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Annual report 2010

Annual report 2010

Annual report 2010

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9. Corporate Governance System of JSC IDGC Holdingtained in the Corporate Governance Code of JSCIDGC Holding, formulated in accordance with theRussian laws, the Code of Corporate Conduct recommendedfor use by the Federal Commission forthe Securities Market of the Russian Federation,and the Articles of Association of the Company.9.1. Meeting of ShareholdersParagraph 10.1 of the Articles of Association ofJSC IDGC Holding specifies that the Company’shighest management body is the General Meetingof Shareholders. The procedure for convening,preparing, holding, and summarizing the results ofthe General Meeting of Shareholders is defined bythe Regulations for the Preparation and HoldingProcedure for the General Meeting of Shareholdersof JSC IDGC Holding approved by the Extra ordi -nary General Meeting of Shareholders onDecember 30, 2008.In <strong>2010</strong>, JSC IDGC Holding did not hold anyextraordinary general meetings.The <strong>Annual</strong> General Meeting was held on June 23,<strong>2010</strong>. The goal of the <strong>Annual</strong> General Meeting wasto summarize the company’s performance in2009.The meeting resulted in the approval by the shareholdersof the <strong>Annual</strong> Report of the Company; theannual accounting statements of the Company,including the profit and loss statement; and theCompany’s profit distribution based on performanceresults in 2009. The <strong>Annual</strong> General Meetingalso elected new members of the Board ofDirectors and the Internal Audit Commission ofthe Company, approved OOO FinExpertiza as theCompany’s auditor for auditing the annualaccounting statements of the Company for <strong>2010</strong>.Furthermore, by the shareholders approved therestated version of the Regulations forRemuneration and Compensation for Members ofthe Board of Directors of JSC IDGC Holding andconsidered the issue of remuneration for work onthe Board of Directors for its members from amongnon-civil servants.In connection with the adoption of a resolutionon non-payment of dividend on preference sharesfor 2009, the owners of preference sharesobtained the right to vote on the blocks of sharesowned by them at the <strong>Annual</strong> General Meeting.43

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