Annual Report 2010 - Magnitogorsk Iron & Steel Works

16 22 26 28 32 38 50 72MMK , sBusiness ModelMMK’s Missionand StrategyOJSC MMK Boardof Directors'The Company'sProductionSales MarketsFinancesCorporateGovernanceEnvironmentProtectionOJSC MMK’s management has no information aboutany shareholders with over 5% of shares except asdisclosed above.The Company calculates and pays dividends inaccordance with Russian laws and the Regulations onDividend Policy approved by the Board of Directors on14 February 2008, which can be found at:http://www.mmk.ru/corporate_governance/internal_documents/group_documents/.MMK's dividend policy is based on the balanceof shareholders' interests and the Company’srequirements for growth and technology upgrades.The Annual Report contains information aboutaccrued dividends in the section “Information forShareholders and Investors”.General Shareholders’ MeetingHolders of the Company’s ordinary shares, inaccordance with the Federal Law “On Joint StockCompanies” and OJSC MMK’s Charter, have the rightto participate in General Shareholders’ Meetings withthe right to vote on all matters raised at the meeting,to receive dividends or a part of the Company’sproperty at its liquidation, and other rights providedfor by the above mentioned law.Shareholders who in their totality own not less than2% of the Company’s ordinary registered shares areentitled to propose issues for the agenda of AnnualGeneral Shareholders’ Meetings and to nominatecandidates to the Board of Directors whose numbershall not exceed the number of members of that body.Such proposals must be submitted to the Companynot later than 40 days following the end of thefinancial year.Interfax and AK&M, authorized agencies forinformation disclosure in the stock market,named MMK the winner of the annualcompetition “For Active Corporate Policy inthe Area of Information Disclosure”.According to the information transparencyresearch conducted by Standard&Poor’s, in2010 the Company rose from the 3rd to 2ndposition among Russia’s 90 largest companies.Shareholders owning not less than 10% of theCompany’s ordinary registered shares are entitled torequest the Company’s Board of Directors to hold anExtraordinary General Shareholders’ Meeting.Shareholders exercise their rights related to theCompany's management by voting at GeneralShareholders’ Meetings.In 2010, the Company held one Annual GeneralShareholders’ Meeting.The following issues were on the agenda of theGeneral Shareholders’ Meeting held on 21 May 2010:• approval of the annual report, annual financialstatements, including profit and loss accountsof the Company, as well as profit distribution,including dividend payments, and lossesdistribution according to the results of 2009;• election of members of the Board of Directors;• election of members of the Audit Committee;• approval of the Auditor;• determination of the size of remuneration andcompensation to be paid to the members of theOJSC MMK Board of Directors;• determination of the size of remuneration andcompensation to be paid to the members of theAudit Committee;• approval of OJSC MMK’s revised internal documentsregulating the operation of OJSC MMK’s bodies:“Regulations on OJSC MMK’s General Shareholders’Meeting”, “Regulations on OJSC MMK’s Board ofDirectors”;• approval of interested party transactions.Reports on the results of voting at the Shareholders’Meeting and relevant materials can be found at:http://www.mmk.ru/corporate_governance/the_structure_of_government/shareholders_meeting/1302/.EVENTS AFTER THE ACCOUNTING DATEAn extraordinary general shareholders' meeting on 20 January 2011 approved a number of interested partytransactions.Steel & Style , 10 MMK ANNUAL REPORT 53