Regulations on Dividend Policy


In accordance with paragraph 6.2. clause 6 of the Articles of Association of IDGC of Center, PJSC shareholders – owners of common nominal shares of the Company are entitled to receive dividends, declared by the Company.

Regulations on Dividend Policy (pdf, 250Kb)

Appendix to the Regulations on Dividend Policy (pdf, 268Kb)

In accordance with clause 7 of the Articles of Association of IDGC of Centre:

  • The Company is entitled to resolve on (declare) share dividend payment on the results of the first quarter, half-year, nine months of the fiscal year and (or) of the whole fiscal year. The decision on dividend payment (declaration) on the results of the first quarter, half-year or nine months of the fiscal year may be made within three months after the corresponding period. The Company must pay the declared dividends of the shares of each category (type).
  • The decision on dividend payment (declaration) including the decision on dividend mode and ways of payment for shares of different categories (types) is made by a resolution of the general meeting of the Company’s shareholders. The Company’s Board of Directors is entitled to resolve on non-payment of common share dividends.
  • The Company does not have a right to resolve on (declare) share dividend payment and to pay the declared share dividends in cases stipulated by the legislation of the Russian Federation.
  • The source of dividend payment is the Company’s profit after taxation (net profit of the Company). Net profit of the Company is determined by the data of the Company’s accounting statements.
  • The term of payment of dividends by the Company to a nominal holder and being a professional participant of the securities trustee, who are registered in the register of shareholders, shall not exceed 10 working days, and other persons registered in the registry of shareholders - 25 working days from the date on which the persons entitled to receive dividends are recorded. The date, on which, in accordance with the decision on payment (declaration) of dividends, persons entitled to receive them are recorded, cannot be earlier than 10 days from the date of the decision on payment (declaration) of dividends, and later than 20 days from the date of the decision. Dividends are paid to persons who are holders of shares of the relevant category (type) or those having in accordance with federal laws the rights of these shares at the end of the trading day on the date, on which, in accordance with the decision on payment of dividends persons entitled to receive them, are recorded. Payment of dividends is made in cash is paid by the Company by bank transfer or on its behalf by the Registrar maintaining the register of shareholders of the Company or a credit institution. Payment of dividends in cash to individuals, whose rights to shares are recorded in the register of shareholders of the Company, is made by postal order or with the appropriate application of these persons by transferring money to their bank accounts, and to other persons, whose rights to shares are recorded in the register of shareholders of the Company, by transferring money to their bank accounts. The obligation of the Company to pay dividends to such persons is considered to be executed from the date of receiving the transferred monetary funds by the federal postal service, or from the date of receipt of funds by a credit institution, which opened a bank account of the person entitled to receive such dividend. Persons, who are entitled to receive dividends and the right on whose shares is registered with a nominee holder of shares, receive dividends in cash in accordance with the legislation of the Russian Federation on securities. A nominee, who has been transferred the dividends to and who has not fulfilled the obligation to transfer them, set by the legislation of the Russian Federation on securities, for reasons beyond his control, is obliged to return them to the Company within 10 days after the expiration of one month from the date of expiry of the payment of dividends.

     
  • A person, who has not received the declared dividend due to the fact that the Company or the registrar has no accurate and appropriate address data or bank details, or due to a delay by the creditor, may apply with a claim to pay dividends (unclaimed dividends) within three years from the date of the decision on their payment. The time limit for making a claim for payment of unclaimed dividends when missed cannot be restored, except if the person having the right to receive dividends has not submitted this claim under the influence of violence or threats. After such a period declared and unclaimed dividends are restored in retained earnings of the Company and the obligation to pay them is terminated.

Payment criteria

Main criteria

Performance

Comments

2010

2011

2012

2013

2014

2015

1

Availability of net profit for the reporting period

Excluding the revenues and expenses derived from the revaluation of financial investments, positive exchange rate differences and other non-recurring (one-off) non-cash components of net profit

2

Debt/EBITDA < 3

The indicator is calculated on the basis of the current Regulations on the Credit Policy

Failing to perform the given criterion, then paying off debt is a priority over the payment of dividends

Additional criteria

1

Absence of significant technological failures


2

Performance of reliability indicator, set as KPI

3

Amounts of dividends paid are equal to the provided for by the Business plan, approved by the Company's Board of Directors

Dividends cannot exceed the planned in accordance with the Business plan, approved by the Company's Board of Directors, for the current year amount

Formula for calculating the amount of dividends

DIV = NP – RFpay’ – PP – PL,
where:

DIV  — total amount of net profit allocated to dividends;

NP — net profit for the reporting period (excluding the revenues and expenses derived from the revaluation of financial investments, positive exchange rate differences and other non-recurring (one-off) non-cash components), received taking into account long-term regulation parameters in respect of the company;

RFpay’— sum of mandatory contributions to the reserve fund and other funds in accordance with the Company’s Articles of Association;

PP — part of the profit allocated to investments, the development of the Company;

PL — part of the profit allocated to pay off previous losses from operations, if any (not more than 0,5*(NP – RFpay’– PP))


Back to Dividend policy