ENERGY FOR PEOPLE - JSC Gazprom Neft

CORPORATEGOVERNANCEEnergy for lifeENERGY FOR PEOPLEMEMBERSHIP OF THEMANAGEMENT BOARDIn accordance with legislation theimplementation of goals, strategy and policyof the Company is assigned to the executivebodies: Management Board (collectiveexecutive body) and Director General (soleexecutive body) holding the position ofthe Chairman of the Management Boardacting based on the Charter of the companyand relevant corporate Provisions of JSCGazprom Neft.Since December 2006 Director Generalof the Company has been AlexanderValerievich Dyukov representing theexecutive management of the Companyon the Board of Directors.In 2009 the Management Board ofJSC Gazprom Neft held 38 meetingsdiscussing the following key issues:AAResults of JSC Gazprom Neftactivities in 2008 and the first half of2009;AAPlanning Company’s activities for oneyearperspective (2009);AAThe concept of implementation of theintegrated risk management system inthe Company;AAPersonnel policy of JSC GazpromNeft;AALaunching the internal control systemin the Company;AAStrategic planning of activities of JSCGazprom Neft;AAAnnual business-plan and budget ofthe Company;AAPlans and methods of financing thecurrent activities of the Company.The Company has an objective,effective and complex system of topexecutive remuneration ensuringa connection between the Company’sstrategic goals and the value of topexecutive remuneration. Individual goalsfor top executives are composed ofa balanced combination of indicators.The variable component of topexecutive remuneration is calculatedbased on achieving the goal for theseindicators. In general, the top executiveremuneration system complies with themarket remuneration principles andconditions.During 20009 the membership of theManagement Board of the Companychanged twice:AAIn June 2009 V.V.Baranov waselected member of the ManagementBoard and appointed Deputy DirectorGeneral for Administration;AAIn November 2009 based ona resolution of the Board of Directorsof the Company the number ofmembers of the Management Boardgrew from 9 to 10 people andV.V.Baryshnikov, Deputy DirectorGeneral for International BusinessDevelopment, joined the ManagementBoard.In 2009 no suits were brought againstDirector General or members of theManagement Board.As of December 31, 2009 the membersof the Management Board of theCompany were:Dyukov Alexander ValerievichChairman of the Management Board,Director GeneralBorn in 1967 in Leningrad, graduated fromthe Leningrad Order-of-Lenin ShipbuildingInstitute. In 2001 obtained an IMISP MBAdegree.Positions held over the past five years:2005 – 2006 – President of JSC SIBURHolding.2006 – Director General of SIBUR LLC.Since 2006 - Chairman of the Board ofDirectors, JSC SIBUR Holding.2006 – 2008 President of JSC Gazprom Neft.Since January 2008 – Chairman of theBoard of Directors, Director General of JSCGazprom Neft.104