Our corporate governance system is designed to comply with the regulatory obligations associated with our two stock exchange listings in Russia and the US as well as to balance the interests of our shareholders, the Board of Directors, Management Board, employees and other stakeholders.
The General Meeting of Shareholders is the supreme management body of MTS in which the shareholders participate in the supervision, decision-making and control of the Company. The Board of Directors provides leadership to the Company and is responsible for its long-term success through the organization of an effective general management. In order to increase the efficiency of decisions taken by the Board of Directors, to exercise a detailed preliminary review of the most important issues and to prepare the recommendations there are several Committees under the Board of Directors. A key role in formulating and executing of the Company’s strategy, setting targets, efficient implementation of resolutions of the Board of Directors and day-to-day operative management belongs to the Executive Bodies of the Company — the President (sole executive body) and the Management Board (collective executive body).
- comprehensive protection of shareholder rights and interests;
- information transparency;
- single corporate policy in respect of subsidiaries;
- independence of the Board of Directors in defining the Company’s strategy, approval of
- business plans and making other important decisions;
- control over management activities;
- compliance with business ethics;
- doing business in a socially responsible way to assure sustainable development of the Company.
As a foreign private issuer (defined in Rule 3b-4 of the Exchange Act), MTS must disclose any significant difference in corporate governance practice under Russian law and that followed by U.S. companies listed on the NYSE. These differences are summarized here.