On 30 November 2018 a meeting of of KEGOC's Board of Directors

English

The meeting of KEGOC's Board of Directors was attended by:

1. Almassadam Satkaliyev, chairman of the Board of Directors of KEGOC, Managing Director, Head of Asset Management Directorate, Samruk-Kazyna.

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

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

4. Dominique Fache, member of the Board of Directors at Sophia-Antipolis Science Park, chairman of RTF Board of Directors, Independent Director.

5. Janusz Bialek, Director of the Skoltech Center for Energy Systems, Independent Director.

6. Yermek Kudabaev, independent director, Managing Director for Economics and Finance of Intelligent Consulting Solutions LLP

7. Bakytzhan Kazhiyev, chairman of the Management Board at KEGOC

 

The Board of Directors' meeting on 30 November 2018 considered 20 items.

The information below is disclosed in accordance with the List of information to be disclosed to the shareholders and investors with regard to the decisions made by the Board of Directors of KEGOC (the list was approved by the Board of Directors on 13 July 2017, Minutes No. 6).

 

1. Approve the Business Ethics Code of KEGOC;

The Board of Directors decided to:

1.Approve the Business Ethics Code of KEGOC;

2.Nullify the Business Ethics Code of KEGOC, approved by the Board of Directors of KEGOC on 29 May 2008 (Minutes No. 5).

 PRO: seven;

CONTRA: none;

ABSTAIN: none.

 

2. Approve KEGOC's interim financial statements as of and for nine months ended on 30 September 2018.

The Board of Directors made a decision to approve KEGOC's interim financial statements as of and for nine months ended on 30 September 2018.

 PRO: seven;

CONTRA: none;

ABSTAIN: none.

 

3. Review the Report on executed material transactions and non-arm's length transactions for Q3 2018.

The Board of Directors decided to take note of the Report on material transactions and non arm’s length transactions of KEGOC executed in Q3 2018.

 PRO: seven;

CONTRA: none;

ABSTAIN: none.

 

4. Review the Progress report on implementation of major investment projects for nine months 2018.

The Board of Directors decided to:

1. Take note of the Progress report on implementation of major investment projects for nine months 2018.

2. Instruct the Management Board of KEGOC to complete all work on Pavlodar Electricity Transmission Reinforcement Project within the planned period.

PRO: seven;

CONTRA: none;

ABSTAIN: none.

 

5. Approve the new revision Regulations on Audit Committee of KEGOC's Board of Directors;

The Board of Directors decided to:

1. Approve the new revision Regulations on Audit Committee of KEGOC's Board of Directors;

2. Nullify Regulations on the KEGOC Internal Audit Service approved by KEGOC's Board of Directors on 20 October 2009 (Minutes No. 10) as amended and approved by KEGOC's Board of Directors on 29 December 2010 (Minutes No. 2) and on 16 June 2017 (Minutes No. 4).

 PRO: seven;

CONTRA: none;

ABSTAIN: none.

 

6. Preliminarily review the amendments to KEGOC’s Charter.

The Board of Directors decided to propose to the General Meeting of Shareholders of KEGOC to approve the amendments to KEGOC's Charter.

 PRO: seven;

CONTRA: none;

ABSTAIN: none.

 

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

The Board of Directors decided to:

1.Convene an extraordinary in-preasentia General Meeting of KEGOC Shareholders on 8 January 2019 at 11:30 AM at: Assembly hall, at 59 Tauyelsizdik Ave., Almaty District, Astana.

2.Determine the date of repeated extraordinary General Meeting of Shareholders of KEGOC (if the first extraordinary General Meeting of Shareholders of KEGOC is invalid due to lack of quorum) as 25 January 2018 on 11.30 at the address specified in paragraph 1 of this decision.                    

3.Propose to the General Meeting of Shareholders of KEGOC to approve the amendments to KEGOC's Charter.

4.The Chairman of Management Board of KEGOC (Bakytzhan Kazhiyev) shall take appropriate actions arising from this decision.

PRO - seven;

CONTRA: none;

ABSTAIN: none.