Board of directors

The Board of Directors exercises general management of the Company’s business. The jurisdiction of the Board of Directors includes areas related to the strategic management of the Company’s business.

Among the obligations of the Board of Directors is the determination of the Company’s development priorities within its main operational guidelines. In view of the strategic importance of the goals set by the Board of Directors, its members must gain the support of the Company’s shareholders and ensure that they fulfill their roles effectively.

In accordance with the Gazprom Neft PJSC Articles of Incorporation the Board of Directors shall be composed of 13 people. The majority of members of the Gazprom Neft PJSC Board of Directors are elected, as recommended by the controlling shareholder PJSC Gazprom.

The Gazprom Neft PJSC Board of Directors is largely independent of the Company’s management: the only executive director on the Board of Directors is the Chairman of the Gazprom Neft PJSC Management Board, A. V. Dyukov.

Secretary of the Board of Directors

The Secretary of the Board of Directors handles effective regular interaction with shareholders and the coordination of the Company’s actions to protect the rights and interests of shareholders, and also supports the effective work of the Board of the Directors.

The main tasks of the Secretary of the Board of Directors are: to ensure the Company’s governing bodies and officials comply with the corporate governance rules and procedures prescribed by the laws of the Russian Federation and the Company’s Charter and internal documents; to prepare for and hold the General Meeting of Shareholders and meetings of the Board of Directors and its committees; to disclose information about the Company; and improve corporate governance practices.

The Secretary of the Board of Directors is appointed by the Board of Directors based on the recommendation of the Chairman of the Board of Directors.

  • organisational and information support for the work of the Board of Directors and its committees;
  • preparing for and holding General Meetings of Shareholders;
  • providing assistance to the Chairman of the Board of Directors in organising and planning the work of the Board of Directors;
  • organising the storage of documents of the Board of Documents;
  • monitoring the implementation of the decisions of the Board of Directors;
  • interaction with members of the Board of Directors, consulting members of the Board of Directors on corporate governance matters and the provision of the necessary documents and information to members of the Board of Directors;
  • ensuring the disclosure of information about the Company;
  • organising interaction between the Company and its shareholders;
  • performing other functions in accordance with the Regulation on the Board of Directors, the Company’s internal documents and the instructions of the Chairman of the Board of Directors.

The Secretary of the Board of Directors Gazprom Neft — Nenadyshina Viktoriya Vyacheslavovna, Head of Corporate and Project Support Department, Executive Director for Legal Support and Corporate Governance, Gazprom Neft PJSC.