25 June 2019, Moscow. – PJSC Aeroflot – Russian Airlines (“Aeroflot” or “the Company”) today held its Annual General Meeting of shareholders (AGM). Aeroflot shareholders elected the new composition of the Board of Directors and approved motions on other agenda items.
The AGM approved payment of dividends for the 2018 financial year equivalent to 50% of Aeroflot Group’s net profit under International Financial Reporting Standards (IFRS). The total dividend payment will be RUB 2,856.5 million, or RUB 2.6877 per share. Payment will be made in compliance with the legally required procedure by 9 August 2019. The AGM approved 5 July 2019 as the cut-off date to determine shareholders eligible to receive the dividends.
The Annual Report and financial statements for 2018 presented by the Company were approved.
The AGM also approved a new edition of PJSC Aeroflot's Charter and Regulations relating to corporate governance. These internal documents were updated in accordance with the amendments made to the Federal law "On Joint Stock Companies". In addition to incorporating legislative changes, the new editions of the internal documents also include the new address of Aeroflot's central office, a number of recommendations related to the Corporate Governance Code and technical amendments. The new version of the Charter and Regulations also provides for the introduction of a Deputy Chairman of the Board of Directors position who will act as Chairman in the latter’s absence at a meeting of the Board.
The new 11-member composition of the Board of Directors was approved as follows:
The five members of the Internal Audit and Revision Commission were approved as follows:
A number of related-party transactions were approved, including transactions regarding commercial management by PJSC Aeroflot of JSC Rossiya Airlines flight traffic under the agreement for joint flight operation code-sharing / block seats and lease (operating leasing) by LLC Pobeda of ten new Boeing 737-800 aircraft with CFM International S.A. engines.
Following a competitive tender process, the auditor for PJSC Aeroflot’s RAS financial statements for 2019 was confirmed as JSC HLB Vneshaudit, and the auditor for the consolidated financial statements under IFRS of Aeroflot Group for 2019 as PricewaterhouseCoopers Audit.
The Company's participation in the Digital Transportation and Logistics Association was approved.