2.3. Relations with shareholders and investors

As well as adhering to clear and efficient rules of corporate governance, the Company ensure continuous exchange of information with its external audience.

In its work with shareholders and representatives of the investment community, Unipro PJSC prioritises the key task of increasing investment attractiveness, which it achieves by increasing information transparency of information transparency, implementing a stable dividend policy, and increasing the liquidity of its securities.

Rights of shareholders

Unipro PJSC is one of the leading public joint stock companies in Russia by the number of its minority shareholders. The Company aims to ensure a constructive dialogue with its shareholders, avoiding bias in favour of any shareholder to the detriment of others.

All shareholders of Unipro PJSC enjoy equal and favourable conditions for exercising their rights in respect of the Company.

A total of 301,035 persons were registered in the shareholder register of Unipro PJSC and held securities on their personal share accounts as of 31 December 2018*.



Structure by types of personal accounts

Structure by types of personal accounts

2018, units

2017, units

2018, %

2017, %

Legal entities, including

682

674

83.92

83.92

Uniper SE

-

83.73

83.73

federal government

3

3

less than 0.01

less than 0.01

governments of Russian regions

4

4

less than 0.01

less than 0.01

local government

Private individuals

299,761

299,381

1.38

1.41

Nominal holders

12

12

14.69

14.66

Trustees

4

4

less than 0.01

less than 0.01

Shares in shared ownership

576

578

0.01

0.01

Total

301,035

300,649

100

100

The Company did not issue any new shares in 2018.

Shares at stock exchanges

The authorised capital of Unipro PJSC is RUB 25,219,482,458.37. According to Unipro’s Articles of Association, 63,048,706,145 full and 44,925,042,874/49,130,625,974 fractional uncertificated registered ordinary shares are issued with nominal value of RUB 0.40.

Unipro’s ordinary shares were listed in the first-tier quotation list of the Moscow Stock Exchange on 1 September 2014.

Outstanding shares

Number of outstanding shares

63,048,706,145

Nominal value per share, RUB

0.40

State registration number of the issue

1-02-65104-D

Date of state registration

19 April 2007

Authorised capital, RUB

25,219,482,458.37

ISIN code

RU000A0JNGA5

Ticker

UPRO

Total market capitalisation of Unipro PJSC

Date

Market price, RUB

Number of outstanding shares

Market capitalisation,
RUB

31 December 2016

2.88

63,048,706,145

181,895,517,228

31 December 2017

2.56

63,048,706,145

161,089,444,200

31 December 2018

2.56

63,048,706,145

161,089,444,200

Source: Moscow Exchange PJSC

Dividends

The dividend policy of Unipro PJSC complies in full with Russian legal requirements and ensures proper balance between the interests of shareholders and the Company’s needs as regards business development, investment appeal and capitalisation.

The Board of Directors approved the Regulation on Dividend Policy, prepared in accordance with Russian legislation and the Charter, on 31 July 2014 (Minutes No. 199 dated 1 August 2014).

All of the Company’s shareholders enjoy equal and fair terms in receiving a share of Company profits through dividends, including:



Dividend history of the Company

Period, for which the dividends were paid

Dividends per share,
RUB

Number of shares

Funds allocated to dividends,
RUB

Date of the resolution on payment of dividends

2005

0.01123

8,210,830,760

92,207,629.43

21 April 2006

2006

0.004071

49,130,625,974

200,010,787.54

25 May 2007

Q1 2007

0.0030531

49,130,625,974

150,000,715.12

25 May 2007

2011

0.05787978807

63,048,706,145

3,649,245,749.81

29 June 2012

2012

0.289541278733806

63,048,706,145

18,255,203,000

27 June 2013

2013

0.300188653732372

63,048,706,145

18,926,506,217.51

26 June 2014

Based on retained earnings of previous years

0,0793037685567795

63,048,706,145

5,000,000,000

26 June 2014

2014

0.2776423960677

63,048,706,145

17,504,993,843.32

26 June 2015

2015

0.197253780372175

63,048,706,145

12,436,595,634.86

15 June 2016

9M 2016

0.1158

63,048,706,145

7,301,040,171.7

8 December 2016

2016

0.0936762922840

63,048,706,145

5,906,169,025.05

23 June 2017

Q1 2017

0.0173489836955

63,048,706,145

1,093,830,974.95

23 June 2017

9M 2017

0.1110252759795

63,048,706,145

7,000,000,000

7 December 2017

2017

0.1110252759795

63,048,706,145

7,000,000,000

14 June 2018

9M 2018

0.1110252759795

63,048,706,145

7,000,000,000

7 December 2018

Based on the Company’s performance in 2008–2010, the General Shareholders’ Meeting resolved not to pay dividends for those years.

Report on Declared (Accrued) Dividends on Shares for 2018

In 2018, based on a resolution of the Annual General Shareholders' Meeting, dividends for 2017 were declared in the amount of RUB 7.0 billion. The Extraordinary General Shareholders’ Meeting held on 7 December 2018 resolved to pay interim dividends in the amount of RUB 7.0 billion for nine months of 2018.

As of 31 December 2018, the dividends were paid in full, except for amounts, which were unpaid due to reasons beyond the Company’s control (absence of accurate and necessary address data or bank details of the person entitled to receive dividends).



Information on the registrar of Unipro PJSC can be found in the “Contact Information” section

Disclosures

The information disclosure policy of Unipro PJSC aims to ensure efficient interaction of the Company with its shareholders, investors and other stakeholders, achieving the fullest exercise of their rights to obtain the information necessary for informed investment and management decisions.

When disclosing information, the Company is guided by the current laws of the Russian Federation, the requirements of the Moscow Exchange, the Regulation on the Disclosure of Company Information, as well as other requirements and regulatory acts.

The Company aims to ensure maximum openness and transparency of its operations based on a principle of active dialogue with stakeholders.

Information Disclosure Principles of Unipro PJSC

Regularity and efficiency

Accessibility

Completeness and accuracy

Balance between transparency and the protection of commercial interests

1) The key channel for information disclosure is the corporate website of Unipro PJSC, which publishes all necessary information about the Company's business, including information about material facts, events, management structure, and the results of financial and business operations.

The site contains the Articles of Association and internal documents, annual reports, accounting (financial) statements according to Russian standards and IFRS, presentations, press releases, consensus forecasts of analysts, an investor’s calculator, data on affiliates and other information that may affect the price of shares of Unipro PJSC.

2) In accordance with the requirements of the Regulation on Information Disclosure, Unipro PJSC also uses an Internet page provided by a distributor of information on the securities market (Interfax-TSRKI LLC) when publishing information that is subject to mandatory disclosure under Russian law.

3) In addition to its use of main information disclosure channels, Unipro PJSC regularly provides information on the Company's activities to federal and local media.

The Company organised a number of events in 2018 for interaction with shareholders and investors as part of its information policy:

Totally in 2018, 132 enquiries were received from shareholders, of which 93 were digital and 39 written.

Structure of shareholder enquiries in 2018, %