Press Release | Krasnodar | December 12, 2018
PJSC "Magnit" Announces the Results of the BOD Meeting
Krasnodar, Russia (12 December, 2018): Magnit PJSC (MOEX and LSE: MGNT; "Company", "Issuer"), one of Russia's leading retailers announces the results of the Board of Directors meeting held on December 11, 2018.
Please be informed that on December 11, 2018 the BOD meeting was held (minutes of the BOD meeting of PJSC "Magnit" are w/o No. of December 12, 2018).
A procedural item "Amendments to the agenda of the meeting of the Board of Directors" was put to the vote.
The meeting agenda as amended by the decision of the Board of Directors:
1. Approval of the organizational structure and budget of the structural division carrying out internal audit for 2019.
2. Approval of the key performance indicators for the head of the structural division carrying out internal audit for 2019.
3. Approval of the activity plan of the structural division carrying out internal audit for 2019.
4. Determination of the number of members of PJSC "Magnit" Management Board.
5. Election of the members of PJSC "Magnit" Management Board.
6. Determination of the person authorized to sign the contract on behalf of the PJSC "Magnit" with the members of the Management Board of PJSC "Magnit".
7. Approval of the short-term incentive (STI) program for the company's CEO and Management Board members for 2019, as well as KPI for the company's CEO and Management Board members.
7 (seven) of the 7 (seven) BOD members participating in the BOD meeting were present.
Quorum to hold the BOD meeting with this agenda is present.
Voting Results:
Votoing Results on the procedural item:
Mowat Gregor William - "for", Demchenko Timothy - "for", Simmons James Pat - "for", Makhnev Alexey Petrovich - "for", Foley Paul Michael - "for", Prysyazhnyuk Alexander Mikhailovich - "for", Ryan Charles Emmitt - "for".
Item 1-7
Mowat Gregor William - "for", Demchenko Timothy - "for", Simmons James Pat - "for", Makhnev Alexey Petrovich - "for", Foley Paul Michael - "for", Prysyazhnyuk Alexander Mikhailovich - "for", Ryan Charles Emmitt - "for".
The decisions were made.
Content of the decisions:
Procedural item of the agenda "Amendments to the agenda of the meeting of the Board of Directors":
"To include an item on the agenda related to approval of the short-term incentive (STI) program for the company's CEO and Management Board members for 2019, as well as KPI for the company's CEO and Management Board members". and to approve the following agenda of the meeting of the Board of directors:
1. Approval of the organizational structure and budget of the structural division carrying out internal audit for 2019.
2. Approval of key performance indicators for the head of the structural division carrying out internal audit for 2019.
3. Approval of the activity plan of the structural division carrying out internal audit for 2019.
4. Determination of the number of members of PJSC "Magnit" Management Board.
5. Election of the members of PJSC "Magnit" Management Board.
6. Determination of the person authorized to sign the contract on behalf of the PJSC "Magnit" with the members of the Management Board of PJSC "Magnit".
7. Approval of the short-term incentive (STI) program for the company's CEO and Management Board members for 2019, as well as KPI for the company's CEO and Management Board members.
The decision made on the Item 1 on the agenda:
"To approve the organizational structure and budget of the structural division carrying out internal audit for 2019".
The decision made on the Item 2 on the agenda:
"To approve the key performance indicators for the head of the structural division carrying out internal audit for 2019".
The decision made on the Item 3 on the agenda:
"To approve the general plan of activity of the structural division carrying out internal audit for 2019. By the next meeting of the Board of directors this division should submit to the Board of directors the detailed plan of its activity for 2019".
The decision made on the Item 4 on the agenda:
"To determine the quantitative composition of PJSC "Magnit" Management Board as consisting of 8 individuals from January 15, 2019".
The decision made on the Item 5.1 on the agenda:
"To elect Sorokin Vladimir Leonidovich as a member of PJSC "Magnit" Management Board from January 15, 2019".
The decision made on the Item 5.2 on the agenda:
"To elect Talvitie Jyrki as a member of PJSC "Magnit" Management Board from February 1, 2019".
The share of the members in the charter capital of the issuer, and the share of ordinary shares of the issuer owned by these members:
- Sorokin Vladimir Leonidovich - 0,001962 %;
- Talvitie Jyrki - 0 %.
The decision made on the Item 6 on the agenda:
"To authorize the Deputy Chairman of PJSC "Magnit" Board of Directors, Foley Paul Michael, to sign the labor contract with Sorokin Vladimir Leonidovich and Talvitie Jyrki on behalf of PJSC "Magnit"".
The decision made on the Item 7 on the agenda:
"To approve the short-term incentive (STI) program for the company's CEO and Management Board members for 2019, as well as KPI for the company's CEO and Management Board members.
For further information, please contact:
Petr Molchanov Alisa Kvadzba Media Inquiries
Chief Investment Officer IR manager Media Relations Department
Email: Molchanov_ps@magnit.ru Email: magnitIR@magnit.ru Email: press@magnit.ru
Office: +7-861-277-4554 x 45000 Office: +7-861-277-4554 x 17601
Note to editors:
Public Joint Stock Company "Magnit" is one of Russia's leading retailers. Founded in 1994, the company is headquartered in the southern Russian city of Krasnodar. As of September 30, 2018, Magnit operated 37 distribution centers and 17,442 stores (12,813 convenience, 457 supermarkets and 4,172 drogerie stores) in 2,866 cities and towns throughout 7 federal regions of the Russian Federation.
In accordance with the reviewed IFRS consolidated financial statements for 1H 2018, Magnit had revenues of RUB 595 billion and an EBITDA of RUB 44 billion. Magnit's local shares are traded on the Moscow Exchange (MOEX: MGNT) and its GDRs on the London Stock Exchange (LSE: MGNT) and it has a credit rating from Standard & Poor's of BB.
