On July 25, 2011, a meeting of the new Supervisory Board of OJSC ALROSA was held by correspondence vote. The Supervisory Board was elected at the ALROSA Extraordinary Meeting of shareholders held on June 30, 2011.
Under Clauses 12.1.2 and 12.1.3 of the Company Charter, the Supervisory Board formed the governing bodies.
The Board members elected Ilya A. Yuzhanov Chairman of the Supervisory Board of OJSC ALROSA.
Yegor A. Borisov, President of the Republic of Sakha (Yakutia), was elected first Vice Chairman of the Supervisory Board.
Alexander A. Akhpolov, Director of Administrative Department, Ministry of Finance of the Russian Federation, was elected Vice Chairman of the Supervisory Board.
The Board elected members and Chairmen of the Committees established on April 20, 2010, for preliminary review and working out of recommendations for the Supervisory Board on key priority matters. Alexander A. Akhpolov was elected Chairman of the Strategic Planning Committee, members of the Committee are Fyodor B. Andreev, Yegor A. Borisov, Galina I. Danchikova, and Sergey K. Dubinin. Yakov M. Urinson was elected Chairman of the HR and Remunerations Committee, members of the Committee are Alexander A. Akhpolov, Sergey v. Barsukov, Victor P. Yefimov, and Evgenia v. Grigorieva. Anatoly v. Tikhonov was elected Chairman of the Audit Committee, members of the Committee are Gennady F. Alekseev, Sergey v. Barsukov, Lyubov K. Dzhabrailova, and Vladimir B. Rybkin.
Based on the Resolution on share splitting approved by the Annual General Meeting of shareholders on June 30, 2011, the Board members voted to approve the Resolution on issue of ALROSA’s shares (registered ordinary non-documented shares of RUB 0.5 par value) totaling 7,364,965,630 shares, way of share placing: conversion at share splitting. The set of documents for shares emission will be submitted for state registration of emission to the Federal Financial Markets Service of Russia, whereupon the shares will be converted, the report on the results of emission will be approved by the Supervisory Board, the report on the results of emission will be registered by the Federal Financial Markets Service of Russia, and the state registration of amendments to the Company Charter will be performed.
As a result of share splitting, each Company share of RUB 13,502.50 par value shall be converted into 27,005 Company shares of 50 kopecks par value each. It implies that the number of shares held by each Company’s shareholder will be increased 27,005 times, at the same time the aggregate par value of shares held by each shareholder as a result of splitting and conversion will remain the same.
The Board approved the prospectus of new securities — registered ordinary non-documented shares of RUB 0.5 par value totaling 7,364,965,630 shares. The shares are planned to be placed on organized trading platforms (exchanges).
The Board also considered other issues of the Company’s business.