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19 May 2015

Press Release on Decisions Adopted by the Board of Directors on 18 May 2015


On May 18, 2015 the meeting of the Board of Directors of the PJSC TransContainer was held, where the following decisions were made:

1.             To recommend approving of the annual report of PJSC TransContainer for 2014.

2.             To recommend the annual General Shareholders Meeting approving of the annual report of PJSC TransContainer for 2014.

3.             To recommend the annual General Shareholders Meeting approving of the annual financial statement of PJSC TransContainer for 2014, including the report about profit and losses.

4.            To recommend the annual General Shareholders Meeting of the Company in respect of the issue "The distribution of profit and losses by the results of the fiscal year" approving of the following distribution of the net profit received according to the results of PJSC TransContainer activity for 2014:

Name

Amount, rub.

Net profit for 2014 in amount of

3,944,018,842.49

to distribute as follows:

Dividends

985,973,446.88

Sponsor and beneficent aid

197,200,942.12

Investments

1,073,000,000.00

Undistributed profit

1,687,844,453.49

5.             To recommend the annual General Shareholders Meeting paying the dividends in the amount of 70.96 for one ordinary share in the monetary form.

6.             To recommend the annual General Shareholders Meeting defining the date of compilation of List of persons with the right to get dividends - July, 10, 2015.

7.             To take into consideration information about annual remuneration of the members of Board of Directors of PJSC TransContainer.

8.             To recommend the annual General Shareholders Meeting making decision about annual remuneration of the members of the Revision Committee according to the Statement about remuneration of Company's Revision Committee members.

9.             To recommend the General Shareholders Meeting of PJSC TransContainer appointing CJSC "PricewaterhouseCoopers Audit" as the auditor of PJSC "TransContainer" aimed at financial audit of the Company's finance statement for 2015 according to the national accounting standards and international financial reporting standards.

10.         To determine the ceiling of interested party transactions that may be effected in future during Company ordinary business activities.

11.         To recommend the annual General Shareholders Meeting approving of effecting a range of interested party transactions including those that may be effected in future during Company ordinary business activities.

12.         To recommend the annual General Shareholders Meeting of PJSC TransContainer in respect of the agenda issue for the annual General Shareholders Meeting "About the entry of PJSC TransContainer into the Non-profit partnership "Association of Producers of Railway Equipment": To approve of the entry of PJSC TransContainer into the Non-profit partnership "Association of Producers of Railway Equipment" (NP APRE).

13.         To approve the form and the text of the voting bulletins at the annual General Shareholders Meeting.

14.         About definition of the postal address where filled in bulletins may be forwarded. 125047, Moscow, Oruzheynyy pereulok, 19, receiving office.

15.         To approve the Report about PJSC TransContainer operating results in the I quarter, 2015.

16.         To take into consideration the Report on performance of the credit policy of PJSC TransContainer as of 31.03.2015.

17.         To pay the Director General of PJSC TransContainer P.V. Baskakov the bonus award on the basis of the work in the II quarter, 2015.

18.         To take into account the report about execution of JSC TransContainer Board of Directors decisions for the I quarter, 2015.

19.         To approve of rendering the charity support to the veterans of the railway transport - the victims of the hostility in the East Ukraine.

20.         Not to make the salary indexation in 2015 for Company Director General starting from 01.03.2015.

21.         To perform quarterly bonus awarding of the Director General in 2015 with additional reduction factor of 0.9.

22.         To charge the Company Director General with entering into the labour contracts with his deputies defining the order of their salaries and bonuses indexation in 2 similar to the procedure applied for the Company Director General.

23.         To define the terms of the labour contracts concluded with the members of PJSC TransContainer Management board.

24.         To approve the range of interested party transactions.

25.         To charge the Company Director General in 2015 with:

25.1.   increasing the share of purchases at auctions, including in electronic form, in strict compliance with the applicable legislation in the field of purchasing, the Regulation on the procedure for placing orders for the purchase of goods, performance of works and provision of services for the needs of the JSC TransContainer, approved by the Board of Directors of the PJSC TransContainer on February 20, 2013;

25.2.   increasing the share of purchases from manufacturers of products/services in strict compliance with the applicable legislation in the field of purchasing, the Regulation on Purchases;

25.3.   getting discounts, including - at the conclusion of the medium-and long-term contracts, particularly for products and services, which market prices declined;

25.4.   avoiding the purchases not presupposed by the plan;

25.5.   reducing the share of purchases in a non-competitive way;

25.6.   improving the quality of purchase planning to a level that ensures:

   - quarterly performance of purchase plan at not less than 80%;

   - the reduction in the purchase plan adjustments during the year to a level not exceeding 30 % of the quarter plan (except for adjustments due to changes in budget parameters and market conditions);

 

Corporate Secretary

PJSC TransContainer

O.A. Miller

Tel. +7 (495) 788 -17 -17, ext. 1017

 

 

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