14th Dec 2015 07:14
December 14, 2015
Results of the Board of Directors on December 10, 2015
PJSC RusHydro (ticker symbol: MOEX, LSE: HYDR; OTCQX: RSHYY) announces that the Company's Board of Directors held a meeting in absentia on December 10, 2015.
In accordance with p. 2.11 of Regulations on disclosure of information by the issuers of securities and due to a lack of voting results the Company announces the decisions of the Board of Directors on separate issues of the agenda.
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The Board of Directors approved the following documents:
- amended internal audit Policy of RusHydro;
- Regulations on increase of investment and operating efficiency and reduction of costs of RusHydro;
- Regulations on operating activities quality control;
- amended Insurance Regulations of RusHydro.
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In accordance with article 46 of Regulation on disclosure of information of 30.12.2014 No. 454-P the Company will disclose the details of guarantee agreements with PJSC Sberbank, qualified as related interested party transactions, in compliance with regulatory requirements.
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The Board of Directors approved voluntary medical insurance agreement between RusHydro and JSC SOGAZ, qualified as an interested party transaction, and determined the price limit of the agreement in the amount of RUB 66,518,725 (VAT exempt).
In accordance with the Rules for Voluntary Health Insurance, the Insurer should pay for the medical services provided to the Insured Persons, specified in the list, in case of insured accident, in accordance with the Voluntary Health Insurance Programs, being an integral part of the VHI Agreement, as well as reimburse the cost of medical services provided to the Insured Person (hereinafter referred to as "the Services related to VHI"), if the Insured Person pays for medical services abroad.
Insured persons (Beneficiaries):
The insurant's employees, including the members of the collective executive body and its chairman, as well as other persons included in the lists of the Insured Persons, provided by the Insurant to the Insurer.
Interest insured:
The Insured Persons' proprietary interests related to the expenses for provision of medical, medical and transportation, as well as other services in case of insured accident.
Insured accident:
Application of the Insured Person, during the term of the VHI Agreement, to the health care or any other facility, as provided for by the VHI Agreement or agreed upon by the Insurer for ensuring and providing him / her with the medical or any other services (medical and pharmaceutical aid), provided for by the VHI Program.
Occurrence of the necessity to provide other services, stipulated by the VHI Program, during the term of the VHI Agreement, in view of the Insured Person's health disorder or deterioration in his / her condition, requiring such services.
Insurance amount:
- if the Insured Person's applies to the health care facility, specified in the Voluntary Health Insurance Program in the territory of the Russian Federation to get medical services - RUB 6,000,000;
- if the Insured Person seeks medical assistance while staying abroad - rouble equivalent of USD 50,000, but not less than RUB 2,000,000;
- if the Insured Person's applies for getting medical and transportation services in the territory of Russia and CIS - RUB 2,000,000.
The agreement is valid from January 1 to December 31, 2016.
The Board of Directors approved the agreement on voluntary group health and accident insurance between RusHydro and SK Alliance, qualified as an interested party transaction, and determined the price limit of the agreement in the amount of RUB 4,745,811.46 (VAT exempt).
According to the Agreement the Insurer shall, upon occurrence of events, stipulated by the VGI Agreement, make an insurance payment to the Insured Person or to the Beneficiary, specified in the VGI Agreement, regardless of the amounts payable to them under other insurance agreements, as well as under compulsory social insurance, social security and by way of indemnification.
Insured persons:
The insurant's employees, including the members of the collective executive body and its chairman, as well as other persons included in the lists of the Insured Persons, provided by the Insurant to the Insurer.
Beneficiaries:
Insured Persons and other persons, specified by the Beneficiaries with the written consent of the Insured Person, and in the event of the Insured Person's death - his / her heirs eligible to receive the insurance indemnity in case of insured accident:
Interest insured:
The proprietary interests, not contradicting the legislation of the Russian Federation, related to causing damage to the life or health of people (Insured Persons).
Insured accident:
Events of sudden, unforeseen and unintended nature for the Insured Person (insurance risks) stipulated by the Insurance Agreement upon the occurrence of which there is an obligation of the Insurer to pay insurance indemnity to the Insured Person (Beneficiary).
Insurance risks:
- death of an Insured Person due to an accident;
- death of an Insured Person due to natural causes;
- disability due to an accident (assessing I, II and III disability group);
- disability due to natural causes (assessing I, II and III disability groups);
- temporary disability due to an accident in view of injuries;
- hospitalization due to an accident and natural causes (illnesses).
The agreement is valid from January 1 to December 31, 2016.
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The Board of Directors approved a tenancy agreement between RusHydro and JSC Sulak Hydrocascade, qualified as interested party transaction.
According to the agreement Sulak Hydrocascade rents out to RusHydro movable and immovable assets of the Gotsatlinskaya HPP launch in October 2015. Total amount of rent for the whole period is RUB 376,917,738.99, incl. VAT in the amount of RUB 57,495,926.29.
Tenancy period:
- for movable property: from September 17, 2015 to November 4, 2016, inclusively.
- for immovable property: from November 11, 2015 to November 4, 2016, inclusively.
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The Board of Directors terminated powers of Vladimir Tokarev, member of the Company's Management Board, effective from January 11, 2016.
About RusHydro
RusHydro Group is one of Russia's largest generating companies. RusHydro is the leading producer of renewable energy in Russia with over 70 generating facilities in Russia and abroad. The company also manages a number of R&D, engineering and electricity retail companies. Group's thermal assets are operated by subsidiary - RAO Energy System of East in the Far East of Russia. Total electricity generation capacity of the Group is 38.5 GW, heat capacity - 16.2 thousand GCal/h.
Russian Federation owns 66.8% in RusHydro, the rest is held by other institutional and individual shareholders (over 360,000). The company's stock is traded on Moscow Exchange (MOEX), and included in MSCI EM и MSCI Russia indexes. Company's GDRs in the IOB section of LSE, ADRs - in OTCQX.
For more information:
Investor Relations Department
Tel. +7 (800) 333 8000 ext. 1607, 1319, 1304
DISCLAIMER
The information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of RusHydro. One can identify forward-looking statements by terms such as "expect," "believe," "anticipate," "plan", "aim", "target", "forecast", "project", "should", "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 and political conditions, our competitive environment, risks associated with operating in Russia and rapid technological and market changes in our industries, as well as many other risks specifically related to RusHydro and its operations.
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