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The Investor Protection Association (IPA) is a non-profit organization comprising 25 of Russia's largest institutional investors, dedicated to advocating for investor rights and promoting good governance. With a strong reputation, our association actively drives improvements in corporate governance, ensures compliance with laws protecting investors, and unites minority investors. We have facilitated the election of over 450 independent directors across numerous companies and engage in lobbying to enhance laws affecting investors. Through our extensive network, we support and safeguard the interests of our members.
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Investor Protection Association Who are we? We are a non-profitassociationof 25 of the largestinstitutionalinvestorsinRussia We have an untarnished reputation for fighting for investors’ rights and good governance We are Russia’s only association of institutional investors OurGoals OrganizationalStructure • The IPA was established by investors and is actively managed by investors • All key decisions are taken by the board of directors, which is comprised solely of representatives of our member funds • Systematic improvement of corporate governance in Russia • Uniting minority investors in voting at general meetings, so their collective voice has impact • Ensuring the observance of Russian laws with respect to investors’ rights
Investor Protection Association What do we do? (1/2) Areas Examples • In 2012,through the IPA’s efforts, about 50 independentdirectorswereelectedat over 30 public companies: • Veropharm, GAZ, Mostotrest, M-Video, Dixy Group, Cherkizovo Group,OGK-2, IDGC Holding and many IDGC companies • Since 2000, over 450 independentdirectorshave beenelectedto over 160 Russiancompanies, including: • Sberbank, RAO UES ofRussia, Rostelecom, FSK UES • Since 2007, we have had a history productive of cooperation withISS, the leading global proxy advisory firm • Our candidates are recognized by ISS as independent ConsolidateInvestors’ Votes 1 • At companies where the IPA’s independent directors are present, we: • Set up board of directors committees and otherwise make improvements to the work of the board of directors • Take a leading role in the development of corporate strategies • Negotiate with the majority shareholder for the establishment of KPI-based management motivation systems and internal control systems (independent internal auditing departments of various forms) • Block problematiс transactions and initiatives ImproveCorporateGovernance 2
Investor Protection Association What do we do? (2/2) Areas Examples Resolve Conflicts 3 • Take partinthe largestrestructuringsofpublic companies: • RAO UES ofRussia, Holdingof IDGC, Svyazinvest-Rostelecom reorganization • Engage in negotiations to resolve disputes: • GAZ dividend payout, forcedbuybackofsharesof7thContinent, obligatoryofferofPowerMachines • Pursue matters in the media and courts when negotiation fails • Ingosstrakh, Norlisk Nickel Other Activities 4 • We undertake lobbying activities to amend the laws concerning investors, and otherwise engage with government authorities • We are your trusted professional voting operations center in Russia • We are the best in Russia at ensuring that your votes are cast exactly as you want them to be • We are your always-on-call Corporate Governance experts in Russia • We are also building a new web-site, amending our charter, and are actively stepping up our outreach to western funds
Investor Protection Association Our members aresome of the largest funds in Russia 60% ForeignFunds: 40% RussianFunds: • Alfa-Bank • ATON • IC RUSS-INVEST • KIT-FINANS • Industrial investors • Prosperity Capital Management • Renaissance Capital • MC Leader • MC Uralsib • others • Deutsche Bank • East Capital • EOS Russia • Equinox • Fleming Family & Partners • NCH Advisors • PMI Marketing and Sales • PPF • Templeton • others Ourmembershave investedover$25bnintotheRussianeconomy Our many long-term members can attest to the value they’ve derived from IPA membership
Investor Protection Association Companies we currently deal with… Energetics Independent Directors from the IPA are present at: • Bank St. Petersburg – financials • Bashkirenergo – energy • VEROPHARM – pharma • GAZ – automotive • LSR Group – real estate • Cherkizovo Group – food industry • Dixy Group – retail • M.Video – retail • KuzbasskayaToplivnayaKompaniya – energy • Lenenergo – energy • Magadanenergo – energy • MOSTOTREST – construction/real estate • IDGCs: of the Volga, North Caucasus, North-West, Center, Center and Privolzhye, South – energy • 7th Continent • Silovye Mashiny • OGK-2 – energy • RAO Energy Systems of the East – energy • SelenginskyTsKK – paper production • Smolenskenergoremont – energy • SOLLERS – automotive • SolombalskyTsBK – paper production • Transsignalstroy – construction • Holding MRSK – energy • Bryansk Milk Combinate – food industry Automotive Real Estate & Contruction Active Shareholder Conflicts: Retail
Investor Protection Association Companies we currently deal with… Independent Directors from the IPA are present at: • Energy & Utilities • MRSK Holding • RAO Energy Systems of the East • OGK-2 • MRSKs: of the Volga, North Caucasus, North-West, Center, Center and Privolzhye, South • Smolenskenergoremont • Bashkirenergo • KuzbasskayaToplivnayaKompaniya • Lenenergo • Magadanenergo • Real Estate & Construction • LSR Group • MOSTOTREST • Transsignalstroy • Retail • DixyGroup • M.Video • Automotive • SOLLERS • GAZ • Other • VEROPHARM • Bank St. Petersburg • Cherkizovo Group • SelenginskyTsKK • SolombalskyTsBK • Bryansk Milk Combinate
Investor Protection Association Our contacts Demid Fedorov Head of Business Development +7 (985) 431-2169 fedorov@corp-gov.ru www.ipa-moscow.com