Annual General Meeting of Shareholders

Notice on holding the Annual General Shareholders Meeting of Public Joint Stock Company “Territorial Generating Company No. 1” (TGC-1)

Registered office: 16 A Dobrolyubova Pr., Build. 2, Room 54N, St. Petersburg, 197198

 

DEAR SHAREHOLDER!

TGC-1 Board of Directors notifies you of the Annual General Shareholders Meeting (hereinafter, the Meeting) to be held on 10 June 2019.

It will be held in the form of a meeting (joint attendance of shareholders to discuss agenda items and adopt resolutions on issues put to vote, with preliminary submission (delivery) of voting ballots prior to the Meeting of TGC-1).

Place of the Meeting: 4 Pochtamtskaya St., Renaissance St. Petersburg Baltic Hotel, ball room, St. Petersburg.

Time of the Meeting: 2 p.m. local time.

Date and time of registration to the Meeting: 10 June 2019 from 1 p.m.

Date of determination (making the list) of persons entitled to participate in the Meeting: 16 May 2019 (at the close of business).

Mailing address for submitting the filled-in voting ballots: P.O. Box 27, St. Petersburg, 190005.

Participants of the Meeting (hereinafter, the shareholders) shall be entitled to vote at the Meeting by filling in electronic forms of the voting ballots (hereinafter, the e-ballots) on the JSC DRAGA website (hereinafter, the registrar) in the Internet information and telecommunication network, section Shareholders => Electronic Services => Voting, or available at: https://draga.ru/akcioneram/jelektronnye-servisy/golosovanie/

Shareholders wishing to exercise their right to vote at the Meeting shall have access to the Shareholder's Personal Account service through the registrar's website. The access procedure is available at: https://draga.ru/akcioneram/jelektronnye-servisy/lichnyj-kabinet-akcionera/

Agenda

  1. Approval of the annual report and annual accounting (financial) statements of
    TGC-1 as of 2018.
  2. Distribution of profit (including payment (declaration) of dividends) and losses of TGC-1 as of 2018.
  3. Election of Board members of TGC-1.
  4. Election of Audit Commission members of TGC-1.
  5. Approval of the auditor of TGC-1.
  6. Payment of remuneration and compensation to Board members of TGC-1.
  7. Payment of remuneration and compensation to Audit Commission members of TGC-1.
  8. Approval of the revised Articles of Association of TGC-1.
  9. Approval of the revised internal regulatory documents of TGC-1.
  10. Participation of TGC-1 in financial and industrial groups, associations and other joint business entities.
  11. Approval of interested-party transactions.

 

The information (materials) to be provided to the participants willing to prepare for the Meeting and the information on the written consent of the nominees to be elected to the relevant bodies of TGC-1 will be available from 20 May 2019 through 9 June 2019 at: 16 A Dobrolyubova Pr., Build. 2, Floor 2, Office 645, TGC-1, Business Centre Arena Hall, St. Petersburg, on business days from 9 a.m. till 4 p.m.

The above information (materials) will also be available to the participants during the Meeting.

The information (materials) will also be posted on the TGC-1 website at www.tgc1.ru not later than twenty (20) days prior to the Meeting.

If the person registered in the Company's Shareholders Register is a nominal shareholder, the notice of the Meeting and the information (materials) to be provided to the participants during the preparation period shall be provided in accordance with the securities laws of the Russian Federation in terms of providing information and materials to persons exercising their rights in respect of securities.

To complete registration, participants shall have the following documents:

  • An authorised representative of an individual shall have an ID and a power of attorney issued in accordance with the requirements of Article 57 of the Federal Law on Joint Stock Companies;
  • A legal representative of an individual shall have an ID and documents confirming statutory powers.

An authorised representative of a legal entity shall have an ID and documents confirming their power to act on behalf of the legal entity without or with a POA, issued in accordance with the requirements of Federal Law No. 57 on Joint Stock Companies.

An authorised representative of a foreign citizen (an individual or a legal entity) shall have an ID and a POA with the APOSTILLE in accordance with the Hague Convention of 1961, or legalised in accordance with the established procedure.

Documents certifying the powers of successors and representatives of persons included in the list of participants (their copies certified as prescribed by Russian legislation) shall be attached to the voting ballots sent by these persons or submitted to the Counting Commission.

PLEASE NOTE:   

Shareholders (their authorised representatives) willing to attend the Meeting in person shall undergo mandatory registration in the Counting Commission.

Shareholders attending the Meeting shall appear for registration with voting ballots received by mail, or hand them out to representatives authorised by such shareholders to participate and vote in the Meeting.

For enquiries, please contact: +7 (812) 688-35-94, 688-35-93

Board of Directors of TGC-1


 

DEAR SHAREHOLDER!

In accordance with the requirements of cl. 16, Art. 8.2 of Federal Law No. 39-FZ on the Securities Market of 22 April 1996, Art. 6.1 and sub-cl. 1, 14, Art. 7 of Federal Law No. 115-FZ on Combating Legalisation (Laundering) of Proceeds from Crime and Financing of Terrorism of 7 August 2001, a person registered in the Company's Shareholders Register shall duly inform the registrar or the nominal holder of changing their data (for individuals: Full name, passport details, registered address as stated in the passport; for legal entities: Name, OGRN, TIN, location as stated in the articles of association, full name of CEO). 

To verify/update personal data, please contact the registration office: Registrar (JSC DRAGA) or the Depositary. Due amendments significantly simplify shareholders' transactions in the register, participation in general meetings and dividends receipt.

When applying to the registrar, information is updated on the basis of current Questionnaires and Census Papers (the forms are posted on the registrar's website at www.draga.ru). 

If a shareholder fails to provide information on their data changes, the Company and the registrar shall not be liable for any losses incurred in this regard, including due to the non-receipt of dividends in the set time or claims from tax authorities.

Registrar

 


 

 

Materials for the Annual General Meeting of Shareholders of TGC-1