Imstalcon Joint-Stock Company (hereinafter – the Company) informs that on December 15, 2020 a Meeting of the Board of Directors was held at the address: 140, Aimanov St., non-residential premises 58a, Almaty.

Agenda of the Meeting of the Board of Directors:  

1. On convening an Extraordinary General Meeting of Shareholders of Imstalcon JSC, approval of its agenda, date, venue and time.

2. Approval of the management structure of Imstalcon JSC.

3. On the cancellation of the resolution SD-326 dated October 27, 2020.  

4. Introduction of amendments to the Regulations on the Internal Audit Committee of the Board of Directors of Imstalcon JSC and its approval in a new revision.

5. Introduction of amendments to the Regulations on the Internal Audit Service of Imstalcon JSC and its approval in a new revision.

6. Establishment of the Internal Audit Committee of the Board of Directors, election of its members and chairman.  

7. Approval of the quantitative composition and term of tenure of the Internal Audit Service, appointment of its employees and general terms of remuneration.

RESOLUTIONS ADOPTED:

1. Resolution adopted on the first agenda item “On convening an extraordinary general meeting of shareholders of Imstalcon JSC, approval of its agenda, date, venue and time”:

1) Convene an Extraordinary General Meeting of Shareholders of Imstalcon JSC and approve its date and time on January 21, 2021 at 11-00 a.m. local time.

2) Approve the venue of the Extraordinary General Meeting of Shareholders of Imstalcon JSC and registration of the meeting participants at the address: 140, Aimanov St., (conference hall), Almaty. Approve the time of registration of participants of the Annual General Meeting of Shareholders scheduled for January 21, 2021, from 09-00 a.m. to 10-30 a.m. local time.

3) Determine the date for compiling the list of shareholders entitled to participate in the Extraordinary General Meeting of Shareholders of Imstalcon JSC and vote at it, as of January 15, 2021.

4) Set the date and time of the repeated Extraordinary General Meeting of Shareholders of Imstalcon JSC, which should be held if the first meeting is not held due to the lack of quorum, for January 22, 2021 at 11-00 a.m. local time at the same address.

5) Approve the agenda of the Extraordinary General Meeting of Shareholders:

1. Determination of the auditing organization performing the audit of the company.

2. Election of an independent member of the Board of Directors.

2. Resolution adopted on the second agenda item. Approval of Imstalcon JSC Organization Management Chart:

Approve the presented Imstalcon JSC Organization Management Chart

3. The decision made concerning the third issue of the Agenda related to Cancelation of the Decision SD-326 of October 27, 2020:

The decision of the meeting of Imstalcon JSC Boards of Directors of October 27, 2020 No.326-SD to be canceled.

4. The decision made concerning the fourth issue of the Agenda regarding to Modifying the Regulations on the Internal Audit Committee of the Imstalcon JSC Board of Directors and its approval in a new revision:

The Regulations on the Internal Audit Committee of the Imstalcon JSC Board of Directors to be modified and to be approved in a new proposed revision.

5. The decision made concerning the fifth issue of the Agenda related to making changes in Regulation on the Internal Audit Service of Imstalcon JSC and its approval in new revision.

Regulation on the Internal Audit Service of Imstalcon JSC to be modified and its new revision to be approved.

6. The decision made concerning the sixth issue of the Agenda related to establishment of the Boards of Directors for Internal Audit and selection its members and a chairman:

Committee of Imstalcon JSC Boards of Directors for Internal Audit to be established consisting of:

• Muradov Kh. Ya. is an independent member of Boards of Directors as a Chairman;
• O.Issayevich as a member of the Boards of Directors.

The term of office of the Internal Audit Committee of theImstalcon JSC Board of Directors to be established for the term of office of the current the Board of Directors.

7.  The decisionmade concerning the sixth issue of the Agenda related to Approval of the numerical strength and term of office of the Internal Audit Service, appointment of its employees and general conditions of remuneration:

1) Determine the numerical strength of the Internal Audit Service in the amount of 3 (three) full-time employees consisting of the Service Leader and 2 (two) auditors.

2) Establish the term of office of the Internal Audit Service for the term of office of the current the Board of Directors.

3) Appoint the Service Auditors:

– Aigerim  Galymovna Ashimova ;

– Petr Evgenievich Kim.

4) Determine the monthly payment to the Auditors of the Service.

5) Determine that the employees of the Internal Audit Service are subject to all guarantees and compensations provided for by the labor legislation of the Republic of Kazakhstan and the Imstalcon JSC internal documents.

6) Entrust Malinin A.A, Imstalcon JSC General Director to sign labor contracts with employees of the Internal Audit Service.

7) Entrust Kh.Ya. Muradov the Chairman of the Internal Audit Committee of the Board of Directors to carry out activities related to sourcing, selection and appointment for approval by the Board of Directors candidates for the position of the Internal Audit Service leader.