Corporate secretary GRI 2‑9, 2‑15
The Company’s Corporate Secretary regularly performs the following tasks:
- liaising with shareholders, the Board of Directors, and Company management;
- assisting in the prevention of corporate conflicts;
- organising and managing meetings or absentee voting for decision‑making by the General Shareholders Meeting;
- supporting the operations of the Board of Directors and its committees;
- managing the Company’s information disclosure in line with applicable laws;
- liaising with state authorities, the securities market regulator, the stock exchange, and other entities (organisations) regarding the activities of the Company’s governing bodies, corporate governance practices, and protecting shareholder rights and legitimate interests;
- monitoring legislation and corporate governance practices in Russian companies;
- continuously improving the Company’s corporate governance framework and practices, and other matters.
The Corporate Secretary operates in accordance with applicable Russian laws, FESCO’s Articles of Association, Regulations on the Corporate SecretaryApproved by resolution of the Board of Directors on 21 October 2025 (Minutes No. 18/25 dated 21 October 2025). Until 21 October 2025, the Regulations approved by resolution of the Board of Directors on 6 February 2019 (Minutes No. 1/19 dated 7 February 2019) were in effect., other FESCO internal documents, and resolutions of the General Shareholders Meeting and Board of Directors.
In the reporting period, the Regulations on the Corporate Secretary were aligned with FESCO’s Articles of Association and its revised version was approved by the Board.
Functionally reporting to the Board of Directors while administratively reporting to the CEO, the Corporate Secretary serves as secretary at General Shareholders Meetings, Board of Directors meetings, and its committee sessions.
The Office of the Corporate Secretary performs its functions under the Corporate Secretary’s supervision and comprises the Corporate Governance Support Centre and the Corporate Resolution Oversight Centre.
Corporate Secretary’s tasks
- maintaining and enhancing effective corporate governance practices across the Company and FESCO Group;
- providing organisational and informational support for the General Shareholders Meeting, Board of Directors, and Board committees;
- coordinating interaction among Board members, shareholders and the executive body to ensure Board effectiveness;
- ensuring governing bodies and employees comply with Russian laws and FESCO’s Articles of Association and internal documents, thereby securing shareholder rights and legitimate interests;
- disclosing information about FESCO as required by the laws on the securities market and managing insider information.
In the reporting year, the Corporate Secretary focused on achieving FESCO Group’s business goals, securing consistent and efficient work of the governing bodies against the background of restrictive measures, maintaining a sustainable level of corporate governance and its adaptation to the impact of geopolitical and sanctions factors, as well as on improving procedures for monitoring and overseeing the execution of decisions made by the Company’s corporate bodies.
Dmitry Tvardovsky holds the position of the Corporate Secretary and Secretary of the Board of Directors of FESCO.
Year of birth: 1981.
Education: higher.
Primary employment: FESCO.
Position: Head of the Corporate Secretary Office, Corporate Secretary.
Nationality: Russian Federation.
Holds no shares or other securities in the Company.