Corporate Governance and Securities of the Company

Information on the Executive Bodies

In accordance with item 9.1 of Article 9 of the Charter of JSC "Lenenergo", the following bodies pertain to the executive bodies of the Company:

  • General Meeting of Shareholders;
  • Board of Directors;
  • Management Board (Collegial executive body);
  • Director General (Sole executive body).



General Meeting of Shareholders

The General Meeting of Shareholders is the supreme managing body of JSC "Lenenergo".

Pursuant to the Company’s Charter and Federal Law No.208-FZ dated December 26, 1995 "On Joint-Stock Companies", the following issues pertain to the competence of the General Meeting of Shareholders:

  1. Amendment of the Company’s Charter, or approval of the Company’s Charter, with the exception of cases stipulated by the Federal Law “On Joint-Stock Companies”, and issues, which concern the creation, reorganization, termination, and activities of the Company’s branches and representative offices;
  2. Reorganization of the Company;
  3. Termination of the Company, appointment of the liquidation Committee, approval of the intermediate and final termination balances;
  4. Election of the members of the Board of Directors and early termination of their powers;
  5. Decisions on the number, par value, categories (types) of authorized shares and the rights secured by those shares;
  6. Increase in the Company’s authorized capital by increasing the par value of the shares or by floating additional shares;
  7. Reduction of the Company’s authorized capital by decreasing the par value of the shares, by purchasing part of the shares by the Company in order to reduce their total quantity, and by redeeming the shares purchased or bought back by the Company;
  8. Election of the members of the Internal Audit Commission and early termination of their powers;
  9. Approval of the Company’s auditor;
  10. Determining the procedure for the conduction of the General Meeting of Shareholders ;
  11. Approval of annual reports, annual accounting statements, including profit and loss statement of the Company, as well as the distribution of profits, including the payment (announcement) of dividends, with the exception of profit which was distributed as dividends after the first quarter, half-year, or nine months of the fiscal year, and losses upon the results of the fiscal year;
  12. Payment (announcement) of dividends upon the results of the first quarter, half-year, or nine months of the fiscal year;
  13. Fragmentation and consolidation of the Company’s shares;
  14. Decisions on the floatation of the Company’s obligations convertible into shares, and other securities convertible into shares;
  15. Decisions on the approval of transactions pursuant to Article 83 of Federal Law No.83 "On Joint-Stock Companies";
  16. Decisions on the approval of large-scale transactions in the cases envisaged by Article 79 of the Federal Law "On Joint-Stock Companies";
  17. Decisions on the participation in financial or industrial groups, associations, or other corporate membership organizations;
  18. Approval of internal documents regulating the Company’s activities;
  19. Decisions on the payment of remuneration and/or compensation to the members of the Internal Audit Commission;
  20. Decisions on the payment of remuneration and/or compensation to the members of the Board of Directors;
  21. Decisions on other issues envisaged by the Company’s Charter and the Federal Law "On Joint-Stock Companies".

The General Meeting of Shareholders is not entitled to consider or decide on issues which do not pertain to its competence pursuant to the Company’s Charter and the Federal Law "On Joint-Stock Companies".

The proposals of the shareholders to include different issues into the agenda of the Annual General Meeting of Shareholders of the Company, as well as recommendations for candidates for election into the managing and controlling bodies of the Company, were discussed by the Board of Directors within the term stipulated by the current legislation of the Russian Federation and the Company’s Charter (Resolution of the Board of Directors dated 05.03.2010, Minutes No.11 dated 05.03.2010).

The Annual General Meeting of Shareholders of JSC "Lenenergo" was held on 21.06.2010 (Minutes No.1/2010 dated 21.06.2010), with the agenda as follows:

  1. Approval of the annual report, the annual accounting statements, including profit and loss statement of the Company, and distribution of profit (including payment of dividends) and losses of the Company on results of 2009;
  2. Election of the members of the Board of Directors of the Company;
  3. Election of the members of the Internal Audit Commission of the Company;
  4. Approval of the Auditor of the Company;
  5. Approval of the Charter of the Company in the new edition.

The General Meeting of Shareholders was held in compliance with the requirements of the current legislation of the Russian Federation, legal enactments of the Federal Agency for Financial Markets of the Russian Federation, which provide for additional requirements on General Meeting of Shareholders, the Company’s Charter, and Regulations on the procedure of preparation and arrangement of the General Meeting of Shareholders of JSC "Lenenergo".

The results of the voting on all issues on the agenda were announced at the meeting after summing up its results in accordance with Article 62 of the Federal Law "On Joint-Stock Companies".

Extraordinary General Shareholders Meetings

The Company did not hold any Extraordinary General Shareholder Meetings in 2010.

Board of Directors

The Board of Directors is the managing body of JSC "Lenenergo", which provides overall management of the company, and supervises the implementation of decisions of the General Meeting of Shareholders of JSC "Lenenergo" in accordance with the legislation of the Russian Federation.

The main goals and objectives of the Company’s Board of Directors are as follows:

  • determine the key directions and development strategy for the Company aimed at enhancing its market capitalization and investment appeal, attaining maximum profits and augmenting the assets of the Company;
  • protect the rights and legitimate interests of the shareholders of the Company, contribution to the settlement of corporate disputes;
  • ensure that information within the Company is disclosed completely, reliably, and objectively to the shareholders and other stakeholders;
  • create an effective procedures of internal control;
  • regular evaluation of the performance of the executive bodies of the Company and management.

To implement the above-mentioned goals and objectives, the members of the Board of Directors comply with the following principles:

  • all decisions should be made on the basis of reliable information on the activities of the Company;
  • the right of shareholders to participate in the management of the Company and to obtain dividends and information about the Company should not be limited;
  • the interests of different groups of shareholders should be well-balanced; the decisions carried out by the Board of Directors should be as objective and unprejudiced as possible and guarantee the interests of all shareholders of the Company.

Main issues which pertain to the competence of the Board of Directors:

  1. Determining priority activities and development strategy for the Company;
  2. Approval of the Company’s business plan and investment program;
  3. Approval of the target values of the Company’s key performance indicators (KPI);
  4. Determining the Company’s credit policy;
  5. Approval of the Company’s transactions, which may entail foreign currency obligations for the Company;
  6. Approval of the Company’s transactions, which may be associated with gratuitous transfer of the Company’s property;
  7. Determining the Company’s procurement policy and other issues pursuant to the Company’s Charter and the legislation of the Russian Federation.

The issues which pertain to the competence of the Company’s Board of Directors may not be transferred to the Company’s executive body for consideration.

The Company’s Board of Directors played an important part in the promotion of shareholders’ interests, including decision-making on strategic issues, which the Company faced in 2010. The Board of Directors determines the priority spheres of the Company’s activities for the current year and sets the guidelines for the corporate activities for the long-term perspective.

In accordance with item 16.1 of Article 16 of the JSC "Lenenergo" Charter, the Board of Directors shall comprise 13 (thirteen) members. The members shall be elected by cumulative voting.

In 2010, JSC "Lenenergo" Board of Directors performed its activities in the following composition*:

Period from 01.01.2010 up to 21.06.2010 Period from 21.06.2010 up to 31.12.2010
Full Name Position Full Name Position
Chairman of the Board of Directors
Nikolay Nikolayevich SHVETS Director General of JSC "IDGC Holding" Nikolay Nikolayevich SHVETS Director General of JSC "IDGC Holding"
Deputy Chairman of the Board of Directors
Alexey Ivanovich SERGEYEV Vice-governor of St. Petersburg Alexey Ivanovich SERGEEV Vice-governor of St. Petersburg
Members of the Board of Directors
Alexey Vladimirovich DEMIDOV Deputy Director General on economics and finance of JSC "IDGC Holding" Mikhail Viktorovich AZOVTSEV Head of M&A Department of JSC "Integrated Energy Systems"
Sergey Nikolayevich IVANOV First deputy of the Chairman of the Management Board of JSC "FGC UES" Grigory Viktorovich DVAS Vice-governor of the Leningrad Region – Chairman of the Committee on economic development and investment activity
Pavel Ivanovich OKLEY Deputy Director General - Technical director of JSC "IDGC Holding" Alexey Vladimirovich DEMIDOV Deputy Director General on economics and finance of JSC "IDGC Holding"
Mikhail Eduardovich OSEYEVSKIY Vice-governor of St. Petersburg Alexey Valeryevich KUROCHKIN Head of Department of corporate governance and interaction with shareholders of JSC "IDGC Holding"
Dmitry Valeryevich PONOMAREV Chairman of the Management Board of JSC "Administrator of trading system" Mikhail Eduardovich OSEYEVSKIY Vice-Governor of St. Petersburg
Remes Seppo Juha Director General of LLC "Kiuru" Alexander Albertovich POPOV Deputy Director General - Head of Office of JSC "IDGC Holding"
Dmitry Vladislavovich RYABOV Director General of JSC "Lenenergo" (up to 30.07.2010) Remes Seppo Juha Director General of LLC "Kiuru"
Maria Gennadyevna TIKHONOVA Acting Director of the Department of Economic Regulation and Property Relations in the Fuel-Energy Complex of the Ministry of Energy of the Russian Federation Oleg Borisovich TRISHKIN Chairman of the Committee on power and engineering maintenance of the Government of St. Petersburg
Oleg Borisovich TRISHKIN Chairman of the Committee on Power and Engineering Maintenance of the Government of St. Petersburg Grigory Mikhailovich KHARENKO Deputy Director General on Corporate Governance of JSC "Lenenergo"
Konstantin Vladimirovich SHEVCHENKO Director of the Moscow representative office of "EDM Electricity Distribution Management (Cyprus) Limited" Nikolay Grigoryevich SHULGINOV First Deputy of the Chairman of the Management Board of JSC "SO UES"
Nikolay Grigoryevich SHULGINOV First deputy of the Chairman of the Management Board of JSC "SO UES" Sergey Evgenyevich YURCHUK Financial Director of JSC "IDGC Holding"

* Hereinafter the personal information about members of controls and the control is presented with written assent of the specified persons




According to the decision of the Board of Directors dated 20.07.2010, Nikolay Nikolayevich Shvets, Director General of JSC "IDGC Holding", was elected Chairman of the JSC "Lenenergo" Board of Directors. Alexey Ivanovich Sergeev, Vice Governor of St. Petersburg, was elected Deputy Chairman of the Company’s Board of Directors. Andrey Sergeevich Smolnikov, Head of the Corporate Governance Department of JSC "Lenenergo", was elected Corporate Secretary of JSC "Lenenergo".

The current members of the JSC "Lenenergo" Board of Directors were elected by the Annual General Meeting of Shareholders of the Company on 21.06.2010.


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Chairman 
of the Board
of Directors

Nikolay
Nikolayevich
Shvets

Birth year. Nationality 1956. Russian Federation
ducation Higher: Military Academy of the General Staff of Russian Armed Forces, 1997
Military Air Defense Command Red Banner Academy named for SU Marshal G.K. Zhukov, 1991
All-Union Correspondence Polytechnic Institute, 1983
Military Electrical Technician, Secondary Military School at the Pushkin Higher Military Engineering Construction College, 1980
Positions within 5 last years Period: 2009 – present
Company: JSC "IDGC Holding"
Position: Director General, Chairman of the Management Board

Period: 2008 – 2009
Legislature of Amur region
Position: Chairman
Far Eastern State Agrarian University
Position: Professor, Management, Marketing and Law department (second job)

Period: 2007 – 2008
Government of Amur Region
Position: First Deputy Chairman

Period: 2001 – 2007
Company: FSUE "Rosoboronexport"
Position: Managing Director, Assistant to First Deputy Director General
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "IDGC of North-West"
JSC "Moscow United Electric Grid Company (Moscow UEGC)"
JSC "IDGC of Urals"
JSC "IDGC of Center and Volga region"
JSC "Tyumenenergo"
JSC "Yantarenergo"
Member of the Supervisory Board: General Meeting of the Non-Commercial Partnership "Scientific-Technical Board of the Unified Energy System"
Member of Central Bureau: LLC "Russian Engineering Union"

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Deputy Chairman
of the Board
of Directors

Alexey
Ivanovich
Sergeev

Birth year. Nationality 1954. Russian Federation
Education Higher: Leningrad Polytechnic Institute, 1978
Higher: Northwest Academy of State Service, 2006
Positions within 5 last years Period: 2009 – present
Government of St. Petersburg
Position: Vice-governor

Period: 2006-2009
Committee of economic development, industrial policy and trade of the Government of St. Petersburg
Position: Chairman

Period: 2004-2006
Administration of Kalinin District of St. Petersburg
Position: Head of Administration
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "TGC-1"
JSC "St. Petersburg Power Networks"
JSC "South-west Heat Station"
JSC "Lenexpo"
LLC "Petersburg Gas"

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Members
of the Board
of Directors

Alexey
Vladimirovich
Demidov

Birth year. Nationality 1976. Russian Federation
Education Higher: St. Petersburg Trade-Economic Institute
Positions within 5 last years Period: 2009 – present
Company: JSC "IDGC Holding"
Position: Member of the Management Board, Deputy General Director for
Economy and Finances

Period: 2006 – 2009
Company: JSC OC "Rosneft"
Position: First Deputy Financial Director

Period: 2006
Company: JSC "Gazprom"
Position: Advisor of Deputy Chairman of the Management Board

Period: 2003 – 2006
Company: CJSC "Sevmorneftegaz"
Position: First Deputy General Director
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "Tyumenenergo"
JSC "IDGC of North-West"
JSC "IDGC of Urals"
JSC "IDGC of Siberia"
JSC "IDGC of North Caucasian region"
JSC "IDGC of Center and Volga region"
JSC "Moscow UEGC"

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Members
of the Board
of Directors

Mikhail
Eduardovich
Oseevskiy

Birth year. Nationality 1960. Russian Federation
Education Higher: Leningrad Polytechnic Kalinin Institute, 1983, PhD of Economics
Positions within 5 last years Period: 2010 – present
Administration of the Governor of St. Petersburg
Position: Head of Administration of the Governor of St. Petersburg

Period: November 2003 - present
St. Petersburg Government
Position: Vice-Governor
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "St. Petersburg Power Networks"
JSC "Okhta Business Centre"
JSC "Klimov"
JSC "South-West Heat Station"
Chairman of JSC "Technopark of St. Petersburg"
Member of the Supervisory Board: JSC "Petersburg Currency Stock Exchange"

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Members
of the Board
of Directors

Remes
Seppo
Juha

Birth year. Nationality 1955. Finland
Education Higher: Oulu City University 1984
Higher school of economy and business management of Turku, PhD in Economics, 1994
Positions within 5 last years Period: 2008 – present
Company: LLC "Kiuru"
Position: Director General

Period: 2007 – present
Company: "EOS Russia"
Position: Chairman of the Board of Directors

Period: 2004 – 2007
Company: JSC "FIM Investment Bank"
Position: Senior Adviser
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "Sollers"
JSC "OMZ"
Ponsse Oyj
Association for Investor Protection
JSC "SIBUR Holding"
JSC "IDGC Holding"
EOS Russia
JSC "Institute ENERGOSETPROJECT"
JSC "IDGC of North-West"

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Members
of the Board
of Directors

Oleg
Borisovich
Trishkin

Birth year. Nationality 1964. Russian Federation
Education Higher: Leningrad Polytechnic institute
Positions within 5 last years Period: 2008 – present
Committee on Energy and Engineering Support of the Government of St. Petersburg
Position: Committee Chairman

Period: 2004 – 2008
Regional Energy Commission of St. Petersburg
Position: Deputy Chairman, Acting Chairman, Chairman
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "TGC-1"
LLC "Petersburg Gas"
JSC "Petergof Power Network"
JSC "St. Petersburg Grid"
JSC "South-West Heat Station"

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Members
of the Board
of Directors

Nikolay
Grigoryevich
Shulginov

Birth year. Nationality 1951. Russian Federation
Education Higher: Novocherkassk Polytechnic Institute, 2007, PhD in technical sciences
Positions within 5 last years Period: 2009 – present
Company: JSC "System Operator of the Unified Energy System"
Position: First Deputy Chairman of the Management Board

Period: 2004 - 2009
Company: JSC "System Operator – Central Dispatch Office of the Unified Energy System" (from February 6, 2008 – JSC "SO UES")
Position: Deputy Chairman of the Management Board

Period: 2002 - 2004
Company: JSC "System Operator – Central Dispatch Office of the Unified Energy System"
Position: Member of the Management Board, Director for Technical Audit
Share in the authorized capital of the Company None
Positions in other organizations First Deputy Chairman of the Management Board: JSC "SO UES"
Member of the Board of Directors:
JSC "OGC-1"
JSC "Moscow UEGC"
JSC "Mosenergo"

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Members
of the Board
of Directors

Alexey
Valeryevich
Kurochkin

Birth year. Nationality 1973. Russian Federation
Education Higher: Ural State Law Academy, 1995
Positions within 5 last years Period: 2008 – present
Company: JSC "IDGC Holding"
Position: Head of the Department of Corporate Governance and Interaction with Shareholders, Director for Corporate Policy

Period: 2005-2008
Company: JSC "Federal Network Company of the Uniform Power System"
Position: Deputy Head of Control Centre of Interregional Distribution Grid Complexes
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "Tyumenenergo"
JSC "Yekaterinburg Power Network Company"
JSC "IDGC of Volga"

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Members
of the Board
of Directors

Alexander
Albertovich
Popov

Birth year. Nationality 1955. Russian Federation
Education Zhitomir Higher Command School of Radio Electronics of Air Defense, 1976
Higher: Military Command Krasnoznamennaya Academy of Air Defense, Officer with higher military education, 1991
Higher: Russian Academy of State Service, 2000
Positions within 5 last years Period: 2009 – present
Company: JSC "IDGC Holding"
Position: Deputy Director General - Head of Office

Period: 2007 - 2008
Representation of the Amur Region under the President of the Russian Federation and the Government of the Russian Federation
Position: Head of Office of the Governor of the region and the Region Government

Period: 2007
Company: Representation of Amur region under the President of the Russian Federation and the Government of the Russian Federation
Position: Chief of HR department

Period: 2007
Company: LLC "Avtovaz Group"
Position: Chief specialist of OAU service of the Vice-president - Director for safety

Period: 1972-2007
Armed forces and Federal Security Service of the Russian Federation
Position: various
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "Moscow UEGC "
JSC "IDGC of Siberia"
JSC " IDGC of Center and Volga region"

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Members
of the Board
of Directors

Grigory
Mikhailovich
Kharenko

Birth year. Nationality 1975. Russian Federation
Education Higher: St. Petersburg Trade and Economic Institute, 1997
Higher: St. Petersburg Institute of Foreign Economic Relations of Economics and Law, 1999
Postgraduate study, St. Petersburg Trade and Economic Institute, 2000, PhD in Economics
Positions within 5 last years Period: 2010 – present
Company: JSC "Lenenergo"
Position: Deputy Director General for Corporate Governance

Period: 2010
Company: JSC "IDGC Holding"
Position: Deputy Head of the Center for Strategy and Development

Period: 2007 - 2010
Company: St. Petersburg State University, Faculty of Economics
Position: Senior Teacher of Statistics, Accounting and Audit department

Period: 2006
Company: JSC "BC "Baltika"
Position: Manager of Shareholder and Investor Relations

Period: 2005 – 2006
Company: JSC "TGC-1"
Position: Deputy Head of the Department for Share Capital Management
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors:
JSC "Kubanenergo"
JSC "IDGC of North Caucases Region"
JSC "TsPC"
JSC "Kurortenergo"

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Members
of the Board
of Directors

Mikhail
Viktorovich
Azovtsev

Birth year. Nationality 1966. Russian Federation
Education Higher: St. Petersburg Trade and Economic Institute, 1997
Higher: Higher: Moscow State University, 1994
Positions within 5 last years Period: 2009 – present
Company: JSC "IDGC Holding"
Position: Financial Director

Period: 2008-2009
Company: JSC "Almaz press"
Position: Deputy Director General on Economy and Finance

Period: 2005 - 2008
Company: JSC "Ship-building plant "Northern Shipyard"
Position: Director of Economy and Finance
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors: JSC "IDGC of South"

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Members
of the Board
of Directors

Sergey
Evgenyevich
Yurchuk

Birth year. Nationality 1966. Russian Federation
Education Higher: Moscow State University, 1994
Positions within 5 last years Period: 2009 – present
Company: JSC "IDGC Holding"
Position: Financial Director

Period: 2008-2009
Company: JSC "Almaz press"
Position: Deputy Director General on Economy and Finance

Period: 2005 - 2008
Company: JSC "Ship-building plant "Northern Shipyard"
Position: Director of Economy and Finance
Share in the authorized capital of the Company None
Positions in other organizations Member of the Board of Directors: JSC "IDGC of South"
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Members
of the Board
of Directors

Grigory
Viktorovich
Dvas

Birth year. Nationality 1965. Russian Federation
Education Higher: Leningrad Polytechnic Institute, 1987
Positions within 5 last years Period: 1999 – present
Government of Leningrad region
Position: Vice-governor
Share in the authorized capital of the Company None
Positions in other organizations —

The Company’s Board of Directors held 22 meetings in 2010 (including 2 on-site meetings, 2 combined on-site and off-site meetings, and 18 off-site meetings), during which over 180 issues were considered.




The most important issues considered at the meetings of the Board of Directors are as follows:

  1. Approval of application by JSC "Lenenergo" of the electronic trading platform of JSC "IDGC Holding" www.b2b-mrsk.ru (Meeting as of 18.02.2010, Minutes No.13 dated 19.02.2010).
  2. Approval of the Company's business plan for 2010 (including the investment program, Meeting dated 25.03.2010, Minutes No.16 dated 26.03.2010).
  3. Approval of the Program of insurance protection of JSC "Lenenergo" for 2010 (Meeting as of 23.04.2010, Minutes No.17 dated 26.04.2010).
  4. Preliminary approval of prolongation of the Collective agreement of JSC "Lenenergo" for 2007-2008 up to December 31, 2010 (Meeting as of 23.04.2010, Minutes No.17 dated 26.04.2010).
  5. Convocation of the Annual General Meeting of Shareholders of the Company and definition of the procedure to hold the Meeting (Meeting as of 05.05.2010, Minutes No.18 dated 06.05.2010).
  6. Approval of the Program of maintenance and development of HR potential of JSC "Lenenergo" (Meeting as of 02.06.2010, Minutes No.21 dated 02.06.2010).
  7. Approval of the internal documents:
    • Policy of risk management of JSC "Lenenergo";
    • Policy of internal control of JSC "Lenenergo" (Meeting as of 18.06.2010, Minutes No.22 dated 18.6.2010).
  8. Approval of the Regulations on the Committee for HR and Remuneration under the Board of Directors of JSC "Lenenergo" in the new edition; Regulations on Audit Committee under the Board of Directors of JSC "Lenenergo" in the new edition (Meeting as of 18.06.2010, Minutes No.22 dated 18.06.2010).
  9. Election of the Director General of the Company (Meeting as of 30.07.2010, Minutes No.2 dated 30.07.2010).
  10. Participation of JSC "Lenenergo" in JSC "Tsarskoselskaya Power Company" and JSC "Kurortenergo" (Meeting as of 30.07.2010, Minutes No.3 dated 02.08.2010).
  11. Approval of the Program of perspective development of the billing system of electric power in the retail market in distribution networks of JSC "Lenenergo" for 2010 – 2015 (Meeting as of 31.08.2010, Minutes No.4 dated 31.08.2010).
  12. Determination of priority activities of the Company: "On measures on increasing the level of antiterrorist and anti-subversive security of objects of the power network infrastructure of the Company" (Meeting as of 31.08.2010, Minutes No. 4 dated 31.08.2010).
  13. Cancellation of the contract with the Registrar performing conducting of the register of owners of nominal securities of the Company (Meeting as of 31.08.2010, Minutes No.4 dated 31.08.2010); Approval of the Registrar of the Company and terms of the contract (Meeting as of 25.11.2010, Minutes No.10 dated 29.11.2010).
  14. Approval of the Report on results of financial and technological examination and auditor check of the activity of JSC "Lenenergo" on performing of technological connection (Meeting as of 03.09.2010, Minutes No.5 dated 06.09.2010).
  15. Approval of the Plan of prime actions for an increase in antiterrorist and anti-subversive security of objects of power network infrastructure of the Company (Meeting as of 21.09.2010, Minutes No.6 dated 21.09.2010).
  16. Approval of the adjusted business plan (including the investment program) of JSC "Lenenergo" for 2010 (Meeting as of 27.10.2010, Minutes No.8 dated 27.10.2010).
  17. On priority activities: work on registration of ownership rights for immovable property objects, on registration/renewal of rights of use of land plots for 2011-2014 taking into account accomplishment of works on preparation of information on the borders of security zones of objects of the power network infrastructure (Meeting as of 25.11.2010, Minutes No.10 dated 29.11.2010).
  18. Consideration of the Report of the Director General about readiness of the Company for the 2010/2011 autumn-winter period (Meeting as of 25.11.2010, Minutes No.10 dated 29.11.2010).
  19. Approval of the Business plan of the Company (including the investment program) for 2011 (Meeting as of 27.12.2010, Minutes No.11 dated 30.12.2010).
  20. Consideration of the Concept of fulfillment of overdue and accrued obligations of JSC "Lenenergo" for technological connection towards applicants of St. Petersburg (Meeting as of 27.12.2010, Minutes No.11 dated 30.12.2010).

The Company’s Board of Directors performed all of its activities in 2010 in full compliance with the current legislation of the Russian Federation, the Company’s Charter, and the Regulations on the procedure of convocation and conduction of the meetings of the Board of Directors of JSC "Lenenergo" (approved by the Annual General Meeting of Shareholders on 26.06.2006, Minutes No.1 as of 11.07.2006).

Information on remuneration and compensation to the members of the Board of Directors

The Regulations on the Payment of Remuneration and Compensation to the Members of the Board of Directors was approved by the Annual General Meeting of Shareholders (Minutes No. 1 dated 09.06.2008). It stipulates the amount of remuneration paid to the members of the Company’s Board of Directors for the period during which they perform their duties.

In accordance with the Regulations, remuneration and compensation are paid:

  • for participation in the meetings of the Board of Directors in absentia (by filling out a questionnaire), a member of the Company’s Board of Directors receives the sum equivalent to four minimum monthly wages of a first-category worker as stipulated by the branch wages agreement within the electric power industry of Russia;
  • for participation in the meetings of the Board of Directors, conducted in the form of a joint presence, a member of the Company’s Board of Directors receives a sum equivalent to eight minimum monthly wages of a first-category worker as stipulated by the branch wages agreement within the electric power industry of Russia.

The amount of remuneration paid to the Chairman (Deputy Chairman) for each meeting at which he acted as Chairman of the Board of Directors (hereinafter referred to as “acting as Chairman”), shall be increased by 50%.

  • The members of the Board of Directors receive additional compensation for the net profit of the Company depending on the results of the annual accounting as approved by the General Meeting of Shareholders of the Company.
  • Members of the Board of Directors receive additional compensation in case the market capitalization of the Company during the term of the current composition of the Board of Directors has increased.

Moreover, the members of the Board of Directors shall also receive compensation for their expenses during business trips to the facilities of JSC "Lenenergo", which will include meetings with shareholders and investors, participation in General Meetings of Shareholders of the Company, as well as for other activities which may follow from their duties as members of the Company’s Board of Directors.

The total amount of remuneration and compensation paid to the members of the Company’s Board of Directors in 2010 constituted RUR 18,127.6 thousand, including taxes.

No transactions were effected between the members of the Board of Directors and JSC "Lenenergo" in 2010. No lawsuits were brought by the Company against the members of the Board of Directors.

Committees of the Board of Directors

The main tasks of all Committees include preliminary discussion of the most important issues on the agenda scheduled for the meeting of the Board of Directors, leveling out of discrepancies between shareholders before the meeting, development of deliberate recommendations to the Board of Directors, and provision of effective performance of functions by the Board of Directors regarding the overall management of the Company.




Committee on Strategy and Development

According to decision of the Board of Directors as of 08.09.2009 (Minutes No.4 dated 09.09.2009), the Regulations on the Committee on Strategy and Development of the Board of Directors of JSC "Lenenergo" were approved in the new edition.

The committee is urged to play a dominant role in the definition of strategic targets of activity of the Company, development of priority directions of its activity, estimation of efficiency of activity of the Company in long-term prospect and development of recommendations to the Company Board of Directors on adjustment of the existing development strategy of the Company.

The main assignment of the Committee is to prepare and present its recommendations (evaluations) to the Board of Directors and executive bodies of the Company on the following range of issues:

  • definition of the strategic objectives of the Company;
  • development of priority spheres of the Company’s activities;
  • evaluation of the Company’s long-term performance;
  • formation, implementation, and adjustment of the Company’s investment program;
  • definition and enhancement of the Company’s policy concerning business planning;
  • definition and enhancement of the Company’s policy concerning finance and budgeting of the Company;
  • formation, implementation, and adjustment of the Company’s financial and economic plan (business plan, budget), definition of credit and dividend policies of the Company;
  • control over the implementation of the approved business plan, budget, and investment program of the Company.

According to the decision of the Board of Directors as of 20.07.2010 (Minutes No.1 dated 20.07.2010), current members of the Committee were elected.

According to the decision of the Board of Directors as of 19.10.2010 (Minutes No. 7 dated 19.10.2010), the composition of the Committee was changed.

Current members of the Committee on Strategy and Development of the Board of Directors of JSC "Lenenergo" are as follows:

Period from 01.01.2010 up to 20.07.2010* Period from 20.07.2010 up to 31.12.2010
Full Name Position Full Name Position
Alexey Vladimirovich DEMIDOV CHAIRMAN, Deputy Director General on Economy and Finance of JSC "IDGC Holding" Alexey Vladimirovich DEMIDOV CHAIRMAN, Deputy Director General on Economy and Finance of JSC "IDGC Holding"
Pavel Mikhailovich BEREZOVSKIY Chairman of the Committee on Tariffs and Price Policy of the Leningrad Region Pavel Mikhailovich BEREZOVSKIY Chairman of the Committee on Tariffs and Price Policy of the Leningrad region
Sergey Nikolayevich IVANOV First Deputy Chairman of the Management Board of JSC "FGC UES" Gennady Feliksovich BINKO Deputy Director General of JSC "IDGC Holding"
Vyacheslav Olegovich KOZLOV Head of the Department of economic analysis and tariff policy of the Committee on Power and Engineering of the Government of St. Petersburg Alexey Yuryevich EVSTRATOV (from 19.10.2011) Deputy Chairman of the Committee on Power and Engineering of the Government of St. Petersburg
Alexey Yuryevich PEREPELKIN Director for corporate governance of JSC "IDGC Holding" Vyacheslav Olegovich KOZLOV Head of the Department of economic analysis and tariff policy of the Committee on Power and Engineering of the Government of St. Petersburg
Remes Seppo Juha Director General of LLC "Kiuru" Mikhail Yuryevich KURBATOV Deputy Director General of JSC "IDGC Holding"
Andrey Valentinovich SOROCHINSKIY Deputy Chairman of the Committee on Power and Engineering of the Government of St. Petersburg Sergey Nikolayevich LAPIN First Deputy of the Head of Center for strategy and development of JSC "IDGC Holding"
Timur Khyzyrovich TAMBIEV Head of Division of Analysis and Estimation of the Department of Investments of JSC "IDGC Holding" Alexey Yuryevich PEREPELKIN Deputy Director General for corporate governance and property of JSC "IDGC Holding"
Maria Gennadyevna TIKHONOVA Deputy Director of the Department for economic regulation and property relations in the fuel-energy complex of the Ministry of Energy of Russia Remes Seppo Juha Director General of LLC "Kiuru"
Konstantin Vladimirovich SHEVCHENKO Director of the Moscow representative office "EDM Electricity Distribution Management (Cyprus) Limited" Timur Khyzyrovich TAMBIEV Head of Division of Analysis and Estimation of Department of investments of JSC "IDGC Holding"
Nikolay Grigoryevich SHULGINOV First Deputy Chairman of the Management Board of JSC "SO UES" Dmitry Sergeevich FEDOROV Investment analyst of LLC "Leader Infrastructure"
Sergey Evgenyevich YURCHUK Financial Director of JSC "IDGC Holding" Grigory Mikhailovich KHARENKO Deputy Director General for corporate governance of JSC "Lenenergo"
Sergey Nikolayevich LAPIN First Deputy of Head of the Center for Strategy and Development of JSC "IDGC Holding" Nikolay Grigoryevich SHULGINOV First Deputy Chairman of the Management Board of JSC "SO UES"

* specified at the moment of election

In 2010, 14 meetings of the Committee were carried out, including 4 real-time meetings, and 10 meetings in absentia. No transactions were effected between the members of the Committee and the Company. No lawsuits were brought by the Company against the members of the Committee.

Committee on Reliability

According to the decision of the Board of Directors as of 28.03.2008 (Minutes No.13 dated 28.03.2008), the Regulations on the Committee on Reliability under the Board of Directors of JSC "Lenenergo" were approved.

The decision of the Board of Directors as of 10.07.2009 approved changes in the Regulations on the Committee (Minutes No.1 dated 13.07.2009).

The main assignment of the Committee is to develop and present recommendations (evaluations) to the Board of Directors and the Executive body of the Company on the following aspects of the Company’s activities:

  • defining the strategic goals of the Company’s activities;
  • assessment of investment programs and maintenance of plans on repair of power objects, analysis of their feasibility in view of overall reliability;
  • assessment of measures introduced after accidents and major technological infringements, and control of their implementation;
  • control and evaluation of the activities on the technical services of the Company pertaining to:
    • guaranteeing the reliability of network equipment and facilities;
    • guaranteeing the normal state of fixed assets of the Company and provision of the appropriate information on predictable reliability risks to their operation;
    • analysis of the contractual and economic methods of reliability management;
    • quarterly reports to the Company’s Board of Directors on the state of main energy facilities of the Company.

According to the decision of the Board of Directors as of 20.07.2010 (Minutes No.1 dated 20.07.2010), current members of the Committee were elected.

According to the decision of the Board of Directors as of 19.10.2010 (Minutes No. 7 dated 19.10.2010), personal and quantitative composition of the Committee was changed.

Current members of the Committee on Reliability of the Board of Directors of JSC "Lenenergo" are as follows:

Period from 01.01.2010 up to 20.07.2010 * Period from 20.07.2010 up to 31.12.2010
Full Name Position Full Name Position
Pavel Ivanovich OKLEY CHAIRMAN Deputy Director General – Technical director of JSC "IDGC Holding" Pavel Vladilenovich GOLUBEV CHAIRMAN Head of the Department for organization of maintenance and repair of JSC "IDGC Holding"
Pavel Mikhailovich BEREZOVSKIY Chairman of the Committee on Tariffs and Price Policy of Leningrad region Andrey Klavdievich MAMONTOV Director for maintenance and repair of JSC "Lenenergo"
Dmitry Anatolyevich KORYAKIN Head of Department for Operatively-Technological Management of JSC "IDGC Holding" Ilya Vladimirovich KRAVCHENKO Chief dispatcher of JSC "SO UES" branch "Leningrad RDM"
Igor Aleksandrovich KURILKIN Director of JSC "SO UES" branch "Leningrad RDM" Sergey Borisovich MYAKOV Chairman of the Committee on energy and energy complex and housing and communal services of the Government of Leningrad region
Sergey Valeryevich NIKOLAEV Deputy Director General on Economy and Finance of JSC "Lenenergo" Valery Evgenyevich USKOV (from 19.10.2011) Head of Division of perspective development of power complex of the Committee on power and engineering of the Government of St. Petersburg
Vladimir Evgenyevich FARAFONOV Deputy Director General – Technical director of JSC "Lenenergo" Vladimir Evgenyevich FARAFONOV Deputy Director General – Technical director of JSC "Lenenergo"
Valery Mukhamedovich SHOGENOV Deputy Director of Department for economic regulation and property relations in fuel and energy complex of the Ministry of Energy of Russia Dmitry Sergeevich FEDOROV Investment analyst of LLC "Leader Infrastructure"
Nikolay Grigoryevich SHULGINOV First Deputy Chairman of the Management Board of JSC "SO UES"
Marina Evgenyevna SHVEDKO Deputy Head of the Department for capital construction of JSC "IDGC Holding"
Alexander Nikolayevich FEDOROV Head of the Division of perspective development of the power complex of the Committee on Power and Engineering of the Government of St. Petersburg

* specified at the moment of election

In 2010, 5 meetings of the Committee were carried out, one of them was in presence, and it considered over 20 issues. No transactions were effected between the members of the Committee and JSC "Lenenergo". No lawsuits were brought by the Company against the members of the Committee.

Audit Committee

According to the decision of the Board of Directors as of 22.06.2010 (Minutes No.22 dated 18.06.2010), the Regulations on the Audit Committee under the Board of Directors of JSC "Lenenergo" were approved in the new edition.

The main assignment of the Committee is to develop and present recommendations (evaluations) to the Board of Directors and the Executive Body of the Company on all aspects of the Company’s activities in the sphere of audit and accounting:

  • control over the annual independent audit of the consolidated financial reporting and accounting statements of the Company;
  • recommendations to the Company’s Board of Directors on arranging the annual independent audit of the Company;
  • evaluation of the candidates for the auditors of the Company and development of recommendations to the Board of Directors on the selection of external auditors of the Company in accordance with the requirements of the current legislation of the Russian Federation, proficiency level of external auditors, quality of their work and their compliance with the requirement to maintain an independent stance;
  • analysis of the reports of the Company and results of the external audit of these reports for compliance with the current legislation of the Russian Federation, International Standards for Financial Reports, Russian Accounting Standards, other legal enactments and standards, evaluation of the Company’s reports and the report of the auditor of the Company, as well as recommendations to the Company’s Board of Directors concerning the improvement of reporting practices within the Company;
  • analysis and evaluation of efficiency for the procedures of internal control within the Company, including compliance with laws and legal enactments; improving proposals in this sphere to the Company’s Board of Directors;
  • other issues pertaining to the audit of the Company on the orders of the Board of Directors.

According to the decision of the Board of Directors as of 20.07.2010 (Minutes No.1 dated 20.07.2010), current members of the Committee were elected.

According to the decision of the Board of Directors as of 29.10.2010 (Minutes No. 9 dated 29.10.2010), the personal and quantitative composition of the Committee was changed.

Current members of the Audit Committee of the Board of Directors of JSC "Lenenergo" are as follows:

Period from 01.01.2010 up to 20.07.2010 * Period from 20.07.2010 up to 31.12.2010
Full Name Position Full Name Position
Remes Seppo Juha CHAIRMAN, Director General of LLC "Kiuru" Remes Seppo Juha CHAIRMAN, Director General of LLC "Kiuru"
Alexey Vladimirovich DEMIDOV Deputy Director General on Economy and Finance of JSC "IDGC Holding" Mikhail Viktorovich AZOVTSEV Head of M&A Department of JSC "Integrated Energy Systems"
Pavel Ivanovich OKLEY Deputy Director General –Technical director of JSC "IDGC Holding" Grigory Viktorovich DVAS Vice-Governor of Leningrad region – Chairman of the Committee for Economic Development and Investment Activity
Oleg Borisovich TRISHKIN Chairman of the Committee on Power and Engineering of the Government of St. Petersburg Alexey Vladimirovich DEMIDOV Deputy Director General on Economy and Finance of JSC "IDGC Holding"
Nikolay Grigoryevich SHULGINOV First Deputy Chairman of the Management Board of JSC "SO UES" Alexey Valeryevich KUROCHKIN Head of Department for corporate governance and interaction with shareholders of JSC "IDGC Holding"
Alexander Albertovich POPOV Deputy Director General - Head of the Office of JSC "IDGC Holding"
Oleg Borisovich TRISHKIN Chairman of the Committee on Power and Engineering of the Government of St. Petersburg
Sergey Evgenyevich YURCHUK Financial Director of JSC "IDGC Holding"

* specified at the moment of election

In 2010, 9 meetings of the Committee were carried out, 2 of them were in presence, and they considered over 25 issues. No transactions were effected between the members of the Committee and the Company. No lawsuits were brought by the Company against the members of the Committee.

Committee on HR and remuneration

According to the decision of the Board of Directors as of 22.06.2010 (Minutes No.22 dated 18.06.2010), the Regulations on the Committee on HR and Remuneration under the Board of Directors of JSC "Lenenergo" were approved in the new edition.

The main assignment of the Committee is to develop and present recommendations (evaluations) to the Board of Directors and the Executive Body of the Company on the following aspects of the Company’s activities:

  • development of principles and criteria for rewarding the members of the Company’s Board of Directors, members of its collegial executive body, and the entity which performs the functions of the sole executive body of the Company, including a managing organization or an external manager;
  • definition of the substantial provisions of contracts with the members of the collegial executive body and the person who performs the functions of the sole executive body of the Company;
  • development of criteria for choosing candidates for the Company’s Board of Directors, members of the collegial executive body of the Company, for the position of the sole executive body of the Company, and a tentative estimation of the specified candidates;
  • regular evaluation of the performance of the sole executive body (managing organization, external manager) and the members of the collegial executive body of the Company, and preparation for the Board of Directors of offers whenever possible of their repeated appointment.

According to the decision of the Board of Directors as of 20.07.2010 (Minutes No.1 dated 20.07.2010), current members of the Committee were elected.

Current members of the Committee on HR and Remuneration of the Board of Directors of JSC "Lenenergo" are as follows:

Period from 01.01.2010 up to 20.07.2010 * Period from 20.07.2010 up to 31.12.2010
Full Name Position Full Name Position
Alexey Vladimirovich DEMIDOV CHAIRMAN, Deputy Director General on Economy and Finance of JSC "IDGC Holding" Alexander Albertovich POPOV CHAIRMAN, Deputy Director General – Head of Office of JSC "IDGC Holding"
Sergey Nikolayevich IVANOV First Deputy Chairman of the Management Board of JSC "FGC UES" Alexey Vladimirovich DEMIDOV Deputy Director General on Economy and Finance of JSC "IDGC Holding"
Pavel Ivanovich OKLEY Deputy Director General –Technical director of JSC "IDGC Holding" Alexey Valeryevich KUROCHKIN Head of Department for corporate governance and interaction with shareholders of JSC "IDGC Holding"
Nikolay Grigoryevich SHULGINOV First Deputy Chairman of the Management Board of JSC "SO UES" Sergey Evgenyevich YURCHUK Financial Director of JSC "IDGC Holding"
Oleg Borisovich TRISHKIN Chairman of the Committee on Power and Engineering of the Government of St. Petersburg Oleg Borisovich TRISHKIN Chairman of the Committee on Power and Engineering of the Government of St. Petersburg
Konstantin Vladimirovich SHEVCHENKO Director of Moscow representative office "EDM Electricity Distribution Management (Cyprus) Limited" Grigory Viktorovich DVAS Vice-governor of the Leningrad region – Chairman of the Committee for Economic Development and Investment activity
Mikhail Viktorovich AZOVTSEV Head of the M&A Department of JSC "Integrated Energy Systems"

* specified at the moment of election

In 2010, 5 remote meetings of the Committee were carried out, during which 8 issues were considered. No transactions were effected between the members of the Committee and the Company. No lawsuits were brought by the Company against the members of the Committee.

Committee on Technological Connection to Electric Networks

According to the decision of the Board of Directors as of 09.02.2009 (Minutes No.8 dated 10.02.2009), the Regulations on the Committee on Technological Connection to Electric Networks under the Board of Directors of JSC "Lenenergo" were approved.

The main aim of the Committee is to guarantee the openness of the Company’s activities and equal access to the services pertaining to the technological connection of end users to the power networks of the Company.

The main assignment of the Committee is to develop and present recommendations (evaluations) to the Board of Directors and the executive body of the Company on the following aspects of the Company’s activities:

  • suggestions on the improvement of legislation on antimonopoly regulation and provision of equal access to the services of Grid Connection of end users to electricity networks;
  • suggestions on the improvement of internal regulations and standards of the Company concerning equal access to the services of Grid Connection of end users to electricity networks;
  • development of the principles and criteria aimed at evaluating the efficiency of the Company’s activities with regard to the Grid Connection of end users to electricity networks;
  • evaluation of the efficiency of the Company’s activities with regard to the Grid Connection of end users to electricity networks;
  • analysis of the current situation within the Company and suggestions to the Company’s Board of Directors with regard to the Grid Connection of end users to electricity networks.

According to the decision of the Board of Directors as of 20.07.2010 (Minutes No.1 dated 20.07.2010), the current members of the Committee were elected.

According to the decision of the Board of Directors as of 29.10.2010 (Minutes No. 7 dated 29.10.2010), the personal and quantitative composition of the Committee was changed.

Current members of the Committee on Technological Connection to Electric Networks of the Board of Directors of JSC "Lenenergo" are as follows:

Period from 01.01.2010 up to 20.07.2010 * Period from 20.07.2010 up to 31.12.2010
Full Name Position Full Name Position
Dmitry Valeryevich PONOMAREV CHAIRMAN Chairman of the Management Board of JSC "Administrator of Trading System" Mikhail Viktorovich AZOVTSEV CHAIRMAN Head of M&A Department of JSC "Integrated Energy Systems"
Gennady Feliksovich BINKO Deputy Director General of JSC "IDGC Holding" Mikhail Sergeevich ARTEMYEV (from 19.10.2011) Deputy Director General on Sales of Services of JSC "Lenenergo"
Alexey Yuryevich BUSHUEV Director for technological connection on St. Petersburg of JSC "Lenenergo" Gennady Feliksovich BINKO Deputy Director General of JSC "IDGC Holding"
Khasan Mushtafaevich LIKHOV Adviser of Division for corporate governance of Department of economic regulation and property relations in fuel and energy complex of the Ministry of Energy of Russia Andrey Vladimirovich ZYKOV (from 19.10.2011) Director for Technological Connection in St. Petersburg of JSC "Lenenergo"
Stanislava Viktorovna MIKHAILOVA Head of Department of accounting and economic analysis of JSC "Lenenergo" Mikhail Viktorovich KULAKOV (from 19.10.2011) Head of the Customer Department of the Leningrad Region of JSC "Lenenergo"
Elena Aleksandrovna MOROZOVA Deputy Director General on Corporate Governance of JSC "Lenenergo" Igor Aleksandrovich KURILKIN Director of JSC "SO UES" branch "Leningrad RDM"
Sergey Georgievich PAPAFANASOPULO Director for development of technologies of dispatching management of Branch of JSC "SO UES" Northwest RDM Alexander Antonovich PLAVSKIY Director for Technological Connection in the Leningrad Region of JSC "Lenenergo"
Tatyana Julevna PCHITSKAYA Head of the Law Department of JSC "Lenenergo" Grigory Mikhailovich KHARENKO (from 19.10.2011) The assistant to the Director General of JSC "Lenenergo" for corporate governance
Tatyana Gennadyevna SUDAKOVA The Director for Economy of JSC "Lenenergo" Valery Evgenyevich USKOV (from 19.10.2011) Head of Division of perspective development of power complex of the Committee on power and engineering of the Government of St. Petersburg
Dmitry Sergeevich FEDOROV Investment analyst of the Moscow representative office of EDM Electricity Distribution Management (Cyprus) Limited Dmitry Sergeevich FEDOROV Investment analyst of LLC "Leader Infrastructure"
Alexander Nikolayevich FEDOROV Head of the Division of perspective development of the power complex of the Committee on Power and Engineering of the Government of St. Petersburg Natalia Aleksandrovna SHUTOVA Deputy Chairman of the Committee on the power complex and housing and communal services of the Government of the Leningrad Region
Nikolay Nikolayevich CHUCHALOV Deputy Director General on Sales of services of JSC "Lenenergo"
Natalia Aleksandrovna SHUTOVA Deputy Chairman of the Committee on the power complex and housing and communal services of the Government of the Leningrad Region

* specified at the moment of election

In 2010, 5 meetings of the Committee were carried out, 2 of them were in presence, during which 10 issues were considered. No transactions were effected between the members of the Committee and the Company. No lawsuits were brought by the Company against the members of the Committee.

Information on remuneration to the members of the Committees of the Board of Directors

The Board of Directors can decide on remuneration for the job done within the Committees. In 2010, the Board of Directors did not take any decisions on remuneration for the Committee members.

Management Board

JSC "Lenenergo" Management Board is the collegial executive body of the Company performing powers from 11.07.2008 according to the Federal Law "On Joint-Stock Companies", the Company's Charter, and Regulations on the procedure for convocation and carrying out of the meetings of the Management Board of JSC "Lenenergo". The competence of the Management Board includes the following issues:

  1. Development and presentation of perspective plans regarding implementation of core activities of the Company to the Board of Directors;
  2. Preparation of the Report on implementation by the Management Board of decisions of the General Meeting of Shareholders and the Company Board of Directors;
  3. Revision of reports on execution of approved plans, programs, instructions, consideration of reports, documents, and other information on activity of the Company submitted by Deputy Directors and Heads of structural divisions of the Company;
  4. Establishment of social benefits and guarantees for employees of the Company;
  5. Decisions on the issues carried to the competence of the supreme bodies of management of economic entities, 100% of the authorized capital of which belong to the Company;
  6. Preparation and submitting for consideration of the Board of Directors of reports on financial and economic activity of economic entities, 100% of the authorized capital of which belong to the Company;
  7. Decisions on major trades in the amount of 5 to 25 percent of balance value of assets of the Company;
  8. Resolution of other issues of management of current activity of the Company according to decisions of the General Meeting of Shareholders, the Company Board of Directors, and also the issues submitted for consideration to the Management Board by the Director General of the Company.

The current members of the Management Board were elected by the Board of Directors of JSC "Lenenergo" on 11.07.2008 considering the re-election of 23.11.2009 and 19.10.2010.

According to the decision of the Board of Directors as of 11.07.2008 (Minutes No.1 dated 11.07.2008) the quantitative membership of the Management Board constitutes 7 (Seven) persons.

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Chairman
of the Management
Board

Andrey
Valentinovich
Sorochinskiy

Position Director General
Birth year. Nationality 1975. Russian Federation
Education Higher: St. Petersburg State University, 1997
North-West Academy of State Service, 2007
PhD in Economics
Positions within 5 last years Period: 2010 – present
Company: JSC "Lenenergo"
Position: Director General

Period: 2004 – 2010
Committee on power and engineering of the Government of St. Petersburg
Position: Deputy Chairman
Share in the authorized capital of the Company None

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Deputy Chairman
of the Management
Board

Grigory
Mikhailovich
Kharenko

Position Deputy Director General on Corporate Governance
Birth year. Nationality 1975. Russian Federation
Education Higher: St. Petersburg Trade and Economic Institute, 1997
Higher: St. Petersburg Institute of Foreign Economic Relations of Economics and Law, 1999
Postgraduate study, St. Petersburg Trade and Economic Institute, 2000, PhD in Economics
Positions within 5 last years Period: 2010 – present
Company: JSC "Lenenergo"
Position: Deputy Director General on Corporate Governance

Period: 2010
Company: JSC "IDGC Holding"
Position: Deputy Head of the Center for Strategy and Development

Period: 2007 - 2010
Company: St. Petersburg State University, Faculty of Economics
Position: Senior Teacher of Statistics, Accounting and Audit department

Period: 2006
Company: JSC "BC "Baltika"
Position: Manager of Shareholder and Investor Relations

Period: 2005 – 2006
Company: JSC "TGC-1"
Position: Deputy Head of the Department for Share Capital Management
Share in the authorized capital of the Company None

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Members
of the Management
Board

Vladimir
Evgenyevich
Farafonov

Position Deputy Director General – Technical Director
Birth year. Nationality 1950. Russian Federation
Education Higher: Novgorod Polytechnic Institute, 1981
Russian Academy of State Service under the President of the Russian Federation,
North-West Academy of State Service, 1998
Positions within 5 last years Period: 2006 – present
Company: JSC "Lenenergo"
Position: Deputy Director General – Technical Director

Period: 2003 – 2006
Company: Branch of JSC "FGC UES" - Regional centre of technical inspection of the Northwest
Position: Director
Share in the authorized capital of the Company 0.00006

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Members
of the Management
Board

Sergey
Valeryevich
Nikolaev

Position Deputy Director General on Economy and Finance
Birth year. Nationality 1974. Russian Federation
Education Higher: St. Petersburg University of Economy and Finance, 1996
Positions within 5 last years Period: 2009 – present
Company: JSC "Lenenergo"
Position: Deputy Director General on Economy and Finance

Period: 2008 – 2009
Company: LLC "Petersburg Building Company"
Position: Financial director

Period: 2003 – 2008
Company: Open Company "BTL Marketing"
Position: Financial director
Share in the authorized capital of the Company None

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Members
of the Management
Board

Artem
Yuryevich
Petrov

Position Deputy Director General on Capital Construction and Logistics
Birth year. Nationality 1962. Russian Federation
Education Higher: Leningrad Polytechnic Institute, 1985
Stockholm School of Economics in Russia, MBA, 2001
Positions within 5 last years Period: 2010 – present
Company: JSC "Lenenergo"
Position: Deputy Director General of Capital Construction and Logistics

Period: 2010
Company: JSC "Lenenergo"
Position: Adviser to the Director General

Period: 2008 - 2010
Company: LLC "Stroykom"
Position: Director General

Period: 2002 – 2008
Company: JSC "Intech"
Position: Executive Director
Share in the authorized capital of the Company None

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Members
of the Management
Board

Maksim
Sergeevich
Artemyev

Position Deputy Director General on Sales of Services
Birth year. Nationality 1977. Russian Federation
Education Higher: Ivanovo State Power University, 1999
Higher: National State University of Physical Training, Sports and Health, 2010
Positions within 5 last years Period: 2010 – present
Company: JSC "Lenenergo"
Position: Deputy Director General on Sales of Services

Period: 2008 – 2010
Company: JSC "Lenenergo"
Position: Director for technical development

Period: 2008
Company: Branch of JSC "SO-CDB UES" "Leningrad RDM"
Position: Deputy Chief Dispatcher on modes

Period: 2007 – 2008
Company: Branch of JSC "SO-CDB UES" "Leningrad RDM"
Position: Chief of Service for electric modes

The period: 2006 – 2006
Company: Branch of JSC "SO-CDB UES" "Leningrad RDM"
Position: Deputy Chief of Operatively-dispatching service

The period: 2003 – 2006
Company: Branch of JSC "SO-CDB UES" "Leningrad RDM"
Position: Dispatcher, Senior dispatcher of Operatively-dispatching service
Share in the authorized capital of the Company None

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Members
of the Management
Board

Vladimir
Ivanovich
Khrenov

Position Deputy Director General on HR and organizational planning
Birth year. Nationality 1956. Russian Federation
Education Higher: St. Petersburg State Architect and Building University, 1998
Positions within 5 last years Period: 2010 – present
Company: JSC "Lenenergo"
Position: Deputy Director General on HR and organizational planning

Period: 2010
Company: JSC "Lenenergo"
Position: Adviser to of the Director General

Period: 2010
Company: JSC "FGC UES"
Position: Head of Management of special projects

Period: 2006 – 2010
Company: JSC "Moscow investment-building company"
Position: First Deputy Director General

Period: 2003 – 2006
Administration of the Nevsky District of St. Petersburg
Position: Head of Administration
Share in the authorized capital of the Company None

The work of the Management Board is organized by the Chairman of the Management Board - the Director General of the Company. During the period from the moment of election on 15.04.2008, the Director General of JSC "Lenenergo" Dmitry Vladislavovich Ryabov headed the Company Management Board.

From the moment of election on 31.07.2010, the Director General of JSC "Lenenergo", Andrey Valentinovich Sorochinskiy, heads the Company Management Board.

In 2010, 18 meetings of the Management Board of JSC "Lenenergo" were held, of which 5 meetings were conducted in the internal form, and 13 – in absentia, during which over 60 issues were considered.

In the framework of the priority activity of the Company - the creation of the unified power grid company in St. Petersburg – the Management Board of JSC "Lenenergo" also considers the major issues of financial and economic activity of JSC "TsPC" and JSC "Kurortenergo. In accordance with the Charter of JSC "LESR", 100 percent of authorized capital of which belongs to the Company, the Management Board performs the functions of the General Meeting of Shareholders of JSC "LESR".

Data on remuneration to the members of the Management Board

The total volume of remuneration and compensation paid to the members of the Management Board of the Company in 2010 constituted RUR 1,187.9 thousand, including taxes.

Councils of the Management Board

Councils were formed for the purpose of preliminary consideration of the most important issues of the competence of the Management Board, development reasonable recommendations to the Management Board and provisions of effective accomplishment by the Management Board of the Company of the functions of operative management of the Company’s activity.

IT Council of the Management Board

According to the decision of the Management Board as of 16.09.2010 (Minutes No.36 dated 16.09.2010), the Regulations on the IT Council of the Management Board of JSC "Lenenergo" were approved.

The main aim of the Council is the provision and increase in overall performance of the Company by means of introduction of modern information technology.

The main assignment of the Council is to develop and present recommendations (evaluations) to the Management Board on the following aspects of the Company’s activities:

  • Choice of a concept of development of long-term target programs in the field of communication, information technology and automated means of technological management;
  • Forming a strategy of IT development of the Company;
  • Forming and approval of the System Project of Automation of the Company;
  • Provision of conditions for implementation of the strategy of IT development and the System Project of Automation of the Company;
  • Reduction of IT in conformity with requirements of business and reception of the maximum return from used resources;
  • Increase of reliability of electricity supply of consumers by means of development of the Automated Technological Management Systems (ATMS);
  • Forming the program of development of telecommunications infrastructure of the Company and provision of conditions of its implementation;
  • Forming the program of development of the Company corporate network on the basis of the fiber-optic communication lines (FOCL) and provision of conditions for its implementation.
  • Other issues on the instructions of the Company Management Board.

According to the decision of the Management Board as of 16.09.2010 (Minutes No.36 as of 16.09.2010), the current members of the Council were elected.

According to the decision of the Management Board as of 23.12.2010 (Minutes No.39 as of 23.12.2010), the personal and quantitative composition of the Council was changed.

Current members of the IT Council of the Management Board of JSC "Lenenergo" are as follows:

Full Name Position
Yury Dmitrievich TSVETKOV CHAIRMAN, IT Director of JSC "Lenenergo"
Maksim Sergeevich ARTEMYEV Deputy Director General on Sales of Services of JSC "Lenenergo"
Oleg Borisovich TSYPLAKOV Head of Department for Provision of Economic Safety and Control of JSC "Lenenergo"
Ramil Ahatovich ZAYNULLIN Head of the Division on Feasibility of Investment Activity of JSC "Lenenergo"
Tatyana Julevna PCHITSKAYA Head of Law Department of JSC "Lenenergo"
Victor Valeryevich PUNOV Financial Director of JSC "Lenenergo"
Tatyana Gennadyevna SUDAKOVA Director on Economics of JSC "Lenenergo"
Alexey Ivanovich SEMCHAK Head of the PR department of JSC "Lenenergo"
Igor Anatolyevich KUZMIN Director for Operatively-Technological Management – Head of Centre for Networks Management of JSC "Lenenergo"

Strategy Council of the Management Board

According to the decision of the Management Board as of 12.11.2010 (Minutes No.37 as of 12.11.2010), the Regulations on Strategy Council of the Management Board of JSC "Lenenergo" were approved.

The main aim of the Council is the introduction of principles of strategic management in JSC "Lenenergo" and subsidiaries and dependent companies.

The main assignment of the Council is to develop and present recommendations (evaluations) to the Management Board on the following aspects of the Company’s activities:

  • Elaboration of development strategy of the Company and management strategy of Subsidiaries and Dependent companies, including:
  • Development of mechanisms of accomplishment of strategic targets in the Company and its Subsidiaries and Dependent companies;
  • Arrangement of priorities of implementation of plans for development of the Company and its Subsidiaries and Dependent companies, their analysis and adjustment;
  • Organizational and methodological support of the cycle of strategic management in the Company and its Subsidiaries and Dependent companies;
  • Economic, technological and legal analysis of offers on implementation of plans for development of the Company and its Subsidiaries and Dependent companies on key activities;
  • Forming priority directions of development of business on the basis of an analysis of the external and internal environment;
  • Preparation of offers on optimization of business processes in the Company and its Subsidiaries and Dependent companies;
  • Other issues on the instructions of the Company Management Board.

According to the decision of the Management Board as of 12.11.2010 (Minutes No.37 as of 12.11.2010), the current members of the Council were elected.

Current members of the Strategy Council of the Management Board of JSC "Lenenergo" are as follows:

Full Name Position
Grigory Mikhailovich Kharenko CHAIRMAN, Deputy Director General on Corporate Governance of JSC "Lenenergo"
Elena Nikolaevna BURYGINA Deputy Director for Investment Projects of JSC "Lenenergo"
Andrey Vladimirovich ZYKOV Director for Technological Connection on St. Petersburg of JSC "Lenenergo"
Anna Vladislavovna PIGOLITSINA Director for HR and organizational planning of JSC "Lenenergo"
Tatyana Gennadyevna SUDAKOVA Director on Economics of JSC "Lenenergo"
Yury Dmitrievich TSVETKOV IT Director of JSC "Lenenergo"
Victor Valeryanovich CHERNETSOV Head of Department of Operations of JSC "Lenenergo"

Director General of the Company

The management of Company’s current activities is performed by the Sole Executive Body, i.e. the Director General.

In accordance with the Company’s Charter, Federal Law "On Joint-Stock Companies" as of 26.12.1995 No.208-FZ, the competence of the General Director of the Company includes all issues related to the management of the Company’s current activities, except for any issues falling within the competence of the General Meeting of Shareholders, the Board of Directors, or the Management Board of the Company:

  1. ensure the implementation of the Company’s action plans necessary to attain its objectives;
  2. arrange for keeping the Company’s records and accounts;
  3. dispose of the Company’s property, enter into transactions on behalf of the Company, issue powers of attorney, and open the Company’s settlement and other accounts with banks and other credit institutions (and, as provided for in law, with organizations that are professional participants of the securities market);
  4. issue Orders, approve (accept) directives, local regulatory documents, and other internal documents of the Company, give instructions, which shall be binding upon all employees of the Company;
  5. approve the Regulations for the Company’s branch offices and representative offices;
  6. approve the Regulation on bonus payments for employees of the Company;
  7. approve the staffing table and official salaries of the Company’s employees in accordance with the organizational structure of the Company’s executive staff;
  8. exercise the rights and perform the obligations of an employer in relation to the Company’s employees as provided for in labor law;
  9. distribute duties among Deputies of the Company’s General Director;
  10. issue the business plan (adjustment of the business plan) and the report on results of its performance, and approve and correct cash flow in accordance with the list and values of control indicators of cash flows of the Company approved by the Board of Directors with further compulsory submission to the Board of Directors;
  11. submit for review by the Company’s Board of Directors the reports on financial and economic activities of the Company, on performance of decisions of the General Meeting and the Board of Directors;
  12. not later than 45 (forty-five) days before the date of the Annual General Meeting of Shareholders of the Company, submit for review by the Company’s Board of Directors the annual report, annual accounting statements, profit and loss account, and the distribution of the Company’s profits and losses;
  13. submit for review by the Company’s Board of Directors the reports on financial and economic activities of the Subsidiaries and Dependent companies whose shares and equities are owned by the Company, and information on other entities whose shares are owned by the Company;
  14. bear responsibility for arranging work with the National Security Information and also for creating the conditions to protect State Secrets;
  15. deal with other matters related to the Company’s current activities, except for any issues falling within the competence of the General Meeting of Shareholders, the Board of Directors, or the Management Board of the Company;
  16. perform the functions of the Chairman of the Company’s Management Board.

The Director General is elected by the Company’s Board of Directors. The decision of the Board of Directors as of 30.07.2010 (Minutes No.2 as of 30.07.2010) terminated the powers of the Director General of JSC "Lenenergo" Dmitry Vladislavovich Ryabov, and elected Andrey Valentinovich Sorochinskiy as Director General of the Company.

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General information
on the Director General
of JSC "Lenenergo"

Andrey
Valentinovich
Sorochinskiy

Birth year. Nationality 1975. Russian Federation
Education Higher: St. Petersburg State University, 1997
North-West Academy of State Service, 2007
PhD in Economics
Positions within 5 last years Period: 2010 – present
Company: JSC "Lenenergo"
Position: Director General

Period: 2004 – 2010
Committee on P and Engineering of the Government of St. Petersburg
Position: Deputy Chairman
Share in the authorized capital of the Company None
Positions in other organizations Chairman of the Board of Directors :
JSC "Tsarskoselskaya Power Company"
JSC "Kurortenergo"

The compensation to the General Director is defined by the Employment Contract and the Regulations on financial stimulation approved by the Company’s Board of Directors (Minutes No.21 of 11.04.2008).

The payment of awards to the General Director of the Company depends on the compliance with the Key Performance Indicators (KPI) determined by the Company’s Board of Directors for accounting periods (quarter and year).

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