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    1. 4.1 The Memo of the Controlling Stockholder (PAO Rosseti) with Regard to the Controlled Grid Companies
    2. 4.2 Corporate Governance Practices
    3. 4.3 General Meeting of Stockholders
    4. 4.4 Board of Directors’ Progress Report
    5. 4.5 Board of Directors Committees
    6. 4.6 Corporate Secretary
    7. 4.7 Executive Bodies
    8. 4.8 Remuneration and Compensation Policy
    9. 4.9 Settlement of Competing Interests
    10. 4.10 Risk Management, Internal Control and Internal Audit
    11. 4.11 Board of Internal Auditors
    12. 4.12 Auditor
    13. 4.13 Management of subsidiaries and affiliates
    14. 4.14 Stockholder Equity and Securities

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4.7 Executive Bodies

The Company’s current operations are managed by the sole executive body (General Director) and collegiate executive body (CEBCollegiate executive body) or Executive Board. The EB operates under the charter and bylaw, adopted by the General Meeting (Regulations on the Executive Board). The Regulations stipulate the terms and procedure for the convention and conduct of meetings as well as mechanics of decision taking. The Executive Board manages current operations of the Company and reports to the Board of Directors and General Meeting. The Board is a group of competent specialists with outstanding expertise in relevant spheres, able to fulfill their duties in a due manner to manage the Company. The Company’s General Director is the Chair of the Executive Board in line with the Federal Joint-Stock Companies’ Law[65] and the Company’s Charter[66].

The purview of the General Director covers all issues of the day-to-day operations of the Company, minus issues referred to the competence of the Executive Board.

General Director

From 09 June 2022 to 11 September 2024 the Company was headed by Aleksandr Mikhailovich Pyatigor. Pursuant to the Board of Directors resolution[67], authorities of A.M. Pyatigor as the General Director were terminated due to a transfer to another position, First Deputy General Director – Chief Operating Officer V.A. Ryabushev was аppointed as the Acting General Director from 12.09.2024. Pursuant to the Board of Directors resolution[68], authorities of V.A. Ryabushev as the Acting General Director were terminated on 21.11.2024, Dmitry Aleksandrovich Vodennikov was appointed as the General Director since 22.11.2024.

Dmitry Aleksandrovich VODENNIKOV

General Director, Chair of the Executive Board (since 22.11.2024)

Year of birth: 1974

Educational background: Kurgan State University (Automation of Technological Processes and Manufacturing, 1996), FGAOU «People’s Friendship University of Russia» (Jurisprudence, 2021)

Employment for the past 5 years and service on governing and oversight bodies of other organizations:

Period Company Position
from to
2020 2024 PAOPublic Joint-Stock Company Rosseti Moscow Region’s branch – Moscow Cable Networks Branch Director
2017 2020 PAOPublic Joint-Stock Company FSK Federal Grid Company ofUES Executive Board Deputy Chair – Chief Operating Engineer, Executive Board member

Interest in the charter capital/Common stock owned (as of 31.12.2024): none.

Security transaction statements filed with the Company in 2024: none.

Borrowings from the Company: none.

Executive Board

The Charter envisages that the membership of the Executive Board is approved by the Board of Directors. As of 31.12.2024, the Executive Board consisted of 6 members[1]:

 

VODENNIKOV
Dmitry Aleksandrovich

General Director, Chair of the Executive Board (since 22.11.2024)

Year of birth: 1974

Educational background: Kurgan State University (Automation of Technological Processes and Manufacturing, 1996), FGAOU
“People’s Friendship University of Russia” (Jurisprudence, 2021)

Employment for the past 5 years and service on governing and oversight bodies of other organizations:

Period Company Position
from to
2020 2024 PAOPublic Joint-Stock Company Rosseti Moscow Region’s branch – Moscow Cable Networks Branch Director
2017 2020 PAOPublic Joint-Stock Company FSK Federal Grid Company ofUES Executive Board Deputy Chair – Chief Operating Engineer, Executive Board member

Interest in the charter capital/Common stock owned (as of 31.12.2024): none.

Security transaction statements filed with the Company in 2024: none.

Borrowings from the Company: none.

Interest in the charter capital of other companies: none

Information on the conflict of interest (incl. service on the governing bodies of other Company’s firms): none

RYABUSHEV
Vladimir Aleksandrovich

First Deputy General Director – Chief Operating Officer, Deputy Chair of the Executive Board

Executive Board member since: 2021

Year of birth: 1977

Educational background: Rudnenskyi Industrial Institute (Industrial Electricity Supply, 2000), SUSU (Retraining: Project Management of Business Development, 2019; master thesis on Management, 2021).

Employment for the past 5 years and service on governing and oversight bodies of other organizations:

Period Company Position
from to
2021 Present day NChOU DPO Educational Center of IDGCInterregional Distribution Grid Company of Urals Executive Board Chair
2022 Present day AOJoint-Stock Company EESK Board of Directors member

Interest in the charter capital/Common stock owned (as of 31.12.2024): none.

Security transaction statements filed with the Company in 2024: none.

Borrowings from the Company: none.

Interest in the charter capital of other companies: none

Information on the conflict of interest (incl. service on the governing bodies of other Company’s firms): none

DERYAGIN
Kirill Evgenyevich

Deputy General Director for Legal Affairs and Corporate Governance, Executive Board member

Executive Board member since: 2022

Year of birth: 1979

Educational background: Rostov State University (Jurisprudence, 2001)

Employment for the past 5 years and service on governing and oversight bodies of other organizations:

Period Company Position
from to
2022 2024 AOJoint-Stock Company EES Board of Directors member
2020 2022 PAOPublic Joint-Stock Company Rosseti First Deputy Head of Legal Affairs Department (as a second job)
2017 2022 PAOPublic Joint-Stock Company FSK Federal Grid Company ofUES First Deputy Head of Legal Affairs Department

Interest in the charter capital/Common stock owned (as of 31.12.2024): none.

Security transaction statements filed with the Company in 2024: none.

Borrowings from the Company: none.

Interest in the charter capital of other companies: none

Information on the conflict of interest (incl. service on the governing bodies of other Company’s firms): none

MIKHEEV
Dmitry Dmitriyevich

Deputy General Director for Sales, Executive Board member

Executive Board member since: 2023

Year of birth: 1983

Educational background: Altay State Technical University named after I.I. Polzunov (Electricity Supply of Industrial Enterprises, 2005), Altay Academy of Economics and Law (Institute) (Management, 2008)

Employment for the past 5 years and service on governing and oversight bodies of other organizations:

Period Company Position
from to
2019 2023 PAOPublic Joint-Stock Company Rosseti Head of Sales Department
2020 2022 PAOPublic Joint-Stock Company FSK Federal Grid Company ofUES Head of Sales Department
2012 2019 Ministry of Energy Deputy Head of Department – Head of Perspective Development of Power Sector Section

Interest in the charter capital/Common stock owned (as of 31.12.2024): none.

Security transaction statements filed with the Company in 2024: none.

Borrowings from the Company: none.

Interest in the charter capital of other companies: none

Information on the conflict of interest (incl. service on the governing bodies of other Company’s firms): none

SKLADCHIKOV
Vladimir Andreyevich

Deputy General Director for Technological Connection and Development of Additional Services, Executive Board member

Executive Board member since: 2023

Year of birth: 1986

Educational background: Russian Academy of Economics named after G.V. Plekhanov (Banking and Finance, 2008)

Employment for the past 5 years and service on governing and oversight bodies of other organizations:

Period Company Position
from to
2021 2022 PAOPublic Joint-Stock Company Rosseti Moscow Region Connection-related Construction Department Director
2023 2024 AOJoint-Stock Company EES Board of Directors member
2021 2021 AOJoint-Stock Company MOESK Engineering Deputy Director of Development Department
2019 2020 PAOPublic Joint-Stock Company Rosseti Kuban Deputy General Director for Development and Technological Connection
2017 2019 PAOPublic Joint-Stock Company MOESK Head of SC Relations Directorate

Interest in the charter capital/Common stock owned (as of 31.12.2024): none.

Security transaction statements filed with the Company in 2024: none.

Borrowings from the Company: none.

Interest in the charter capital of other companies: none

Information on the conflict of interest (incl. service on the governing bodies of other Company’s firms): none

OCHEREDKO
Olga Vyacheslavovna

Deputy General Director for Economics and Finance, Executive Board member

Executive Board member since: 2023

Year of birth: 1972

Educational background: Kuban State University (Economic and Social Planning, 1994)

Employment for the past 5 years and service on governing and oversight bodies of other organizations:

Period Company Position
from to
2008 2022 PAOPublic Joint-Stock Company Rosseti Kuban Head of Financial Section, Deputy Head of Financial Directorate, Head of Finance and Treasury Department, Deputy General Director for Economics and Finance
2023 Present day AOJoint-Stock Company EESK Board of Directors member
2023 2024 AOJoint-Stock Company EES Board of Directors member

Interest in the charter capital/Common stock owned (as of 31.12.2024): none.

Security transaction statements filed with the Company in 2024: none.

Borrowings from the Company: none.

Interest in the charter capital of other companies: none

Information on the conflict of interest (incl. service on the governing bodies of other Company’s firms): none

The Executive Board examines items during its meetings in a scheduled manner, factoring in resolutions of the General Meeting of Stockholders and Board of Directors as well as items proposed by the General Director and Executive Board members. The Board focused on specification of current plans and decisions to secure target achievement. The Executive Board also worked strenuously on materials and items to be approved by the Board of Directors, going deep into the issues to ensure high quality of the decisions.

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Year Executive Board meetings conducted Agenda items examined
Total In-absentia In-presentia
2024 27 23 4 132
2023 38 31 7 232
2022 39 37 2 287

Topics 2022 2023 2024
Internal control and audit, risk management 12 20 14
Items related to operations by affiliates 52 31 20
Control and reporting 96 56 33
Transactions 16 39 29
Other aspects 72 55 16
Strategy 39 31 20

During the reported period the Executive Board conducted

27 meetings, incl.

23 in-absentia meetings,

4 in-presentia meetings

Agenda items examined: 132

The most important agenda items reviewed by the Executive Board during the reported period

Topics Agenda items examined in 2024
Internal control and audit, risk management Adoption of 2024 and 2025 risk register, 2024 risk management activities, revised Internal Audit Department action plan for 2024.
Strategy Approval of the roadmap on the implementation of the single QoSquality of service standards, FY2025financial year 2025 business plan, incl. investment program, and 2026-2029 forecast.
Control and reporting Examination of progress reports with regard to the implementation of digital transformation programs, smart metering, business plan completion reports, covering investment program

[1] The directors consented the disclosure of personal data in the report in a manner, consistent with laws of the Russian Federation.