Corporate Governance Standards
The Corporate Governance Code and the Code of Ethics were developed according to the requirements and recommendations of the NYSE, the U.S. Securities and Exchange Commission (SEC), as well as recommendations of the Federal Financial Markets Service (FFMS) of Russia stipulated in the Code of Corporate Conduct and essential for all the companies listed on the major Russian stock exchanges.
Dividend Policy
On December 26, 2011, the Board of Directors approved Rostelecom’s restated version No.2 of Dividend Policy, which stipulates dividend calculation procedure, terms and payment periods, as well as procedures to determine the list of persons entitled to receive dividends.
Information Disclosure Policy
On December 30, 2008, the Company's Board of Directors approved new version No.1 of the Information Disclosure Policy. The Policy sets forth the major principles regarding mandatory information disclosure as required by applicable legislation, as well as disclosure of additional information relevant to global investors.
Insider Trading Policy
On December 30, 2008, the Company's Board of Directors approved new version No.1 of the Insider Trading Policy of Rostelecom, aimed at preventing trading in Company's securities and other issuers on the basis of material information that is not publicly available.
Whistleblower Procedure
On October 2, 2008, the Company's Audit Committee approved restated version No. 1 of the Regulation on receiving, reviewing and retaining complaints and claims related to accounting, accounting internal control procedures, fraud, audit examinations and the Code of Ethics compliance at Rostelecom.
Differences in U.S. and Russian corporate governance practices
Pursuant to Section 303A.11 of the NYSE Rules, Rostelecom is required to disclose in brief summary any significant ways in which its domestic (Russian) corporate governance practices differ from those followed by U.S. listed companies under the NYSE Rules.
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