Remuneration and Compensation Payable to Board Members

Until June 10, 2015, in accordance with the Regulation on Payment of Remuneration and Compensation to Board Members approved by the Annual General Meeting of Shareholders (Minutes No. 23 of June 6, 2008), remuneration to the Board Members was calculated as follows:
  • for participation in the meeting of the Board of Directors, a Board Member received remuneration within one month after holding a meeting:
  •  in case of in-absentee meeting, the amount was equal to three minimum monthly salary rates of the first-class worker established by the Sectoral Tariff Agreement in the Electric Power Complex of the Russian Federation as of the date of holding the meeting of the Company’s Board of Directors, taking into account indexation;
  • in case of in-person meeting, the amount was equal to five minimum monthly salary rates of the first-class worker established by the Sectoral Tariff Agreement in the Electric Power Complex of the Russian Federation as of the date of holding the meeting of the Company’s Board of Directors, taking into account indexation;
  • the amount of remuneration paid to the Chairperson (Deputy Chairperson) of the Board of Directors increased by 50 % for every meeting where he/she performed the functions of the Chairperson of the Board of Directors;
  • the Board Members received additional remuneration:
  • for achievement of the Company’s net profit index according to the data of the annual financial statements adopted by the General Meeting of the Company’s Shareholders;
  • in case of increase in the amount of the Company’s market capitalization during the period of work of the Board of Directors.

Until June 10, 2015, the Company as well compensated to the Board Members for the expenses actually incurred by them and associated with participation in the Meeting of the Company’s Board of Directors (travel, accommodation, meals, etc.).

As for the Chairperson and the Board Members being restricted or banned from any payments by commercial organizations in accordance with the federal law, no remuneration or compensation were charged or paid.

Starting from June 10, 2015, in accordance with the Regulation on Remuneration and Compensation Payable to the Board Members of PJSC Kubanenergo* approved by the Annual General Meeting of Shareholders (Minutes No. 36 of June 11, 2015), remuneration to the Board Members is paid as a lump sum based on the results of the work for the period from the moment of election of the candidate to the Board of Directors till the moment of election of a new composition of the Board of Directors.

Remuneration to the Board Members is paid based on the results of the work for the period from the moment of election of candidates to the Board of Directors till the moment of election of a new composition of the Company’s Board of Directors (the “corporate year”).

The payment is made as a lump sum within 60 days after holding the Annual General Meeting of Company’s Shareholders.

Remuneration amount for participation in the work of the Company’s Board of Directors for each member of the Board of Directors is calculated considering the following:

  • basic part of remuneration established based on the Company’s revenue calculated in accordance with RAS for a fiscal year;
  • total number of meetings of the Board of Directors for the last corporate year and number of meetings attended by a member of the Board of Directors.

In addition to the remuneration stated above, the following extra charges are established:

  • 30 % to the Chairperson of the Comapany’s Board of Directors;
  • 20 % to the Committee Chairperson of the Board of Directors;
  • 10 % for membership in the Committee of the Company’s Board of Directors.

Extra charges are paid for chairmanship and/or membership in the Committee of the Board of Directors if at least three Committee meetings of the Board of Directors were held during the corporate year.

No remuneration shall be paid if a member of the Board of Directors does not participate in  more than 50 % of the meetings that were held from the moment of his/her election till the termination of powers.

Additional remuneration to the Board Members of is also paid from the net profit in case of increase in the amount of the Company’s market capitalization during the period of work of the Board of Directors.

Starting from June 10, 2015, the expenses related to participation in the Meeting of the Board of Directors are compensated to the Board Member in accordance with the standards of compensation of travel expenses established in the Company and applicable at the moment of holding a meeting .

As for the Chairperson and the Board Members being restricted or banned from any payments by commercial organizations in accordance with the federal law, no remuneration or compensation were charged or paid.

Total remuneration paid to the Board Members for participation in the work of the Board of Directors in 2015 amounted to RUB 2,896 thou. Other remuneration to the Board Members was not paid by the Company.  

Expenses of the Company’s Board Members were not compensated in the reporting year.

The Company has no outstanding amounts payable to the Board Members.


* The Regulation does not cover the Board Members being at the same time members of the Management Board or Director General.