Share Price
[Delayed by 20 minutes]
 

Global Reach

Explore our geographical footprint
View map >

Global Reach
12 Apr 2012

Press release on decisions adopted at the meeting of the Board of Directors of April 11, 2012

On April 11, 2012, OJSC TransContainer held a meeting of the Board of Directors (in the form of physical meeting) where decisions were adopted as follows:
1. To call the annual General Meeting of Shareholders of OJSC TransContainer.
1.1. To establish physical presence with preliminary mailing of ballots as form of holding of the annual General Meeting of Shareholders.
1.2.  To establish June 26, 2012 as the date of holding of the annual General Meeting of Shareholders.
1.3. To establish 26 ul. Tverskaya, bldg. 1,Moscow, Hotel Marriott Grand, Grand Ballroom hall as the place of holding of the annual General Meeting of Shareholders.
1.4. To establish 11:00 a.m. Moscow time as the time of holding of the annual General Meeting of Shareholders.
1.5. To establish 26 ul. Tverskaya, bldg. 1,Moscow, Hotel Marriott Grand, Grand Ballroom hall, 10:00 a.m. Moscow time as the place and time to begin registration of the shareholders (proxies of shareholders).
1.6. To establish May 14, 2012 as the date of compilation of the list of persons entitled to attend the annual General Meeting of Shareholders.
1.7. To elect Miller Olga Alexandrovna, Director for Corporate Management of OJSC TransContainer as secretary of the annual General Meeting of Shareholders.
1.8. To establish Status Registrar Society Open Joint-Stock Company as party in charge of functions of counting commission at the annual General Meeting of Shareholders.
1.9.  To approve the following agenda of the annual General Meeting of Shareholders:
1. On approval of annual report of the Company for the year 2011.
2. On approval of annual accounting statements, including the approval of the profit and loss statement (profit and loss accounts).
3. On distribution of profit and losses of the Company based on the financial year results.
4. On payment (declaration) of dividends based on the financial year results.
5. On payment of remuneration to members of the Inspection Commission of the Company.
6. On approval of the Company auditor.
7. Election of members of the Board of Directors of the Company.
8. Election of members of the Inspection Commission of the Company.
9. On membership of OJSC TransContainer in the German-Russian Forum association.
10. On approval of conclusion of interested-party transactions.
11. On introduction of amendments and alterations to the Articles of Association of the Company.
12. On approval of the new version of the Provision on preparation and holding of the General Meeting of Shareholders of OJSC TransContainer.
13. On approval of the new version of the Provision on payment of remunerations and compensations to members of the Inspection Commission of OJSC TransContainer.
14. On approval of the new version of the Provision on payment of remunerations and compensations to members of the Board of Directors of OJSC TransContainer.
15. On payment of remunerations to members of the Board of Directors of the Company.

1.10. To approve the form and text of the notice on the holding of the annual General Meeting of Shareholders.
1.11. To serve the notice on the holding of the annual General Meeting of Shareholders to persons entitled to attend the annual General Meeting of Shareholders by registered letter no later than May 25, 2012.
1.12. To determine the following list of information (materials) to be provided to persons entitled to attend the annual General Meeting of Shareholders when preparing for the holding of the annual General Meeting of Shareholders:
1. Annual report of the Company for the year 2011.
2. Annual accounting statements, including the auditor’s opinion, the opinion of the inspection commission of the Company based on the results of inspection of the annual accounting statements.
3. Information about the candidate auditor.
4. Information about candidates included in the nominees list for election to the Board of Directors of the Company.
5. Information about candidates included in the nominees list for election to the Inspection Commission of the Company.
6. Information about presence/ absence of written consents of candidates nominated to the Board of Directors and the Inspection Commission of the Company.
7. Explanatory note on the matter “On membership of OJSC TransContainer in the German-Russian Forum association”.
8. Explanatory notes on the matter “On approval of conclusion of interested-party transactions”.
9. Draft amendments and alterations to the Articles of Association of the Company.
10. Draft new version of the Provision on payment of remunerations and compensations to members of the Inspection Commission of OJSC TransContainer.
11. Draft new version of the Provision on payment of remunerations and compensations to members of the Board of Directors of OJSC TransContainer.
12. Draft new version of the Provision on preparation and holding of the General Meeting of Shareholders of OJSC TransContainer.
13. Recommendations of the Board of Directors on the matters in the agenda of the annual General Meeting of Shareholders.
14. Assessment of the Company auditors’ opinion as prepared by the audit committee.
1.13. To determine that such information would be accessible for familiarization to persons entitled to attend the annual General Meeting of Shareholders at the address: 19 Oruzheynyi pereulok, suite 341, Moscow, within the period from May 25, 2012 to June 26, 2012, on workdays 10:00 a.m. to 5:00 p.m. Moscow time, and on the Company web site at www.trcont.ru starting with May 25, 2012.
2. To acknowledge report on execution of the Company’s credit policy as of December 31, 2011.
3. To approve the Corporate Risk Map of OJSC TransContainer for the year 2012.
4. To acknowledge report on execution of the critical risk action plan for the 4th quarter of 2011.
5. To approve the report of General Director on operational results of OJSC TransContainer for the year 2011.
6. To acknowledge operational results of OJSC TransContainer for the 1st quarter of 2012.
7. To award a bonus to the General Director of OJSC TransContainter based on the work results in the 4th quarter of 2011.
8. To award a bonus to the General Director of OJSC TransContainter for the year 2011.
9. To award additional bonuses to the General Director and the management of the Company based on the work results in the year 2011, for profit gains in excess of the planned budgeted parameter.
10. To approve key performance indices for the General Director of OJSC TransContainter for the year 2012.
11. To recommend the annual General Meeting of Shareholders approving the new version of the Provision on payment of remunerations and compensations to members of the Board of Directors of OJSC TransContainer.
12. To approve provision of charitable help by the Company:
12.1. To grant an amount of 87,972 rubles to Kondratieva Z.M. for procurement of medical materials for purposes of surgical operation.
12.2. To grant one five-ton Transportation equipment for shipping cargo via various means of transport. Containers are durable enough for repeated use and can be stacked. Containers are divided into medium-duty (three- and five-tonne), which conform to former Soviet Union standards and are still used for shipments in Russia and the CIS, and ISO (20- and 40-foot) containers, which are used for Russian and international shipments. The universal standard unit TEU (twenty-foot equivalent unit) was introduced to measure transport flow volumes.
container
for household purposes to the Regional State Public Institution of Social Services “Social Rehabilitation Center for Minors” in the city of Irkutsk.
12.3. To grant an amount of 277,388 rubles to the Malakhovskiy Children’s Tuberculosis Treatment Center for acquisition of medical furniture for physiotherapeutic room and clinical laboratory.
12.4. To grant an amount of 198,000 rubles to Krasnaya Zvezda Inter-Regional Public Foundation for procurement of travel vouchers to health rehabilitation camps for children of militaries died in war.
12.5. To grant an amount of 95,800 rubles to Parus Nadezhdy Regional Rehabilitation Center for Physically Challenged Children and Teenagers for acquisition of gaming equipment for children.
13. To approve conclusion of a number of interested-party transactions.
14. 1. To coordinate on the terms and conditions of the employment agreement with the General Director of OJSC TransContainer in respect of obligations of Company CEO in compliance with the addendum to the employment agreement.
14.2. To instruct the Chairman of the Board of Directors of OJSC TransContainer to sign on behalf of the Company the addendum to the employment agreement with the General Director of the Company.
14.3. To instruct the General Director of OJSC TransContainer to complete the employment and civil law agreements of the Company employees as listed in the annex to the minutes of meeting of the Board of Directors with alterations providing for obligations to notify the employer about any occurring conflict of interest and to provide the employer or the party authorized by the employer with certificates on income, property, and obligations of proprietary nature, in the form, manner and terms as determined by the employer or the person authorized by the employer, in line with the alterations made to the employment agreement of the General Director of the Company as per clause 14.1 of this decision.
14.4. To instruct the General Director of the Company to submit the report on execution of clause 14.3 of this decision for examination to the Board of Directors within a one-month period.

This notice is published by issuer in compliance with the provision on disclosure of information by issuers of issue-grade securities as approved by Order of the Federal Service for Financial Markets dated October 04, 2011, No.11-46/ ПЗ-Н.

Corporate Secretary
of OJSC TransContainer
O.A. Miller
Tel. +7 (495) 609-67-17

To top

2016 Annual Report

PDF-version of our latest Annual Report

Download >