZ OJSC as 9 persons and elected new members of the Board of Directors of OMZ OJSC composed of 8 persons, including:
1. Oleg M. Vaksman
2. Dmitry V. Zauers
3. Vadim A. Makhov
4. Aleksander Yu. Muranov
5. Famil K. Sadygov
6. Mikhail A. Smirnov
7. Aleksandr I. Sobol
8. Igor A. Timofeev
The shareholders approved payment of remuneration to members of the Board of Directors at the rate fixed in the Regulations on remuneration to members of the Board of Directors, approved by the Annual General Meeting of Shareholders of OMZ OJSC held in 2013, and approved the amended Regulations on remuneration to members of the Board of Directors. The shareholders also elected the members of Auditing Committee of the Company, composed of 3 persons.
In compliance with the laws of the Russian Federation, HLB Vneshaudit CJSC was approved as the Auditor of the Company for auditing the financial statements of the company over 2014 and KPMG CJSC was approved for auditing the consolidated financial statements over 2014 in accordance with International Financial Reporting Standards.
The General Meeting took the decision on introduction of alterations into the Articles of Association of OMZ OJSC with regard to the authorized shares. The decision on increase in the Authorized Capital of the Company through placement of 580 mln supplementary uncertificated ordinary inscribed shares via private offering was also taken.
The shareholders took the decision on filing application on delisting of the uncertificated ordinary inscribed shares of OMZ OJSC for the purpose of exclusion of ordinary shares of OMZ OJSC from the list of securities eligible for trade, addressed to the trade institutor.
The shareholders also took the decision to approve membership of OMZ OJSC in the New Technologies of Gas Industry Equipment Manufacturers Association.