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Press Release on Decisions Adopted by the Board of Directors on November 16, 2018

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angle-left null Press Release on Decisions Adopted by the Board of Directors on November 16, 2018
16.11.2018

Press Release on Decisions Adopted by the Board of Directors on November 16, 2018

On November 16, 2018, a meeting of the Board of Directors of PJSC TransContainer was held, at which:

1.    The key parameters of the budget and investments of PJSC TransContainer for 2019 were taken into account.

2.     It was agreed to purchase rolling stock and large-capacity containers for delivery in 2019, including the implementation of procurement procedures and the conclusion of contracts for these purposes in 2018.

3.    The issue of the structure of the rolling stock fleet until 2021 and proposals for changing the current procurement process were considered.

4.    A list of companies controlled by PJSC TransContainer was approved, the position of the Company (representatives of the Company) on the agenda items of the management bodies of which is determined by the Board of Directors.

5.    The concurrent holding of positions in the governing bodies of other companies by the members of the Management Board of PJSC TransContainer was approved.

6.    The candidate for election to the Board of Directors of Kedentransservice JSC was approved.

7.    The conditions of the labor contract with the General Director of the Company were determined in accordance with the supplementary agreement to the labor contract dated June 29, 2018.

8.    It was decided to liquidate the representative office of PJSC TransContainer in the Republic of Abkhazia.

9.    Information on the implementation of the resolutions of the annual General Shareholders Meeting of PJSC TransContainer dated May 15, 2018 was taken into account.

10.    The report on implementation of the Company’s Credit Policy as of June 30, 2018 was taken into account.

11.    To take into account the report on implementation of the critical risks action plan for the 2nd quarter of 2018.

12.    The conclusion of a supplementary agreement to Freight Forwarding Agreement No. ЦКП-758443 between PJSC TransContainer and JSC Russian Railways Logistics on the conditions specified in the resolution was approved.

13.    The report on the implementation of the TransContainer for Children Charity Program for Q1 2018 was taken into account.

14.    The provision of targeted charity support to employees and non-working pensioners of PJSC TransContainer, raising their families of children with disabilities and disabled since childhood (50 persons), as well as the provision of charity support to the honorary employee of PJSC TransContainer was approved.

15.    Amendments to the Regulations on the Procedure for the Procurement of Goods, Work and Services for the Needs of PJSC TransContainer were approved.

16.    Agreement No. TsKP-637250 dated December 29, 2016 between PJSC TransContainer and UNICO LOGISTICS CO. LTD was approved on the conditions specified in the resolution.

17.    The following resolutions were adopted on the issue “On convocation of the extraordinary General Shareholders Meeting of PJSC TransContainer”:

1) to convene an extraordinary General Shareholders Meeting of PJSC TransContainer;

2) to determine the form of the extraordinary General Shareholders Meeting to be joint attendance with preliminary dispatch of ballots;

3) to determine the date of the extraordinary General Shareholders Meeting: – January 18, 2019;

4) To determine the venue of the extraordinary General Shareholders Meeting: 4 Oruzheyniy Pereulok, conference hall, Moscow;

5) to determine the time of the extraordinary General Shareholders Meeting - 11:00 a.m. Moscow time;

6) To determine the place and time of registration of shareholders (their proxies) to be Moscow, 19 Oruzheyniy Pereulok, conference hall, 10 a.m. Moscow time;

7) to determine the date of making the list of persons entitled to participate in the extraordinary General Shareholders Meeting – November 27, 2018;

8) to elect Kristina Anatolievna Galkina secretary of the extraordinary General Shareholders Meeting;

9) to designate the representative of the Company’s registrar – Status Registrar Company JSC as the person serving as the counting commission at the extraordinary General Shareholders Meeting;

10) to approve the following agenda of the extraordinary General Shareholders Meeting:

- on termination of powers of members of the Board of Directors of the Company ahead of schedule;

- on election of members of the Board of Directors of the Company;

- on approval of the restated Articles of Association of PJSC TransContainer;

11) to approve the form and text of the notice of the extraordinary General Shareholders Meeting;

12) to post a notice of the extraordinary General Shareholders Meeting of the Company on the Internet information and telecommunications network on the Company’s website www.trcont.com no later than November 28, 2018;

13) to determine the deadline for accepting shareholders’ proposals on nominating candidates for election to the Company’s Board of Directors – December 19, 2018;

14) to determine the following list of information (materials) submitted to persons entitled to participate in the extraordinary General Shareholders Meeting:

- information about the persons who nominated candidates for election to the Board of Directors of the Company;

- information about the candidates included in the list of nominations for election to the Board of Directors of the Company;

- information about the absence/existence of written approvals of the candidates nominated for election to the Board of Directors of the Company;

- draft amended Articles of Association of PJSC TransContainer;

- table of amendments to the Articles of Association of PJSC TransContainer;

- draft resolutions on items of the agenda of the extraordinary General Shareholders Meeting (ballot);

15) To determine that persons entitled to attend the extraordinary General Shareholders Meeting may familiarize themselves with this information in the premises of the executive body of the Company at: 19 Oruzheyniy Pereulok, room 227, Moscow, from December 19, 2018 to January 18, 2019 on business days from 10:00 a.m. to 5:00 p.m. Moscow time and on the website of the Company www.trcont.com from December 19, 2018;

16) to provide video broadcasting of the General Shareholders Meeting on the Company’s website.

 

Corporate Secretary of

PJSC TransContainer

K.A. Galkina

Tel. +7 (495) 788-17-17, ext. 1378