Investor Presentaiton
Committees
of the Board of Directors
Strategy Committee of the Board of Directors
Audit Committee of the Board of Directors
Corporate governance
Sayyora
AYUPOVA
Chair of the Strategy
Committee¹
The Strategy Committee of PJSC Russian Aquaculture's
Board of Directors met in 2021 to discuss the Group's
development strategy for the next five years (2022-2026).
As a result, the Board of Directors received detailed
recommendations for the strategy implementation.
In 2022, the Strategy Committee will monitor the state
of the Company's work on current investment projects,
the INARCTICA corporate brand development
and promotion, and the pitching of a new product
category-ready-to-eat products. The Company views
these development vectors as key and most promising
at the moment.
The Strategy Committee's goal is to ensure
the Board of Directors' efficient defining of priorities,
strategic objectives, and general strategic principles
of the Company, and control over the programmes
and projects implementation, as well as to give
recommendations to the Board of Directors to this effect.
Committee's core competences:
•
•
making recommendations
to the Board of Directors on the priority business areas
and the overall development strategy of the Company
and its subsidiaries, and approval of an action plan
for the strategy implementation and refinement;
developing a corporate investment policy;
advising on the Company's dividend policy and a profit
and loss distribution procedure;
developing the Company's KPI and a long-term
assessment of its performance.
The Strategy Committee of the Board of Directors
as at 31 December 2021 was elected on 30 June 2021²
to include four members:
• Maksim Vorobyov, Chair of the Strategy Committee³;
.
Sayyora Ayupova;
.
Dmitry Vasilkov;
.
Arne Geirulv.
The Strategy Committee of the Board of Directors
had one meeting in 2021, held by videoconferencing.
All members of the Committee joined the meeting, where
the Russian Aquaculture Group's development strategy
for 2022-2026 was reviewed and refined, and relevant
recommendations were given to the Board of Directors.
Vladislav
POGULYAYEV
Chair of the Audit
Committee
Newly elected members of the Audit Committee
of the Company's Board of Directors held four meetings
to address current agenda items, the existing risk map,
and auditors' reports.
The Audit Committee has set a goal for H1 2022 to review
in detail how the Company handles key business risks,
and to update the approach to risk mitigation.
The Audit Committee aims to analyse the performance
of the Company's internal control, risk management,
and internal and external audit, as well
as to put forward recommendations to the Board
of Directors on the relevant decision-making. Also,
the Audit Committee monitors the financial activity
of the Company, analyses its financial statements
(including interim ones), and makes recommendations
for strict compliance with the applicable law
of the Russian Federation.
Committee's core competences:
•
•
•
monitoring completeness, accuracy, and reliability
of accounting (financial) statements of the Company,
which are compliant with RAS and the Company's
consolidated financial statements under IFRS;
monitoring the reliability and effectiveness
of risk management, internal control and corporate
governance, including the performance assessment
of the Company's risk management,
internal control, and corporate governance
practices, and the development of proposals
for their improvement;
handling the employment (termination)
and remuneration of the internal audit's head;
assessing the internal audit performance
and considering of proposals for its improvement;
assessing independence, objectivity, and a fact
of conflict of interest of external auditors, including
potential auditors assessment, proposals
for the external auditors employment, termination,
remuneration, and the terms of their engagement.
The Audit Committee of the Board of Directors is chaired
by an independent member of the Board of Directors,
meeting the recommendations of the Corporate
Governance Code of the Bank of Russia.
The Audit Committee of the Board of Directors was
elected on 30 June 2021² to include three members:
• Vladislav Pogulyayev (Chair);
• Roman Kashcheyev;
• Ekaterina Chernova.
In 2021, the Audit Committee held six meetings in person
and by videoconferencing, inter alia.
Its members reviewed the Company's reporting
under the International Financial Reporting Standards
(IFRS), auditor candidates, a risk map, business plan,
and other items within their remit.
* Elected Chair of the Strategy Committee since 7 April 2022.
2 Board of Directors Meeting Minutes No. 348 dated 30 June 2021.
3 Until April 2022.
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PJSC Russian Aquaculture | Annual Report 2021
www.russaquaculture.ru/en/
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