Corporate governance

Pursuant to Federal Law No. 208-FZ dated December 26, 1995 "On Joint-Stock Companies" and the SFI Charter, the General Meeting of Shareholders is the SFI's supreme governance body. The activities and competence of the General Meeting of Shareholders are governed by the joint-stock company laws of the Russian Federation, the provisions of the Charter, and the Regulations on the Procedure for Convening and Holding General Meetings of Shareholders of PJSC "SFI" (version 3).

SFI strives to ensure the highest level of protection of shareholders' rights to participate in managing the holding, including the rights to participate in the General Meeting of Shareholders and to vote on issues on its agenda, as well as the rights to receive profits in the form of dividends.

The Board of Directors is the main body in the Company's corporate governance framework. The key goals of the Board of Directors are long-term growth in the Company's assets value; protection of rights and interests of the shareholders and providing complete, accurate, and timely public information about the holding. The current composition of the Board of Directors of SFI was formed in accordance with the decision of the annual meeting of Shareholders of the Company on June 5, 2024.

The committees carried out preliminary material reviews and made recommendations on a number of issues important to SFI. After being reviewed at committee meetings, decisions on these issues were adopted at the Annual General Meeting of Shareholders and at meetings of Board of Directors. There are two Committees under the Board of Directors – Audit and risks Committee, Remuneration and Nominations Committee.

The Corporate Secretary of SFI ensures compliance of the Company’s governance bodies and officers with the procedures stipulated by laws of the Russian Federation, the Charter and internal documents of the Company as a way to protect the rights and interests of the Company's shareholders. The Corporate Secretary also facilitates interaction between shareholders, the Board of Directors, and other corporate stakeholders.

The internal control system (ICS) of SFI is a set of organizational measures, procedures, and actions taken by the holding for business efficiency and compliance with the laws of the Russian Federation and SFI's own internal documents. The ICS verifies the actions of the holding's management with respect to the measures taken to achieve SFI's strategic and operational goals, ensure the accuracy and timeliness of reporting, guarantee the safety of the holding, and ensure SFI's compliance with applicable laws and the requirements of local regulatory documents. The effectiveness of the corporate ICS is assessed annually by the Internal Audit Service and the Revision Commission to provide the Board of Directors and executive bodies with objective and unbiased information on the current state of the internal control system.