The Management Board of JSC Uralkali is a collective executive body. The General Director of Uralkali chairs the Management Board.
The General Director, being the sole executive body and the CEO of Uralkali, together with the Company's Management Board, are responsible for the day-to-day management of JSC Uralkali. They report to the Board of Directors for the efficient management of the Company.
Regulation on the Management Board (61Kb)Composition
Currently, the members of Uralkali's Management Board are as follows:
- Vladislav Baumgertner – Chairman of the Management Board and the General Director
- Sergey Diakov – Deputy General Director
- Andrey Alexandrov – Director for Orders' Management
- Irina Zaitseva – Director on procurement
- Alexander Kleiman – Director for Construction and Management of Fixed Assets
- Igor Vyletok – Director for Equipment Repair and Renewal
- Elena Samsonova – HR Director
- Victor Belyakov – Economy and Finance Director
- Vladimir Shanin – Director for Production
- Marina Shvetsova – Legal and Corporate Director
- Eduard Koridorov – PR Director
- Irina Yamilova – Transport and Logistics Director
- Sergey Durnovtsev – Information Technologies Director
Competence
General Provisions
1. The day-to-day operations of the Company shall be managed by the Management Board of the Company and the General Director of the Company. These executive bodies shall be accountable to the Board of Directors of the Company and the General Meetings of Shareholders.
2. The General Director of the Company shall simultaneously be the Chairman of the Management Board of the Company.
3. The rights and obligations of a member of the Management Board, the General Director in the exercise of direction over the Company's day-to-day operations shall be as defined in the Federal Law "On Joint Stock Companies", other legal acts of the Russian Federation, and the contract concluded between each of them and the Company. The contract on behalf of the Company shall be signed by the Chairman of the Board of Directors of the Company or by a person authorized by the Board of Directors of the Company.
4. The General Director of the Company and members of the Management Board of the Company may combine their service in the respective paid positions with positions in governing bodies of other organizations is probable only with sanction of the Board of Directors of the Company.
5. The Board of Directors of the Company may at any time terminate the contract with the General Director of the Company and members of the Management Board of the Company.
6. The Management Board of the Company and the General Director of the Company may not make decisions on the issues falling within the competence of the General Meeting of Shareholders of the Company and the competence of the Board of Directors of the Company. The Management Board and the General Director of the Company shall arrange the fulfillment of decisions made by the General Meeting of Shareholders and the Board of Directors of the Company.
Management Board of the Company
7. The Management Board of the Company shall be formed by the Board of Directors of the Company, which shall approve the size and manning of the Management Board of the Company. Members of the Management Board shall be appointed for the term of office of the Board of Directors, which has appointed them. The Board of Directors shall obtain from the person appointed to the position of a Management Board member a written consent to such appointment. The Board of Directors of the Company may at any time alter the size and manning of the Management Board of the Company.
8 A member of the Management Board may not be a shareholder in the Company. Only individual may be a member of the Management Board of the Company. No person disqualified in accordance with effective legislation may be a member of the Management Board.
9. The Management Board of the Company shall be competent:
(1) to define short-term objectives of operation of the Company;
(2) to tentatively approve the Company's annual budget and annual business plan of the Company and to submit them to the Board of Directors for consideration;
(3) to approve the accounting policy of the Company;
(4) to make recommendations for the Board of Directors on Company's participation in other organizations;
(5) to make a decision on production of the seals of the Company;
(6) to approve the conditions of the collective-bargaining agreement on the part of the Company, and to submit it to the General Director of the Company for signing;
(7) to appoint the persons specified in Clause 14.3 of this Charter;
(8) to exercise control over the execution of the budget of the Company;
(9) to exercise control over the implementation of the Company's business plan;
(10) to exercise control over the activity of the separate subdivisions, organization departments of the Company;
(11) to exercise control over the execution and fulfillment of civil-law contracts;
(12) to approve the internal documents: the Regulations on the Company's Trade Secret, the Internal Work Regulations;
(13) to appoint the Management Board's Secretary, to determine the amount and procedures of payment of his consideration;
(14) to make decisions on the issues proposed to the Management Board by the General Director of the Company.
10. The Management Board shall make decisions at its meetings.
Minutes shall be kept at Management Board meetings.
The Chairman of the Company's Management Board of the Company shall call its meetings on his own initiative, upon request from a member of the Board of Directors of the Company, a member of the Management Board.
11. A Management Board meeting shall be deemed competent (has a quorum) if attended by the members of the Management Board comprising one-half or more of the membership of the Management Board of the Company.
12. Decisions at the Management Board's meetings shall be made by a simple majority vote of the members of the Management Board of the Company taking part in the meeting.
13. All meetings of the Management Board shall be held in the form of joint presence (meeting).
14. During decision-making at a meeting of the Management Board, each member of the Management Body shall have one vote. A member of the Management Board may not transfer vote to another person, including another Management Board member. In the event of a tie during decision-making, the Chairman of the Management Board shall have the casting vote.
15. The procedures and terms for calling meetings of the Management Board of the Company and procedures for decision-making by the Management Board of the Company shall be as prescribed in this Charter and in the Regulation on the Management Board of the Company, which shall be approved by the General Meeting of Shareholders of the Company.
General Director
16. The Board of Directors of the Company shall appoint the Company's General Director for the term determined in the labor contract, but for no more than two years.
17. The General Director shall have higher education. No person disqualified in accordance with effective legislation may be the General Director.
18. The General Director shall act on behalf of the Company without a power of attorney, including, representation of the Company's interests before all organizations and in its dealings with individuals, both in and outside the Russian Federation.
19. The General Director shall:
(1) make transactions on behalf of the Company. The General Director shall make the transactions, which require approval from the General Meeting of Shareholders or the Board of Directors of the Company or another go-ahead decision from such bodies under the Federal Law "On Joint Stock Companies", after such approval or decision has been obtained;
(2) approve the staffing structure;
(3) issue orders (directions) and give instructions binding on all of the Company's employees;
(4) execute a collective-bargaining agreement on behalf of the Company with the employees of the Company on the conditions approved by the Management Board of the Company;
(5) execute employment contracts with the Company's employees, award incentives to them, and discipline them;
(6) issue powers of attorney;
(7) delegate his powers by appointing an acting General Director or another person authorized to make decisions on the specified range of issues. Grounds for the appointment of an acting General Director shall be only the vacation, business trip, and temporary incapacity;
(8) approve the Company's internal documents other than those subject to approval by the General Meeting of Shareholders, the Board of Directors and the Management Board of the Company under the Federal Law "On Joint Stock Companies" and this Charter; and
(9) make decisions on other issues, not assigned to the exclusive competence of the General Meeting of Shareholders, the Board of Directors and the Management Board of the Company by legislation and this Charter.
20. The General Director shall make decisions within his competence at his own discretion. The decisions of the General Meeting of Shareholders, the Board of Directors, and the Management Board of the Company which have been made within their competence shall be binding on the General Director of the Company.