ABOUT US

Corporate governance

In accordance with the principles of transparency, Sistema-Hals continually strives to improve dialogue with its investors. Sistema-Hals' corporate governance policy has evolved to meet the expectations of the Russian and international investment communities and to take account of changes in Russian legislation.

The company has produced consolidated financial accounts in accordance with US GAAP standards since 2003. Its accounts are audited by one of the world's leading companies, Deloitte & Touche.

Ahead of its Initial Public Offering Sistema-Hals took a number of necessary steps to improve its corporate governance practices. Over a relatively short period, the company transitioned to an entirely new level of corporate governance in relation to all of its existing institutions. In 2006, Sistema-Hals' Board of Directors was joined by two independent directors: Douglas Daft, former Chairman of the Board of Coca-Cola, and Valery Telichenko, Rector of the Moscow State University of Civil Engineering. The Board of Directors also formed committees for auditing, strategy, corporate governance nomination and compensation.

In 2007 the number of independent directors on the Board of Directors was increased to three: Douglas Daft; John Gummer, a Member of the UK Parliament; and Robert Tsenin, the former Financial Director of the Lend Lease Corporation.

1. Regulations on remunerations payable to members of the board of directors | PDF/68.6 kb
2. Regulation of the management board (new version) | PDF/121.8 kb
3. Regulation of the board of directors (new version) | PDF/64.2 kb
4. Regulations on general meeting of shareholders (new version) | PDF/186.6 kb
5. Amendments to Code of Corporate Conduct 09.10.2009 | PDF/6.8 kb
6. Amendments to Regulations on Audit Committee 09.10.2009 | PDF/7.8 kb
7. Regulations on the Board of Directors (old version) | PDF/130.9 kb
8. Charter of joint stock company Sistema-Hals | PDF/410.7 kb
9. Amendments to the Charter dated 19.01.07 | PDF/136.8 kb
10. Bylaw on the General meeting of Shareholders (old version with amendments) | PDF/176.0 kb
11. Regulation of the management board (old version) | PDF/67.3 kb
12. Regulation on the President | PDF/263.3 kb
13. Regulation on the Corporate Secretary | PDF/104.9 kb
14. Code of Corporate Conduct | PDF/262.9 kb
15. Dividend Policy Regulation | PDF/123.0 kb
16. Regulations on the Audit Committee | PDF/269.4 kb
17. Regulation on the Corporate Governance Committee | PDF/133.5 kb
18. Regulation on the Nomination and Compensation Committee | PDF/149.8 kb
19. Regulation on the Strategy Committee | PDF/130.5 kb
20. Regulation on significant events | PDF/108.8 kb
21. Regulations on the Audit Commission | PDF/721.7 kb
22. Regulation on settling corporate disputes | PDF/96.1 kb
23. Ethics code | PDF/93.9 kb
24. Bylaw on information policy | PDF/758.1 kb
25. Bylaw on Insider trading | PDF/655.5 kb
26. Procedure regulations of internal control over financial activity | PDF/380.7 kb