Shareholders
Information for shareholders
The introduction of the corporate governance system at JSC "DPTK" is aimed at ensuring that the Company's management bodies make effective, qualified and reasonable decisions on the management of the Company, in order to ensure its stable development, eliminate the impact of a conflict of interest of the Company, its shareholders, management bodies and their members, employees, counterparties, which may entail adverse consequences for the Company and its shareholders, timely disclosure of reliable information about the Company, necessary for assessing its activities and the activities of its management bodies and making informed decisions by shareholders, management bodies of the Company, counterparties of the Company and other interested parties, etc.
Principles of corporate governance:- observance and protection of the rights of shareholders of the Company, ensuring their real participation in the management of the Company;
- clear distribution of responsibilities of the Company's management bodies and the best coordination of their work;
- observance of the balance of interests of the Company, shareholders, the state, employees, counterparties and creditors of the Company;
- transparency of the activities of the Company and its management bodies by disclosing information about the Company and decisions made that affect the rights of shareholders, counterparties of the Company;
- maintaining and increasing confidence in DPTK OJSC, strengthening the Company's reputation as a reliable and honest partner and employer;
- Establishment of an effective system of reporting and control over the activities of the Company's management bodies, the state of affairs in the Company and compliance with the legislation of the Republic of Belarus, the rights and legitimate interests of shareholders.
- Charter of JSC DPTK
- Regulations on the dividend policy of DPTK OJSC
- Regulations on the Supervisory Board of DPTK OJSC
- Regulations on the Audit Commission of JSC DPTK
- Changing the Charter of the Society;
- Changing the size of the authorized capital of the Company;
- formation of the bodies of the Society;
- election of members of the Supervisory Board and the Audit Commission of the Company and early termination of their powers, except in cases where, in accordance with part six of Article 51 of the Law, the powers of a member (members) of the Supervisory Board of the Company are terminated ahead of schedule without a decision of the general meeting of shareholders of the Company;
- approval of annual reports, annual accounting and (or) financial statements of the Company (data from the book of income and expenses) and distribution of profits and losses of the Company, if and taking into account the opinion of the audit commission and, in cases prescribed by law, an auditor's report;
- decision on the reorganization of the Company and on the approval of the deed of transfer or separation balance sheet;
- the decision to liquidate the Company, the creation of a liquidation commission, the appointment of its chairman or liquidator and the approval of the interim liquidation and liquidation balance sheets, except in cases where the decision to liquidate the Company is taken by the registration authority or the court in accordance with legislative acts;
- determination of the amount of remuneration and compensation of expenses to members of the Supervisory Board, the Audit Commission of the Company for the performance of their duties;
- approval, in cases provided for by the Law, of the Company's local legal acts, as well as the regulations for working with the register of the Company's securities holders and the Regulations on the procedure for registering affiliates and agreeing on transactions in which affiliates have an interest;
- determination of the procedure for conducting a general meeting of shareholders of the Company in the part not regulated by the Law, other legislation, this Charter and local legal acts of the Company;
- adoption and approval of the decision on the issue of shares of the Company;
- making decisions on the acquisition (alienation) by the Company of shares of its own issue;
- making decisions on declaring and paying dividends;
- making decisions on major transactions of the Company and transactions of the Company in which its affiliates are interested, in the cases provided for in Chapter 12 of this Articles of Association;
- approval of the quantitative and personal composition of the counting commission and early termination of the powers of its members;
- decision on the transfer of powers of the executive body of the Company to another commercial organization (managing organization) or to an individual entrepreneur (manager);
- Change the Society type;
- solving other issues provided for by legislative acts./li>
The issues specified in the first part of this paragraph cannot be transferred to the decision of other management bodies of the Company.
The Supervisory Board of the Company is a collective management body of the Company. The Supervisory Board is formed in the amount of 5 (five) people. The Supervisory Board is created to manage the activities of the Company in the period between the general meetings of shareholders of the Company (hereinafter referred to as the meeting) and control over the work of the executive management bodies of the Company. The supervisory board is accountable to the meeting.
The competence of the Supervisory Board includes the following issues:- determination of the development strategy and main activities of the Company;
- approval of short-term and long-term financial and economic plans (business plans) of the Company and control over their implementation;
- convening a general meeting of shareholders and resolving issues related to its preparation and holding;
- making a decision on the issue of emissive securities by the Company, except for making a decision on the issue of shares;
- approval of a decision to issue equity securities, except for approval of a decision to issue shares;
- making a decision on the acquisition by the Company of its securities, except for making a decision on the acquisition of shares;
- approval of the value of the Company's property in the event of a major transaction and a transaction in which affiliates are interested, the issue (issuance) of securities, as well as in other cases established by law or this Charter, when it is necessary to determine the value of the Company's property, to complete the transaction, with which a decision of the General Meeting of Shareholders or the Supervisory Board of the Company is required;
- use of reserve and other funds of the Company;
- decisions on major transactions and transactions in which affiliates have an interest in accordance with Chapter 12 of this Charter;
- selection and approval of an audit organization (an auditor-individual entrepreneur) and determination of the essential terms of the contract for the provision of audit services with an audit organization (an auditor-individual entrepreneur), except as otherwise provided by legislative acts;
- approval of the terms of contracts with the managing organization (manager) and the appraiser;
- approval, in cases provided for by the Law, of the local legal acts of the Company;
- Coordination of transactions related to the acquisition, alienation or the possibility of alienation of real estate (except for transactions with this property, the decision on which, in accordance with Chapter 12 of this Charter, falls within the competence of the General Meeting of Shareholders).
- Coordination of transactions related to the acquisition, alienation or the possibility of alienation of machinery, equipment, vehicles, other movable property related to fixed assets, in the amount of more than one thousand base units per unit (except for transactions with this property, the decision on which is in in accordance with Chapter 12 of this Charter, falls within the competence of the General Meeting of Shareholders, as well as those committed by the Company in the course of its ordinary business activities);
- determining the recommended amount of dividends and the period for their payment;
- approval of the depositary and the terms of the depositary agreement, taking into account the requirements established by law;
- making a decision on the provision of gratuitous (sponsored) assistance in accordance with legislative acts;
- election of the director of the Company, early termination of his powers, except for cases when, in accordance with part three of Article 54 of the Law, the powers of the director of the Company are terminated early;
- determining the terms of remuneration for members of the executive bodies of the Company or the amount of remuneration for the services of the managing organization (manager);
- conclusion, amendment, termination and extension of an employment contract with a person exercising the powers of the sole executive body, including the determination of its terms;
- making decisions on incentives, bringing to disciplinary and financial liability of a person exercising the powers of the sole executive body, in cases and in the manner prescribed by law, this Charter and local legal acts of the Company;
- determination of the procedure for sending a person exercising the powers of the sole executive body on business trips and agreeing on the granting of vacations to him;
- establishment, in accordance with the law, of the procedure for leasing capital structures (buildings, structures) owned by the Company, isolated premises, parking spaces, and their parts owned by the Company;
- settlement of disputes between the bodies of the Company and its shareholders;
- determining corporate rules, monitoring the effectiveness of corporate governance practices in the Company;
- dealing with other issues provided for by the Law, other legislative acts and this Charter.
The issues specified in the first part of this clause cannot be referred to the decision of the executive body of the Company, unless otherwise established by the President of the Republic of Belarus.
Decisions of the general meeting of shareholders may determine the specific powers of the supervisory board within its competence as defined by this charter.
The current composition of the Supervisory Board:
- Mikhail Stepanovich Aksenevich - Chairman of the Supervisory Board, (representative of the state)
- Svetlana Ivanovna Lomeiko - Secretary of the Supervisory Board;
- Natalya Viktorovna Grak – Member of the Supervisory Board;
- Taisiya Vyacheslavovna Kovalenko – Member of the Supervisory Board;
- Elena Stanislavovna Levchuk – Member of the Supervisory Board.
- Chairman of the Supervisory Board:
Aksenevich Mikhail Stepanovich +375162591392 - Secretary of the Supervisory Board:
Lomeiko Svetlana Ivanovna +375164554281 - Member of the Supervisory Board, Legal Counsel:
Grak Natalya Viktorovna +375164554396 - Member of the Supervisory Board, chief accountant responsible for accrual and transfer of dividends:
Levchuk Elena Stanislavovna +375645289