Meetings

On 27 April 2021 the Board of Directors of KEGOC held a meeting in praesentia

The following members participated at the meeting of the Board of Directors through video conference facilities:

1.  Kanysh Moldabayev, Chairman of the Board of Directors of KEGOC, Director of Energy and Mining Assets Directorate, Samruk-Kazyna.

2.  Suinshlik Tiyessov, member of the Board of Directors KEGOC, representative of Samruk-Kazyna.

3.  Zhanna Yegimbayeva, member of the Board of Directors KEGOC, representative of Samruk-Kazyna.

4.  Nurlan Akhanzaripov, member of the Board of Directors KEGOC, an independent director.

5.  Zhanbota Bekenov, member of the Board of Directors KEGOC, an independent director.

6.  Bakytzhan Kazhiyev, member of the Board of Directors of KEGOC, Chairman of the Management Board of KEGOC.

The meeting of the Board of Directors on 27 April 2021, considered six (6) agenda items, which should be brought to the attention of shareholders and investors in accordance with the List of agenda items approved by the Board of Directors on 13 July 2017 (Minutes No. 6). The information these agenda item is given below.

1.Approve KEGOC's Annual Report 2020.

The Board of Directors made the following decisions:

1.Approve KEGOC's Annual Report for 2020.

2.Include KEGOC’s annual financial statements for 2020 in the Annual Report of KEGOC for 2020, approved by the annual General Meeting of Shareholders of KEGOC.

3. The Chairman of the Management Board of КЕGОС (Mr Bakytzhan Kazhiyev) to take the necessary measures related to the implementation of this decision.

PRO: six;

CONTRA: none;

ABSTAIN: none.

2.Approval of amendments to Р СУР KEGOC 00-200-14-СД Guidelines. Risk Management System.

The Board of Directors decided to approve the amendments to Р СУР KEGOC 00-200-14-СД Guidelines. Risk Management System.

PRO: six;

CONTRA: none;

ABSTAIN: none.

3.Recommendations to the General Meeting of Shareholders of KEGOC with regard to selection an audit organization of auditing KEGOC.

The Board of Directors of KEGOC decided to recommend the General Meeting of Shareholders of KEGOC to select RSM Qazaqstan LLP as an audit organization to audit KEGOC in 2021-2023 with the cost of the service in the amount of KZT 103,773,401 (one hundred three million seven hundred seventy three thousand and four hundred one) excluding VAT, subject to the resolution of issues related to the independence of partners of RSM Qazaqstan LLP (A.Narbayeva and B.Eshonkulov).

PRO: six;

CONTRA: none;

ABSTAIN: none.

4.Review of the Performance Report of Galym Amanbekov, the Compliance Officer of KEGOC, for a period from 13 May 2019 to 15 March 2021, as well as appointment and determination of his/her term of office, and the salary amount of KEGOC's Compliance Officer.

The Board of Directors made the following decisions:

1.Approve the Performance Report of Galym Amanbekov, the Compliance Officer of KEGOC, for a period from 13 May 2019 to 15 March 2021.

2.Terminate on 12 May 2021, the powers of Galym Amanbekov as the Compliance Officer of KEGOC, due to the expiration of the term of office on 12 May 2021, determined by the Board of Directors of KEGOC (Minutes No. 3 dated 19 March 2019).

3.The Chairman of the Management Board of KEGOC (Bakytzhan Kazhiyev) shall take necessary actions arising out of this decision.

PRO: six;

CONTRA: none;

ABSTAIN: none.

5.Appointment of the Corporate secretary for the Company.

The Board of Directors made the following decisions:

1. Appoint Yertai Ramazanov the Corporate Secretary of KEGOC on 27 April 2021 for a term of office corresponding to the term of office of the Board of Directors of KEGOC of three (3) year (until 28 April 2024).

2. Determine the official salary for Yertai Ramazanov, the Corporate Secretary of KEGOC, in accordance with the established grade and the Administrative Salary Scheme of the Corporate Secretary, Compliance Officer, Ombudsman, and  the staff of the Internal Audit Service of KEGOC, approved by the Board of Directors of KEGOC (Minutes No. 10, dated 30 November 2019).

3. The Chairman of the Management Board of KEGOC (Bakytzhan Kazhiyev) shall take necessary actions arising out of this decision.

PRO: six;

CONTRA: none;

ABSTAIN: none.

6.Convocation of an extraordinary General Meeting of KEGOC's Shareholders.

The Board of Directors made the following decisions:

1. Convene the extraordinary General Meeting of Shareholders of KEGOC on 31 May 2021 at 11.30 am at the address: 59, Tauelsizdik Avenue, Almaty district, city of Nur-Sultan.

2. Determine the date of repeated extraordinary General Meeting of Shareholders of KEGOC (if the first extraordinary General Meeting of Shareholders of KEGOC will not show the presence of a quorum) as 1 June 2021 on 11.30 at the address specified in paragraph 1 of this decision.

3. Include in the agenda of the extraordinary General Meeting of Shareholders of KEGOC the item titled ‘Selection of an audit organization for the audit of KEGOC’ and payment amount of its services.

4. Mr Bakytzhan Kazhiyev, the Chairman of the Management Board of KEGOC, shall take the necessary measures to implement this decision.

PRO: six;

CONTRA: none;

ABSTAIN: none.


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