Corporate Governance

Corporate governance for JSC Lenenergo is a set of processes providing for management and control over its activity and comprising relations between shareholders, the Board of Directors and the Company's executive bodies in the interests of shareholders. The Company considers corporate governance to be means of increasing the Company's efficiency, strengthening its reputation and decreasing costs to attract capital.

Corporate governance in the Company is based on the following principles:

Accountability. The accountability of the Company’s Board of Directors to its shareholders in accordance with applicable laws provides guidance to the Board of Directors when developing a strategy and implementing management and monitoring activities of executive bodies of JSC Lenenergo.

The Company's Charter and internal documents strictly regulate the relationship between JSC Lenenergo and its shareholders, providing for accountability of the executive bodies to the Board of Directors and the General Meeting of Shareholders, and differentiating the competence between the Meeting of Shareholders, the Board of Directors and the executive bodies.

The General Meeting of Shareholders elects an Audit commission that performs internal financial and economic control of activities of the Board of Directors, management bodies and officials of the Company for conformity to the RF legislation, the Charter and internal documents of JSC Lenenergo.

The General Meeting of Shareholders annually approves an Auditor to audit and confirm the annual financial reporting of JSC Lenenergo. It performs an audit of financial and economic activity of the Company in compliance with requirements of the RF legislation based on the contract concluded.

Fairness. The Company undertakes to protect the rights of shareholders and to ensure equal treatment of all shareholders. The Board of Directors provides each shareholder with the possibility to get effective protection in case of infringement of the rights. Shareholders are entitled to participate in management of the joint-stock company by decision-making on the most important issues considering the activity of JSC Lenenergo at a General Meeting of Shareholders.

Transparency. The Company provides timely disclosure of trustworthy information on all material facts concerning its activity, including on its financial state, social and environmental performance, results of its operating performance, structure of ownership and management of JSC Lenenergo, as well as an accessible approach to such information of all stakeholders.

The Company timely meets the requirements on information disclosure by submitting reporting and informational materials to the Federal Service on Financial Markets of the Russian Federation, releasing information in the Neva Times newspaper, on the news line of the Interfax informational agency, and on the Company’s website in the Internet at www.lenenergo.ru, which is subject to disclosure in accordance with the requirements of the current legislation of the Russian Federation and internal regulations of JSC Lenenergo.

Responsibility. The Company acknowledges the rights of all stakeholders envisaged by the current legislation of the Russian Federation, and strives for cooperation with such privies in view of its further development and enhancement of financial stability.

Members of the Board of Directors, the Management Board, Director General, Acting Director General, and the managing organization (managing director) bear responsibility towards JSC Lenenergo for the losses to the Company caused by their actions (or failure to act).

Information on compliance by the Company with the Code of Corporate Conduct stipulated by the Federal Commission on Securities (FCS). JSC Lenenergo performs its activities in compliance with the principles and recommendations of the Code of Corporate Conduct, recommended for application to joint-stock companies by the Order of the FCS #421/r of 04.04.2002, and the Code of Corporate Governance of JSC Lenenergo.