GENERAL MEETING
OF SHAREHOLDERS
The General Meeting of Shareholders is the Company’s
supreme governing body. The remit of the General
Meeting of Shareholders is determined by Federal Law
No. 208-FZ "on Joint-Stock Companies" and the
Company’s Charter.
The General Meeting of Shareholders is convened by the Board of Directors
at least once a year.
In 2020, three General Meetings of Shareholders were held. In order to
reduce the risk of spreading the coronavirus (COVID-19) and in accordance
with the recommendations of the Bank of Russia, the General Meetings of
Shareholders were held in the form of absentee voting.
Annual General Meeting of Shareholders
June 22, 2020
On June 22, 2020, the Annual General Meeting of Shareholders was held, at
which the following decisions were made:
- The distribution of the net profit of PJSC M.video for the 2019 reporting
year was approved as follows:
- part of the net profit in the amount of RUB 5,998,865,734.99 was
allocated to the payment of dividends for the nine months of 2019,
with interim dividends previously paid for the nine months of 2019 from
the profit of 2019 in accordance with the decision of the extraordinary
General Meeting of Shareholders of PJSC M.video dated 03.12.2019
(Minutes No. 29 dated 03.12.2019);
- It was decided not to distribute the rest of the net profit at the end
of 2019 and not to pay dividends.
- The following members of the Company’s Audit Commission were elected:
- Bezlik Evgeny Vladimirovich;
- Gorokhov Andrey Alexandrovich;
- Rozhkovsky Alexey Leonidovich.
- The number of members of the Board of Directors of the Company
was determined: 14 people. The number of members of the Board of
Directors determined by this resolution should be applied when forming
the composition of the Board of Directors at the Annual General Meeting
of Shareholders of the Company, as well as when forming the Board
of Directors at any and all General Meetings of Shareholders following this
Annual General Meeting of Shareholders, the agenda of which includes
the issue of electing members of the Board of Directors of the Company.
- Members of the Board of Directors of the Company were elected:
- Andreas Blase
- Pavel Breev
- Eldar Vagapov
- Said Gutseriev
- Andrey Derekh
- Vilen Eliseev
- Anton Zhuchenko
- Janusz Lella
- Alexey Makhnev
- Avet Mirakyan
- Vladimir Preobrazhensky
- Alexander Tynkovan
- Bilan Uzhakhov
- Enrique Fernandez.
- The amount of remuneration and compensation for expenses of members
of the Board of Directors and members of the Audit Commission
of the Company for the period from July 2020 to June 2021 was determined:
- remuneration to the members of the Board of Directors should not
exceed the total amount of RUB 52 million;
- compensation for expenses incurred by members of the Board
of Directors whilst performing their duties as members of the Board
of Directors should not exceed the total amount of RUB 10 million;
- remuneration to the members of the Company’s Audit Commission
should be in the total amount of RUB 150,000.
- Joint-Stock Company Deloitte & Touche CIS was approved as the auditor
for the audit of the financial and economic activities of the Company for
2020.
Extraordinary General Meeting
of Shareholders on November 9, 2020
On November 9, 2020, an extraordinary General Meeting of Shareholders was
held, at which the following decisions were made:
- To pay out of the retained net profit for 2019, dividends in the amount
of RUB 30.00 per ordinary share of PJSC M.video;
- To pay dividends on shares of PJSC M.video in cash;
- To approve November 20, 2020, as the record date;
- To pay out dividends in the following terms from record date:
- within 10 working days to a nominee holder and a trustee who is a professional
participant in the securities market, and who is registered in the register
of shareholders;
- within 25 working days to other persons who are registered in the register
of shareholders.
- A new version of the Charter of PJSC M.video was approved;
- A new version of the Regulations on the General Meeting of Shareholders
of PJSC M.video was approved;
- A new version of the Regulations on the Board of Directors of PJSC M.video
was approved;
- A new version of the Regulations on the Management Board of PJSC M.video
was approved;
- A new version of the Regulations on the Sole Executive Body (CEO) of PJSC
M.video was approved;
- A new version of the Regulations on the Audit Commission of PJSC M.video
was approved.
Extraordinary General Meeting of Shareholders
of PJSC M.video on December 28, 2020
On December 28, 2020, an Extraordinary General Meeting of Shareholders
of PJSC M.video was held, at which the following decision was made:
- The number of members of the Board of Directors of PJSC M.video
was determined: nine people. The number of members of the Board
of Directors determined by this resolution should be applied when forming
the Board of Directors at General Meetings of Shareholders of PJSC
M.video following this Extraordinary General Meeting of Shareholders
of PJSC M.video whose agenda includes the issue of electing members
of the Board Directors of PJSC M.video.