The meeting of the Board of Directors of KEGOC was attended by:
1. Yernat Berdigulov, member of the Board of Directors of KEGOC, representative of Samruk-Kazyna.
2. Nurlan Akhanzaripov, member of the Board of Directors of KEGOC, independent director.
3. Ulf Wokurka, member of the Board of Directors of KEGOC, independent director.
4. Damir Suyentayev, member of the Board of Directors of KEGOC, independent director.
5. Alexey Repin, chairman of the Board of Directors of KEGOC.
6. Almat Zhamiyev, member of the Board of Directors of KEGOC, representative of Samruk-Kazyna.
7. Kanysh Moldabayev, member of the Board of Directors of KEGOC, chairman of the Management Board of KEGOC.
The meeting of the Board of Directors on 15 December 2022, considered 8 (eight) 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).
1. Appointment of the Head of the KEGOC Compliance Service and the determination of his/her term of office
The Board of Directors decided to:
1. Appoint Askar Amirov to the position of the Head of the Compliance Service of KEGOC.
2. Establish the Head of KEGOC's Compliance Service's term of office from 1 January 2023 to 31 December 2023.
3. Instruct Askar Amirov to include in the individual development plan for 2023 the goal of “Obtaining an ICA or LLM/MBA degree”.
4. The Chairman of the Management Board of KEGOC (Kanysh Moldabayev) to take actions as required by this decision.
PRO: seven;
CON: none;
ABSTAIN: none.
2. Approval of amendments to П KEGOC АО-218-22-СД Regulations on KEGOC’s Compliance Service.
The Board of Directors decided to:
1. Approval of the Regulations on the Compliance Service of KEGOC П KEGOC АО-218-22-СД.
2. Nullify from 01 January 2023 П KEGOC АО-218-22-СД, Regulations on the Compliance Officer, approved by the Board of Directors on 20 August 2021 (Minutes No. 9).
2. The Chairman of the Management Board of KEGOC (Kanysh Moldabayev) to take actions as required by this decision.
PRO: seven;
CON: none;
ABSTAIN: none.
3. Submission of ‘Approval of amendments to П KEGOC ИД-215-19-ОСА, Regulations on the Board of Directors of KEGOC’ agenda item for consideration to the General Meeting of Shareholders of KEGOC
The Board of Directors decided to preliminarily approve and submit for consideration to the General Meeting of Shareholders the amendments to П KEGOC ИД-215-19-ОСА, Regulations on the Board of Directors of KEGOC, for approval.
PRO: seven;
CON: none;
ABSTAIN: none.
4. Approval of amendments to П KEGOC ИД-203-19-СД, Regulations on the Nomination and Remuneration Committee of the Board of Directors at KEGOC.
The Board of Directors decided to approve amendments to П KEGOC ИД-203-19-СД, Regulations on the Nomination and Remuneration Committee of the Board of Directors of KEGOC.
PRO: seven;
CON: none;
ABSTAIN: none.
5. Approval of П KEGOC АО-217-22-СД, Regulations on the Strategy, Corporate and Sustainable Development Committee of the Board of Directors of KEGOC and on the abolition of the Safety, Health and Environment of Committee the Board of Directors of KEGOC
The Board of Directors decided to:
1. Change the name of the Strategic Planning and Corporate Governance Committee of the Board of Directors of KEGOC and state it as follows: “Strategy, Corporate and Sustainable Development Committee of the Board of Directors of KEGOC”.
2. Approve the new revision of П KEGOC АО-217-22-СД Regulations on the Strategy, Corporate and Sustainable Development Committee of the Board of Directors of KEGOC.
3. Recognize as invalid the decision of the KEGOC Board of Directors (minutes No. 10 dated 30 November 2019) on agenda item No. 26 “Approval of П KEGOC ИД-206-19-СД Regulations on the Strategic Planning and Corporate Governance Committee of the Board of Directors of KEGOC”;
4. Recognize as invalid the decision of the Board of Directors of KEGOC (minutes No. 12 dated 28 October 2016) on agenda item No. 5 “On the establishment of the Safety, Health, and Environment Committee” and abolish the Safety, Health and Environment Committee of the Board of Directors of KEGOC.
PRO: seven;
CON: none;
ABSTAIN: none.
6. Invalidation of the decision of the Board of Directors of KEGOC (Minutes No. 9 dated 25 October 2019) on the agenda item “Approval of the new revision of the List of matters on which the Board of Directors shall decide and which are not specifically submitted to the General Meeting of Shareholders' exclusive authority”.
The Board of Directors decided to invalidate the decision of the Board of Directors of KEGOC (Minutes No. 9 dated 25 October 2019) on the agenda item “Approval of the new revision of the List of matters on which the Board of Directors shall decide and which are not specifically submitted to the General Meeting of Shareholders' exclusive authority".
PRO: seven;
CON: none;
ABSTAIN: none.
7.Granting consent to a member of the Board of Directors of KEGOC to work as an independent director of the Board of Directors of QazaqGaz NC JSC
The Board of Directors decided to endorse Ulf Wokurka, a KEGOC Board of Directors member, for election to the QazaqGaz NC JSC Board of Directors.