Structure of the Supervisory Board
Members of Moscow Exchange’s Supervisory Board are seasoned professionals who have the skills and experience to oversee the Company’ s strategy.
Since AGM on 27 April 2016, Moscow Exchange’s Supervisory Board has been comprised of 12 members (there were previously 15 members on the Board).
The Supervisory Board is managed and administered by the Chairman of the Supervisory Board, who is elected by the members of the Supervisory Board from among themselves, by a majority vote.
For preliminary consideration and development of recommendations related to important matters, the Supervisory Board has established the following committees:
- the Strategic Planning Committee;
- the Audit Committee;
- the Nomination and Remuneration Committee;
- the Budget Committee;
- the Technical Policy Committee; and
- the Risk Management Committee.
The Committees are formed annually from among the members of the Supervisory Board. Four out of six committees are chaired by independent directors; the Audit Committee is comprised of independent directors only. Additional IT experts who are not Supervisory Board members are invited to participate in the Technical Policy Committee.
Members of Moscow Exchange’s Supervisory Board are seasoned professionals who have the skills and experience to oversee the Company ’s strategy. Members are, variously, experts in financial market infrastructure, the international organized trading industry, IT in the financial services sector, operational and financial risk management as well as financial reporting and budgeting processes. They also have competencies in human resources management and modern approaches to incentivizing top management.
Following the election at the 2017 Annual General Meeting of Shareholders, the Supervisory Board included four independent directors who met all criteria for independence as set forth in the Listing Rules (no relationship to the Company, its major shareholders, major competitors or counterparties; no relationship with the government), seven non-executive directors and the Chairman of the Executive Board of Moscow Exchange. In 2017, one director was qualified as an independent director notwithstanding his formal association with the National Association of Securities Market Participants (NAUFOR) (Oleg Vyugin is currently a member of the NAUFOR Board of Directors) for which the Exchange is a major counterparty.
Information on any conflicts of interest (related also to membership in management bodies of Moscow Exchange’s competitors) on the part of members of the Supervisory Board or the Executive Board is provided by the members in accordance with the statutory procedure.