Information Concerning the Structure and Jurisdiction of Bodies Exercising Control of the Issuer’s Financial and Economic Activities and Concerning the Organization of the Risk Management and Int




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2.4.4. Legal Risks


The Company builds its activities on compliance with the applicable legal regulations of the Russian Federation, including currency, tax, and customs laws, and monitors amendments thereto on an ongoing basis.

The Company does not expect any short-term major risk in its financial and economic activities associated with radical changes in tax law and currency control or changes in the rules of customs control and duties.

In general, to minimize various legal risks the Company, on a mandatory basis, conducts preliminary legal review of planned corporate procedures, conducted transactions and other aspects of financial and economic activities provided for by the applicable laws and/or Articles of Association of the Company. Additionally, the Company updates local regulatory documents with respect to claim-related work.

Compliance risk.

Activities of the Company and SDCs are governed and overseen by Russian authorities and agencies, primarily by the following: Federal Antimonopoly Service; Federal Taxation Service; Ministry of Energy; Bank of Russia Financial Markets Service; Federal Service for Environmental, Technological and Nuclear Supervision; etc. Furthermore, as government-linked companies, the Company and SDCs implement ordinances and instructions issued by the Government of the Russian Federation, and their proper use of budgetary funds allocated for significant capital investment projects is supervised by the Accounts Chamber of the Russian Federation.

Due to the placement of the Company’s financial instruments on Russian and UK trading floors, the Company satisfies the requirements laid down in Federal Law No. 224-FZ of July 27, 2010, “On Combating Insider Information Misuse and Market Manipulation and on Amendments to Certain Legislative Acts of the Russian Federation,” Federal Law No. 251-FZ of July 23, 2013, “On Amendments to Specific Legislative Acts of the Russian Federation in Connection with the Transfer of the Authority to Regulate, Control, and Supervise Financial Markets to the Central Bank of the Russian Federation,” Federal Law No. 149-FZ of July 27, 2006, “On Information, Information Technology, and Information Protection,” regulations of the Bank of Russia, Federal Law No. 39-FZ of April 22, 1996, “On the Securities Market,” Federal Law No. 208-FZ of December 26, 1995, “On Joint-Stock Companies,” and Directive 2003/6/EC of the European Parliament and of the Council on insider dealing and market manipulation (market abuse) as incorporated into English law as applicable to the Company’s activities.

In order to minimize the compliance risk, PJSC ROSSETI and PJSC ROSSETI’s SDCs set up a vertically integrated unified system of anti-corruption. The Board of Directors of PJSC ROSSETI approved a restated version of the Anti-Corruption Policy of PJSC ROSSETI and Subsidiaries and Dependent Companies of PJSC ROSSETI subject to the provisions of the Anti-Corruption Charter of the Russian Business. In accordance with PJSC ROSSETI’s standard forms, PJSC ROSSETI’s SDCs approved a number of regulations and orders governing measures to prevent and combat corruption.

In addition, as required by PJSC ROSSETI, PJSC ROSSETI’s SDCs take all necessary measures to prevent transactions with persons affiliated or otherwise connected with employees of PJSC ROSSETI’s SDCs.

The Company started the process of automating the collection and verification of information on income, expense, property, and property obligations in PJSC ROSSETI and PJSC ROSSETI’s SDCs.

Each of SDCs’ employees has signed an addendum to the employment contract (Anti-Corruption Policy Compliance Agreement).

Declarations of conflicts of interest of candidates for vacant positions are verified, and a report is made on the results of verification for each candidate.





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Information Concerning the Structure and Jurisdiction of Bodies Exercising Control of the Issuer’s Financial and Economic Activities and Concerning the Organization of the Risk Management and Int

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