Attn.: Shareholders and Investors
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.
Rights of shareholders and current shareholder structure
All shareholders of Unipro PJSC enjoy equal and favourable conditions for exercising their rights in respect of the Company, including:
- participate personally or via representatives in the General Shareholders’ Meeting with the right to vote on all matters within their competence;
- submitting proposals to the agenda of the general meeting according to the procedure stipulated by the Russian legislation and the Charter;
- receiving information on the Company’s activities and review the Company’s documents in accordance with Article 91 of the Federal Law “On Joint Stock Companies”, other regulatory legal acts and the Charter;
- receive dividends declared by the Company;
- enjoy the preemptive right to acquire additional shares and issued securities convertible into shares placed by subscription in the amount proportional to the number of ordinary shares they hold, subject to the legislation of the Russian Federation;
- receive a part of the Company’s property in the event of liquidation;
- Exercise any other rights provided for by the laws of the Russian Federation and the Articles of Association.
A total of 301,606 persons were registered in the shareholder register of Unipro PJSC and held securities on their personal share accounts as of 31 December 2020.
Types of personal accounts |
2018, pcs |
2019, pcs |
2020, pcs |
2018, % |
2019, % |
2020, % |
Legal entities, including |
682 |
685 |
693 |
83,92 |
83,90 |
83,90 |
Uniper SE |
– |
– |
– |
83,73 |
83,73 |
83,73 |
federal government |
3 |
3 |
3 |
less than 0,01 |
less than 0,01 |
less than 0,01 |
Authorities of constituent entities of the Russian Federation |
4 |
4 |
4 |
less than 0,01 |
less than 0,01 |
less than 0,01 |
local authorities |
– |
– |
– |
– |
– |
– |
Private individuals |
299 761 |
300 256 |
300 321 |
1,38 |
1,37 |
1,36 |
Nominal holders |
12 |
11 |
11 |
14,69 |
14,72 |
14,73 |
Trustees |
4 |
4 |
6 |
less than 0,01 |
less than 0,01 |
less than 0,01 |
Shares in shared ownership |
576 |
575 |
574 |
0,01 |
0,01 |
0,01 |
Unidentified person’s account |
0 |
1 |
1 |
0 |
less than 0,01 |
less than 0,01 |
Total |
301 035 |
301 532 |
301 606 |
100 |
100 |
100 |
The Company did not issue any additional shares in 2020.
-
Uniper SE
-
Nominal holders
-
Private individuals
-
Other
Share circulation and market capitalisation
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 firsttier quotation list of the Moscow Stock Exchange on 01 September 2014.
Number of outstanding shares, pcs. |
63 048 706 145 |
Nominal value of 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 |
Date |
Market price, RUB |
Number of outstanding shares |
Market capitalisation, RUB |
31 December 2018 |
2,56 |
63 048 706 145 |
161 089 444 200 |
31 December 2019 |
2,79 |
63 048 706 145 |
175 905 890 145 |
31 December 2020 |
2,797 |
63 048 706 145 |
176 347 231 088 |
Dividends
Developing its Dividend policy, Unipro PJSC does not only comply in full with the Russian legal requirements but also balances interests of its shareholders with the Company’s needs in development, boosting its investment appeal and capitalisation.
The Board of Directors approved on 11 March 2019 (Minutes No. 270 dated 12 March 2019) the Regulation on Dividend Policy of Unipro PJSC developed according to the Russian laws and the Articles of Association.
All of the Company’s shareholders enjoy equal and fair terms in receiving a share of Company profits through dividends, including:
- a clear and transparent mechanism for calculating and paying dividends;
- payment of dividends in cash only;
- exclusion of instances when shareholders receive Company profits in any manner other than as dividends and liquidation value.
Based on the Company’s performance in 2008–2010, the General Shareholders’ Meeting made the decision to not pay out dividends.
Period, for which the dividends were paid |
Dividends per share, RUB |
Number of shares, 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 |
1Q2007 |
0,0030531 |
49130625974 |
150 000 715,12 |
25 May 2007 |
2011 |
0,05787978807 |
63048706145 |
3 649 245 749,81 |
29 June 2012 |
2012 |
0,289541278733806 |
63048706145 |
18 255 203 000 |
27 June 2013 |
2013 |
0,300188653732372 |
63048706145 |
18 926 506 217,51 |
26 June 2014 |
Based on retained earnings of previous years |
0,0793037685567795 |
63048706145 |
5 000 000 000 |
26 June 2014 |
2014 |
0,2776423960677 |
63048706145 |
17 504 993 843,32 |
26 June 2015 |
2015 |
0,197253780372175 |
63048706145 |
12 436 595 634,86 |
15 June 2016 |
9M 2016 |
0,0727 |
63048706145 |
7 180 481 826,37 |
08 December 2016 |
Based on retained earnings of previous years |
0.0431 |
|
|
|
2016 |
0,0936762922840 |
63048706145 |
5 906 169 025,05 |
23 June 2017 |
1Q2017 |
0,0173489836955 |
63048706145 |
1 093 830 974,95 |
23 June 2017 |
9M 2017 |
0,1110252759795 |
63048706145 |
7 000 000 000 |
07 December 2017 |
2017 |
0,1110252759795 |
63048706145 |
7 000 000 000 |
14 June 2018 |
9 mon. 2018 |
0,1110252759795 |
63048706145 |
7 000 000 000 |
07 December 2018 |
2018 |
0,1110252759795 |
63048706145 |
7 000 000 000 |
14 June 2019 |
9 mon. 2019 |
0,1110252759795 |
63048706145 |
7 000 000 000 |
03 December 2019 |
2019 |
0,1110252759795 |
63048706145 |
7 000 000 000 |
10 June 2020 |
9 mon. 2020 |
0,1110252759795 |
63048706145 |
7 000 000 000 |
07 December 2020 |
Report on dividends on the Company’s shares for 2020
In 2020, based on a resolution of the Annual General Shareholders’ Meeting, dividends for 2019 were declared in the amount of RUB 7.0 billion. The Extraordinary General Shareholders’ Meeting held on 07 December 2020 resolved to pay interim dividends in the amount of RUB 7.0 billion for nine months of 2020.
As of the date of approval of the annual report, payments on declared dividends for 9 months of 2020 were made 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).
The Company intends to continue to provide a high level of dividend yield to its shareholders in the future in accordance with the approved Dividend Policy of Unipro PJSC102-44
Relations with shareholders and investors
The Company organised a number of events in 2020 for interaction with shareholders and investors as part of its information policy:
- press conference with the participation of the federal media on the results of the disclosure of the Company’s performance under IFRS for 2019;
- a teleconference given by Unipro’s top managers for IFRS analysts and investors to review business results in 2019;
- regular meetings of the Company’s top management with analysts and investors for providing them with the information required to update investment models of Unipro PJSC;
- preparation of written responses and email responses to enquires from investors and shareholders.
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Dividend payments
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Updating the profile of a registered entity
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Inheritance
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Acquisition and purchase of shares
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Other
Registrar’s details
From 2009 to February 2020, the registrar of Unipro PJSC was R.O.S.T. Registrar JSC.
Due to the expiration of the registry maintenance agreement between Unipro PJSC and Independent Registrar Company R.O.S.T. JSC, the Company carried out procurement procedures under the Regulation on Procurement of Unipro PJSC. The winner of the procurement procedures was VTB Registrar JSC. By the decision of the Board of Directors dated 10 December 2019 (Minutes No. 283 dated 12 December 2019), the VTB Registrar JSC was approved as the registry holder of Unipro PJSC.
VTB Registrar JSC commenced its functions of the registry holder on 18 February 2020.
Detailed information on VTB Registrar JSC can be found in the “Contact Information” section
Disclosures
When disclosing information, the Company is guided by the current laws of the Russian Federation, the requirements of the Moscow Exchange PJSC, the Regulation on the Information Disclosure, as well as other requirements and regulatory acts.
Unipro PJSC discloses information in accordance with the Information Policy of Unipro PJSC, the main purpose of which is to ensure the highest possible degree of trust of the shareholders, potential investors, contractors and other stakeholders in the Company
The main objectives of the Information Policy include the following:
- ensuring timely and full disclosure of information about the Company to all the Related Parties in full compliance with the current laws of the Russian Federation, regulatory legal acts of regulatory bodies, rules of the securities market operators;
- ensuring neutral nature of the information upon Disclosure;
- enhancing transparency and confidence;
- setting the rules and procedure for communication of the information about the Company to all the Related Parties, the Company’s using various channels and methods of Disclosure being accessible for most Related Parties;
- ensuring information security and protection of the Company’s Confidential Information.
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Reliability
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Availability
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Protection
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Neutrality
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Timeliness
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Completeness
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Coherence
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Equality
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Regularity
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Balance
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Comparability
Main communication tools for information disclosure:
- Information disclosure at the Company’s official website (http://www.unipro.energy);
- publication of information in the News Bulletin of news agencies with notification of the securities market operators;
- use of a web page offered by one of the information distributors on the securities market, when the information is published on the Internet (except for publication in the News Bulletin);
- provision of information on paper and electronic media in cases stipulated in the current laws of the Russian Federation;
- provision of shareholders with access to information and documents and issuing copies of documents at their request in cases stipulated in the current laws of the Russian Federation, the Company’s Articles of Association and internal documents;
- provision of answers to shareholders ‘ requests for information;
- disclosure of information through the mass media;
- arrangement of public addresses of the Company’s representatives;
- organisation of meetings with representatives of the investment community, conferences and presentations;
- mailing of the requested information to the Related Parties;
- publication of information in booklets, brochures and other similar information media;
- participation in conferences, seminars, presentations and other public events.