Rostelecom Board of Directors

2021: Approval of New Directors

On June 28, 2021, a general meeting of Rostelecom shareholders was held, at which a new composition of the company's board of directors was elected. It included 11 members:

• Dmitriev Kirill Alexandrovich, CEO of RDIF;
• Zlatopolsky Anton Andreevich, General Director of GTK "Russia-1";
• Sergey Borisovich Ivanov, Chairman of the Board of Directors, Special Representative of the President of the Russian Federation on Environmental Protection, Ecology and Transport;
• Kostin Andrei Leonidovich, President-Chairman of VTB;
• Oseevsky Mikhail Eduardovich, president of Rostelecom;
• Semenov Vadim Viktorovich, General Director of New Digital Solutions LLC;
• Ustinov Anton Alekseevich, Chairman of the Board of Sogaz;
• Tsekhomsky Nikolai Viktorovich, First Deputy Chairman of ВЭБ.РФ;
• Chernyshenko Dmitry Nikolaevich, Deputy Prime Minister of the Russian Federation;
• Shmeleva Elena Vladimirovna, head of the Talent and Success Foundation;
• Yakovitsky Alexey Andreevich, General Director of VTB Capital JSC.

Compared to the council, the director of Rostelecom, approved in 2020, in 2021 there was one change - Nikolai Tsekhomsky replaced the deputy chairman of ВЭБ.РФ Alexei Ivanchenko.

In June 2021, Rostelecom shareholders also elected an audit commission, which included:

• Belikov Igor Alekeslavovich;
• Buchnev Pavel Vladimirovich;
• Veremyanina Valentina Fedorovna;
• Ksanhurov Andrei Nikolaevich;
• Krasnov Mikhail Petrovich;
• Semenyuk Andrei Grigorievich;
• Chizhikova Anna Viktorovna.

In addition, shareholders approved the payment of annual remuneration to members of the board of directors and the audit commission, chose EY as auditor, approved the distribution of retained profits of previous years and losses of the reporting period, voted in favor of a new version of the charter, and also voted in favor of transactions with banks to finance the company's activities.^[1]

2020: Rostelecom's board of directors includes Deputy Prime Minister Chernyshenko and VTB head Kostin

On August 7, 2020, Rostelecom shareholders at the annual meeting approved the new composition of the company's board of directors. It included Deputy Prime Minister RFDmitry Chernyshenko and the head of the bank VTBandrey Kostin.

The updated board of directors of Rostelecom included 11 people. In addition to Chernyshenko and Kostin, the following became new members:

• Chairman of the Board of Sogaz Anton Ustinov;
• Co-Chair of the ONF Central Headquarters, Head of the Sirius Educational Center Elena Shmeleva.

The following people retained their seats on the council:

• Rostelecom President Mikhail Oseevsky;
• Kirill Dmitriev, Head of the Russian Direct Investment Fund (RDIF);
• the special representative of the Russian President concerning nature protection activity, ecology and transportasergy Ivanov;
• Anton Zlatopolsky, General Director of the Russia-1 television channel;
• Deputy Chairman of VEB. RFAlexey Ivanchenko;
• Chairman of the Supervisory Board of the state-owned company "";Avtodor Vadim Semenov
• General Director of VTB Capital Alexei Yakovitsky.

Deputy Prime Minister Chernyshenko and VTB head Kostin joined the board of directors of Rostelecom

The board of directors of Rostelecom left two former ministers of communications - Nikolai Nikiforov and Konstantin Noskov, as well as adviser to the head of VEB Capital Ruben Aganbegyan and dean of the Faculty of Economics of Moscow State University Leksander Ausan.

Commenting on the situation with the elimination of two former ministers of communications from the list, Finam Group analyst Leonid Delitsyn emphasizes that the ministers of communications represent not only the state as a shareholder on the board of directors of the company, but also the state as a regulator of the industry. Therefore, according to the analyst, their expertise is so valuable: they know how the state sees the development of the industry, and this helps the state-owned company move this course. However, after the head leaves the ministry, he is engaged in other activities, and his fresh expertise lies in another industry.^[2]

June 2018

The composition of the company's board of directors:

• Aganbegyan R.A.;
• Ausan A.A.;
• Dmitriev K.A.;
• Zlatopolsky A.A.;
• Ivanov S.B.;
• Kalugin S.B.;
• Oseevsky M.E.;
• Poluboyarinov M.I.;
• Pchelintsev A.A.;
• Semenov V.V.;
• Yakovitsky A.A.

Composition of the Audit Commission:

• Belikov I.V.;
• Veremyanina V.F.;
• Dmitriev A.P.;
• Karpov I.I.;
• Krasnov M.P.;
• Ponkin A.S.;
• Chizhikova A.V.

May 2017

The Board of Directors of PJSC Rostelecom decided to appoint the following persons as members of the company's board:

• Abramkov Alexander Evgenievich, Vice President - Director of the macro-regional branch of the Center;
• Anokhin Sergey Nikolaevich, senior vice president;
• Vladimir Kiriyenko, Senior Vice President for Business Development and Management;
• Melhorn Kai-Uwe, Senior Vice President - Chief Financial Officer;
• Proskura Dmitry Viktorovich, vice president - director of the macro-regional branch of Volga;
• Rysakova Galina Vasilievna, Senior Vice President for Organizational Development and Personnel Management;
• Sapunov Alexey Valerievich, Senior Vice President for Technical Infrastructure.

In accordance with paragraph 27.3. the charter of PJSC Rostelecom, the functions of chairman of the company's board are carried out by the president of PJSC Rostelecom Oseevsky Mikhail Eduardovich.

2015: Plan to appoint Sergey Ivanov as head of the board of directors

On March 17, 2015, it became known about the likely appointment of Sergei Ivanov, head of the AP of the Russian Federation, head of the board of directors of^[3] Rostelecom operator^[3]

Information about this was confirmed in the media by presidential spokesman Dmitry Peskov.

According to him, during the crisis period, the presence of state representatives on the boards of directors of large companies significantly facilitates the interaction process and increases the ability to provide support to such structures.

The media noted that if Ivanov enters the board of directors of Rostelecom, the status of state representatives there will increase sharply: now, as part of the council, an official of the Federal Property Management Agency and an adviser to the Minister of Communications and Mass Communications. Shareholders will have to elect a new board at the annual meeting in the summer.

From May 2008 to December 2011 Ivanov , he worked as deputy prime minister of the Russian government and oversaw, among other things, the telecommunications industry. Under his leadership, in 2009-2011, the state holding Svyazinvest"" was reformed: seven interregional communications companies and "" Dagsvyazyinform joined Rostelecom, after which the managing holding ceased to exist.

April 2014

In April 2014, an extraordinary meeting of Rostelecom shareholders elected a new board of directors of the operator. The council insisted on re-election, "" Rosimushchestvo because after the accession of the holding Svyazinvest"" the state began to directly own a significant stake in the company.

13 candidates applied for 11 seats on the council. According to the results of the vote, the board was updated by more than half - 6 new directors appeared in it.

New Members

In particular, the general director of Gazprom-Media holding Mikhail Lesin, who in 1999-2004. served as Minister of Press. The ex-official has experience with the current president of Rostelecom Sergey Kalugin. In 2010-2011 Lesin was the chairman of the board of directors of the holding "National Telecommunications" (NTK), which was then headed by Kalugin. The owner of NMG was National MediaGroup, one of the main shareholders of which is Bank Russia Yuri Kovalchuk.

Lesin is considered a figure close to Kovalchuk. For example, a few years ago, NMG was acquired by Video International, co-owned by Lesin. In addition, Bank Russia, through the management company Leader, has an indirect influence on Gazprombank, the owner of Gazprom Media.

The appearance of Lesin on the board of directors of Rostelecom was during the period of active cooperation of the operator with Bank Russia. In 2013, Bank Russia became a co-owner of Tele2, to which Rostelecom transferred control over its mobile assets.

Kalugin said that Lesin will help Rostelecom develop the media direction: for example, Rostelecom was negotiating the purchase of a stake in Lifenews (as a result, it was limited to advertising).

He joined the board of directors of Rostelecom and David Benello, a member of the board of directors of Telekom Malasiya and former director of McKinsey. He became the first foreigner on the Rostelecom council.

For the first time since 2011, Rostelecom's board of directors included officials: Vitaly Sergeychuk, head of the property relations and privatization department of the largest organizations of the Federal Property Management Agency, and Igor Kozlov, adviser to the Minister of Communications, who previously worked at Sistema AFC.

Also new directors were the first deputy chairman VEB Mikhail Poluboyarinov (he was already on the board of directors of Rostelecom in 2010-2011) and the general director of RDIF (a minority shareholder of Rostelecom). Kirill Dmitriev

Retained seats

They retained their seats on the council:

• its current chairman, former general director of Svyazinvest Vadim Semenov,
• Ruben Aganbegyan, General Director of Otkritie Financial Corporation,
• general director of the TV channel "Russia" Anton Zlatopolsky,
• Former Vice President of Gazprombank Anatoly Milyukov and
• Sergey Kalugin is the president of Rostelecom.

Did not go to the council

Two of its current members did not go to the council: the general director of Gazprombank - Asset Management Alexander Pchelintsev and another representative of VEB, the general director of VEB Capital Yuri Kudimov.

Also, VTB-24 President Mikhail Zadornov, Chairman of the Board of Unicredit Bank Mikhail Alekseev, Chief of Staff of Rostec General Director Sergei Kulikov and Professor of the Higher School of Economics Ivan Rodionov also dropped out of the Board of^[4].

June 2013

As of June 2013, Rostelecom's board of directors consists of:

• Semenov Vadim Viktorovich - General Director of Svyazinvest OJSC. Chairman of the Board of Directors of Rostelecom OJSC
• Aganbegyan Ruben Abelovich - General Director of Otkritie FC
• Alekseev Mikhail Yuryevich - Chairman of the Management Board of YuniKredit Bank CJSC
• Zadornov Mikhail Mikhailovich - President of VTB 24 CJSC
• Zlatopolsky Anton Andreevich - Director of GTK TV Channel "Russia"
• Kalugin Sergey Borisovich - President of Rostelecom OJSC
• Kudimov Yuri Alexandrovich - General Director of VEB Capital LLC
• Sergey Kulikov - Head of Staff of the General Director of Rostekhnologii Group of Companies
• Milyukov Anatoly Anatolyevich - First Vice President of Gazprombank OJSC
• Pchelintsev Alexander Anatolyevich - General Director of Gazprombank - Asset Management
• Rodionov Ivan Ivanovich - Professor of the State University "Higher School of Economics"

June 2012

On June 14, 2012, Rostelecom shareholders elected a new board of directors, which included a representative of Marshall Capital, the managing director of this fund, Sergey Azatyan. The new council increased the presence of Gazprombank, and Vnesheconombank - decreased. Eight seats, as in 2011, remained for representatives of Svyazinvest.

The results of the vote were announced by Mikhail Kabanov, CEO of the United Registration Company, yesterday at the annual general meeting of Rostelecom shareholders following the results of 2011.

Eight out of 11 seats on the board of directors from Svyazinvest OJSC were taken by:

• General Director of OJSC Giprosvyaz Bondarik Vladimir Nikolaevich,
• general director of the TV channel "Russia" Anton Zlatopolsky,
• ex-head of Rostelecom Kuznetsov Sergey Ivanovich,
• Deputy General Director of Svyazinvest Mikhail Leshchenko,
• Anatoly Milyukov, Executive Vice President of Gazprombank,
• President of Rostelecom Provotorov Alexander Yuryevich,
• Professor of the Higher School of Economics Rodionov Ivan Ivanovich and
• Svyazinvest CEO Semenov Vadim Viktorovich^[5]

Seven of them were also part of the previous SD - except for Mikhail Leshchenko. On June 14, following a vote, the latter took the place of Renaissance Broker consultant Alexander Pertsovsky, who had previously represented Svyazinvest on the board of directors.

Anatoly Milyukov was nominated to the board of directors at once by two shareholders - Svyazinvest and Gazprombank itself (as of February 29, the bank was a holder of a 9.66% stake in Rostelecom), representing the interests of Marshall Capital in the capital of the operator.

Also, Sergey Azatyan, managing director of the Moscow representative office of MarCap Advisors, was nominated from this bank and joined the board.

The presence of VEB representatives has decreased: only VEB Capital CEO Yuri Kudimov joined the new board, while he and First Deputy Chairman of VEB Anatoly Tikhonov were part of the former board.

In addition, Anton Inshutin, managing partner of Invention partners, joined the board. He was nominated by the company "Mobile" - "Mobitel" of Rostelecom.

Ex-general director of Svyazinvest Yevgeny Yurchenko, who proposed his candidacy for the third time, again did not get on the board of directors.

In March 2012, Gazprombank, together with Marshall Capital, submitted five candidates to the Rostelecom board. The companies nominated Anatoly Milyukov (previously a member of the board of directors) and Vladimir Rumyantsev, head of the Department of Telecommunications, Media and High Technology, from Gazprombank. Marshall Capital proposed Sergey Azatyan and two directors to the board - Pavel Kuzmin and Yuri Bulatov.

2011

June

On June 27, 2011, Rostelecom shareholders re-elected the new board of directors of the company. One of the members of the updated council was the Minister of Communications and Mass Communications Igor Shchegolev, for whom all Rostelecom minority shareholders voted.

The minister himself, however, even before the meeting of shareholders asked not to elect him to the board of directors in connection with the order of President Dmitry Medvedev that officials should leave the boards of directors of state-owned companies.

Thus, the minority shareholders of Rostelecom went against the course of D. Medvedev and, contrary to his order, almost forcibly elected the current minister to the board of directors of the state-owned company. "The head of the Ministry of Communications signed a corresponding statement, which was transmitted to Rostelecom, but for some reason minority shareholders ignored it," said Denis Afanasyev, adviser to the head of the department, after the meeting.

"Considering that, despite my request not to vote for my candidacy, my election to the board of directors took place, I inform you that I will not take part in the work of the board of directors, and I ask you not to inform me of the meetings and absentee voting, and not to send me any materials", - brought D. Afanasyev the words of I. Shchegolev from his letter to the meeting of shareholders.

In addition to I. Shchegolev, the board of directors of Rostelecom included:

• General Director of Svyazinvest Vadim Semenov,
• his deputy Vladimir Bondarik,
• President of Rostelecom Alexander Provotorov,
• general director of the TV channel "Russia" Anton Zlatopolsky,
• Member of the National Register of Independent Directors at the Russian Union of Industrialists and Entrepreneurs Sergey Kuznetsov,
• Anatoly Milyukov, Executive Vice President of Gazprombank,
• Chairman of the Board in Russia Renaissance Capital Alexander Pertsovsky and
• Professor of the Higher School of Economics Ivan Rodionov.
• First Deputy Chairman of VEB Anatoly Tikhonov and
• General Director of VEB Capital LLC Yuri Kudimov.

January

Following the results of the meeting of shareholders held on January 22, 2011, it became known that members of the board of directors of Rostelecom became:

• Anatoly Ballo, member of the board - deputy chairman of Vnesheconombank;
• Vladimir Bondarik, Deputy General Director of Svyazinvest OJSC;
• Yuri Kudimov, General Director of Vnesheconombank Investment Company LLC (VEB Capital);
• Mikhail Leshchenko, Deputy General Director of Svyazinvest OJSC;
• Malofeev Konstantin Valerievich;
• Mikhail Poluboyarinov, Director of the Infrastructure Department of Vnesheconombank;
• Sergey Pridantsev, President of Komstar-United TeleSystems;
• Alexander Provotorov, President of Rostelecom;
• Ivan Rodionov, professor at the Higher School of Economics State University;
• Vadim Semenov, General Director of Svyazinvest OJSC.
• Anatoly Tikhonov, board member - First Deputy Chairman of Vnesheconombank.

May 2010

The extraordinary general meeting of Rostelecom shareholders, held on May 29, 2010, terminated the powers of the company's previous board of directors and elected a new board consisting of:

• Ballo Anatoly Borisovich, member of the board - deputy chairman of Vnesheconombank;
• Bondarik Vladimir Nikolaevich, Deputy General Director of Svyazinvest;
• Kuznetsov Sergey Ivanovich, member of the national register of independent directors at the Russian Union of Industrialists and Entrepreneurs;
• Malofeev Konstantin Valerievich, managing partner of the representative office of the limited liability company MarCap Advisors Limited;
• Poluboyarinov Mikhail Igorevich, Director of the Infrastructure Department of Vnesheconombank;
• Provotorov Alexander Yuryevich, First Deputy General Director of Svyazinvest;
• Savchenko Viktor Dmitrievich, Deputy General Director of Svyazinvest;
• Surkov Yuri Vladimirovich, Deputy Director of the Infrastructure Department of Vnesheconombank;
• Tikhonov Anatoly Vladimirovich, board member - First Deputy Chairman of Vnesheconombank;
• Umnova Elena Vladimirovna, Deputy General Director of Svyazinvest;
• Yurchenko Evgeny Valerievich, General Director of Svyazinvest.

At the end of the meeting, the first meeting of the board of directors in the new composition was held. Yevgeny Yurchenko was elected Chairman of the Board of Directors.

The extraordinary general meeting of Rostelecom shareholders was convened at the request of the State Corporation Deposit Insurance Agency as a shareholder who owns at least 10% of the company's voting shares.

Notes