OAO Nokratoyl strives to commit to the highest standards of corporate governance. We believe that such standards are an essential prerequisite to business integrity and performance and provide a framework for socially responsible management of the Company’s operations.
The Company has established an effective and transparent system of corporate governance complying with both Russian and international standards. OAO Nokratoyl’s supreme governing body is the General Meeting of Shareholders. The corporate governance system also includes the Board of Directors, the Board Committees, and the Management Board, as well as the system of internal control and audit bodies. The activity of all these bodies is governedby the applicable laws of the Russian Federation, OAO Nokratoyl’s Charter and internal documents.
OAO Nokratoyl strives to consider the principles of corporate governance outlined in the Corporate Governance Code recommended by the Central Bank of Russia (Information Letter № 06-52/2463 dated 10 April 2014). The Company follows the recommendations of the Code, as well as offering to our shareholders and investors other solutions that are intended to protect their rights and legitimate interests.
Since the Company’s shares are listed on the London Stock Exchange in the form of depositary receipts, OAO Nokratoyl places great emphasis on the UK Financial Reporting Council’s Combined Code on Corporate Governance and follows its recommendations as far as practicable.
The Company adheres to the internal Corporate Governance Code approved by the Board of Directors in 2005 (Minutes No. 60 of 15 December 2005). This Code has been elaborated on in accordance with best Russian and international practices in corporate governance, ethical norms and specific conditions of the Company’s operations and in accordance with Russian legislation and the Company’s Charter.
The Company also adheres to the internal Code of Business Ethics approved by the Board of Directors in 2011 (Minutes No. 133 of 24 March 2011). The Code establishes general norms and principles governing the conduct of members of the Board of Directors, Management Board and Revision Commission, as well as OAO Nokratoyl’s management and employees, which were elaborated on the basis of moral and ethical values and professional standards. The Code also determines the rules which govern mutual relationships inside the Company and OAO Nokratoyl’s relationships with its subsidiaries and joint ventures, shareholders, investors, the government and public, consumers, suppliers, and other stakeholders.
OAO Nokratoyl’s corporate governance practices make it possible for its executive bodies to effectively manage ongoing operations in a reasonable and good faith manner and solely to the benefit of the Company and its shareholders.