Results of the Board of Directors Meeting on December 03, 2019

 

PJSC RusHydro (ticker symbol: MOEX, LSE: HYDR; OTCQX: RSHYY) announces that the Company's Board of Directors held a meeting in absentia on December 03, 2019.

 

Resolutions passed on Items of the agenda:

 

Item 1. On Consideration of the Report on Compliance with the Company's Information Policy.

The resolution adopted:

To take into consideration the Report on Compliance with RusHydro's Information Policy (Schedule No. 1 to the Minutes).

 

Item 2. On approval of the report on the execution of the Annual Complex Procurement Program of the Company for 9 months of 2019.

The resolution adopted:

To approve the report on the execution of the RusHydro Annual Complex Procurement Program for 9 months of 2019 (Schedule No. 2 to the Minutes).

 

Item 3. On the consideration of matters of significance to the Company:

3.1. On annual notification of industry-related federal executive bodies and the Government of the Russian Federation on the volumes of contracts concluded with defense industry enterprises for the procurement of civil products for the fuel and energy industry (performance of work, provision of services) which are not related to a state defense order.

The resolution adopted:

1. To note the publication by the Company:

•         of all procurement information of RusHydro Group on the official website of the Unified Procurement Information System, including the goods, works and services procurement plan and up-to-date official publications on procurements, containing, inter alia, notices of procurement, procurement documentation, draft contracts, and information on all contracts concluded by RusHydro Group with all counterparties (this information is publicly available at http://zakupki.gov.ru);
•         on the official website of the State Industrial Information System of information on the current and prospective needs of RusHydro Group for the implementation of production programs, which is available for the manufacturers of the defense industry for submission of their commercial proposals and further participation in tender procedures (this information is publicly available at https://gisp.gov.ru).

2. The Company shall ensure timely annual notification of industry-related federal executive bodies (the Ministry of Industry and Trade of Russia, the Ministry of Energy of Russia, and the Ministry of Economic Development of Russia) and the Government of the Russian Federation on the volumes of contracts concluded by the Company and its subsidiaries with defense industry enterprises for the procurement of civil products for the fuel and energy industry (performance of works, provision of services) which are not related to a state defense order not later than 30 days before the date of the annual General Meeting of Shareholders of the Company, after the industry-related federal executive bodies (the Ministry of Industry and Trade of Russia and/or the Federal Agency for State Property Management) submit information to the Company about the organizations included in the register of defense industry organizations in accordance with Decree of the Government of the Russian Federation No. 96 dated February 20, 2004 "On the Consolidated Register of Defense Industry Organizations."

 

3.2. On approval of a new revision of the Unified Regulation on the Procurement of Products for the Needs of RusHydro Group.

The resolution adopted:

1. To approve a new revision of the Unified Regulation on the Procurement of Products for the Needs of RusHydro Group (Schedule No. 3 to the Minutes).

2. As soon as the Unified Regulation on the Procurement of Products for the Needs of RusHydro Group comes into force, to deem the Unified Regulation on the Procurement of Products for the Needs of RusHydro Group approved by Decision of the Board of Directors of RusHydro (Minutes No. 277 dated October 4, 2018, with amendments approved by Minutes of the meeting of the Board of Directors of RusHydro No. 292 dated June 24, 2019, No. 265 dated February 06, 2018 ) to have lost force.

 

3.3. On consideration of the report on the progress of the Action Plan (the list of measures) for the implementation of professional standards in the Company's operations.

The resolution adopted:

To approve the report on the progress of the Action Plan (the list of measures) for the implementation of professional standards in the Company's operations in Q2 and Q3 2019 (Schedule No. 4 to the Minutes).

 

3.4. On consideration of the audit findings of the Ministry of Energy of Russia and the progress on the elimination of violations discovered.

The resolution adopted:

To take under advisement the results of the field audits conducted by the Ministry of Energy of Russia in 2019 and information on the progress on the elimination of violations as of September 30, 2019 (Schedule No. 5 to the Minutes).

 

3.5. Procurement of Russian products used for the implementation of national projects and the complex plan for modernization and expansion of trunk infrastructure.

The resolution adopted:

1. To take note of the following:

•         Clause 5.17 of the Unified Regulation on the Procurement of Products for the Needs of RusHydro Group, approved by the Company's Board of Directors (Minutes No. 277 dated October 4, 2018, with amendments approved by Minutes No. 292 dated June 24, 2019, hereinafter referred to as the "URPP"), provides for the priority of procured products (goods, work, services) of Russian origin over procured products of foreign origin*;
•         this clause of the URPP covers, inter alia, the procurement of Russian products used for the implementation of national projects and the complex plan for modernization and expansion of trunk infrastructure.

2. To establish that no additional amendments need be introduced to the URPP and other local regulations (acts) of the Company in the field of procurement activities to establish the priority of the procurement of Russian products used for the implementation of national projects and the complex plan for modernization and expansion of trunk infrastructure.

 

*In accordance with Decree of the Government of the Russian Federation No. 925 dated September 16, 2016 «On the Priority of Goods of Russian Origin and Work Performed and Services Provided by Russian Persons as Compared to Goods of Foreign Origin or Work Performed and Services Provided by Foreign Persons».

 

Item 3.6. Approval of the report on the interim results of accomplishment of the Company's Business Plan for 2019 considering the actual results for 9 months of 2019 (including the report on execution of the Investment Program, including the Complex Modernization Program for Generating Facilities, for 9 months of 2019).

The resolution adopted:

To approve the report on the interim results of accomplishment of the Company's Business Plan for 2019 considering the actual results for 9 months of 2019 (including the report on execution of the Investment Program, including the Complex Modernization Program for Generating Facilities, for 9 months of 2019) (Schedule No. 6 to the Minutes).

 

 

About RusHydro

RusHydro Group is the leading producer of renewable energy in Russia. It is Russia's largest generating company and is the fourth in the world with over 400 generating facilities in Russia and Armenia. The Group's total electricity generation capacity including Boguchanskaya HPP is 39.7 GW.

Russian Federation owns 61.20% in RusHydro, the rest is held by other institutional and individual shareholders (over 360,000). The company's stock is traded on the Moscow Stock Exchange. Company's GDRs in the IOB section of LSE, ADRs - in OTCQX.

 

 

For more information:

Investor Relations Department

Tel. +7 (495) 122 0555 ext. 1607, 1319, 1304

ir@rushydro.ru

 

The information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of RusHydro. You can identify forward looking statements by terms such as "expect," "believe," "anticipate," "estimate," "intend," "will," "could," "may" or "might," the negative of such terms or other similar expressions. We wish to caution you that these statements are only predictions and that actual events or results may differ materially from these statements. We do not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, general economic conditions, our competitive environment, risks associated with operating in Russia, rapid technological and market change in our industries, as well as many other risks specifically related to RusHydro and its operations.