JSC National Atomic Company “Kazatomprom” (“Kazatomprom” or “the Company”), actual address: 17/12 building, E10 street, Z05T1X3, Nur-Sultan, Republic of Kazakhstan, hereby notifies Company shareholders of its absentee Annual General Meeting of Shareholders (“the Meeting"), convened at the initiative of the Board of Directors (Minutes of the Board meeting No.3/21 dated 01 April 2021) on the basis of Articles 35-52 the Republic of Kazakhstan Law "On Joint Stock Companies".
Full Agenda of the Annual General Meeting
- Approval of the annual financial statements of Kazatomprom (separate and consolidated) for 2020.
- Approval of the Dividend Policy of Kazatomprom with new wording.
- Approval of the procedure for distribution of net income of Kazatomprom for 2020, making a decision on the payment of dividends on ordinary shares and approval of the amount of dividend per one ordinary share of Kazatomprom based on 2020 results.
- Information on shareholders’ appeals on the actions of Kazatomprom and its officials and the results of consideration thereof.
- Information on the amount and structure of remuneration to the members of the Board of Directors and the Executive Board of Kazatomprom.
- Approval of amendments and additions to Kazatomprom’s Charter.
- Approval of the rules of payment of remuneration and compensation of expenses to the members of the Board of Directors of Kazatomprom.
- On other issues of the Board of Directors of Kazatomprom.
Start date for ballot submission: 12 May 2021.
Closing date for ballot submission: 19 May 2021, 6:00 pm (Nur-Sultan time).
Date of absentee vote counting: 20 May 2021, until 6:00 pm (Nur-Sultan time).
Date and time when the list of shareholders entitled to participate in the Meeting will be compiled: 22 April 2021, 00 hours 00 minutes (Nur-Sultan time).
Materials for the Meeting according to the agenda will be available to shareholders no later than 10 days before the date of the Meeting, at the Company’s headquarters at the following address: Room 11, Floor 18, 17/12, E10 Str., Yessil District, Nur-Sultan, Z05T1X3, Republic of Kazakhstan, on any working day from 9:00 am until 6:00 pm (Nur-Sultan time). Upon request, physical copies of the agenda materials will be sent within 3 business days of receipt of the request, with the costs related to compilation and delivery of the documents being borne by the shareholder. Requests from the shareholders of the Company must be received at the actual address of the Company, in the way prescribed by the legislation of the Republic of Kazakhstan.
The notice of the upcoming Meeting will also be available on the Company’s website in compliance with the Law “On Joint Stock Companies” and the Company’s Charter.
The Company hereby invites shareholders of Kazatomprom to review the following meeting procedures.
- When voting by an absentee ballot, a shareholder shall indicate his/her full name/name of a legal entity, the number of voting shares, and shall choose one of the voting options.
- An absentee ballot shall be signed by a shareholder – an individual (a representative of a shareholder – an individual), who shall indicate his/her identity document (ID / passport number, date of issue, issuing authority, and individual identification number (IIN)). A shareholder shall also provide a copy of his/her identity document.
- Absentee voting ballot of a shareholder - a legal entity shall be signed by its CEO (a representative of a shareholder – legal entity).
- A ballot which is not signed by a shareholder – an individual, or the CEO of a shareholder – a legal entity or a representative of a shareholder – an individual, or a representative of a shareholder – legal entity, shall be deemed invalid.
- Only one voting option shall be marked in the ballot.
- The absentee ballot must be received by the Company or delivered by courier to the office of Kazatomprom at the address: 17/12, E10 Str., Yessil District, Nur-Sultan, Z05T1X3, Republic of Kazakhstan, by 19 May 2021, at 6:00 pm.
- If an absentee ballot is signed by a shareholder’s representative, a copy of the power of attorney or other document confirming the authority of the representative of the shareholder shall be attached.
- For vote counting, only those votes on the agenda items are counted where a shareholder (or a representative of a shareholder) followed the procedure of voting prescribed in the ballot, and only one of the voting options was marked.
- The Meeting may consider and make decisions on the agenda items only if the shareholders (or representatives of shareholders), included in the list of shareholders entitled to participate and vote, and owning in total fifty or more percent of voting shares of the Company, were registered as of the date or on the closing date for submission of ballots.
- The list of the Company’s shareholders entitled to participate and vote at the Meeting is compiled by the Central Securities Depository JSC based on the data of Kazatomprom’s shareholders register system.
- If, after compiling a list of shareholders entitled to participate and vote at the Meeting, a person included in such a list alienated his/her voting shares, the right to participate in the Meeting is transferred to a new shareholder. In such a case, the documents confirming the ownership of the shares shall be submitted.
- Any shareholder of Kazatomprom has the right to participate in the management of the Company in the manner prescribed by Law No.415-II of the Republic of Kazakhstan dated May 13, 2003 “On Joint-Stock Companies” and (or) the Charter of the Company.
- The holders of Global Depositary Receipts are entitled to vote at the Meeting on behalf of the beneficial owners in relation to the deposited shares, provided that identification and other information required by the applicable Kazakhstan law on such beneficial owners, has been submitted to the Central Securities Depository JSC through the Depositary (Citibank NA).
Approval of a new edition of the Dividend Policy of Kazatomprom, and Kazatomprom’s 2020 Dividend Recommendation
Decisions on approval of Kazatomprom’s updated Dividend Policy and the distribution of net income are subject to approval by the shareholders at the Meeting on 19 May 2021. The Board of Directors, based on the Company’s audited 2020 financial results, has recommended a dividend payment of KZT 578.67 per ordinary share (one GDR equal to one ordinary share), to be paid from 2020 earnings. The total dividend will amount to approximately KZT 150.1 billion. If approved, the payment of the 2020 annual dividend will be made beginning 15 July 2021, to shareholders of record at 00:00 local time (GMT+6) on 14 July 2021.
Kazatomprom’s 2020 Integrated Annual Report
The Board of Directors has approved Kazatomprom’s Integrated Annual Report (the “Report”) for the year ended 31 December 2020, prepared in accordance with the listing rules of the London Stock Exchange, the Astana International Exchange, and the Kazakhstan Stock Exchange, as well as in accordance with the GRI sustainability reporting standard and the Company’s internal regulatory documents. In accordance with the listing rules of the stock exchanges, the text version of the Report will be published on the regulatory news services of the stock exchanges and on the Company’s website no later than 30 April 2021. A full electronic version of the Report will be made available on the Company’s website no later than 30 June 2021.
Composition of Kazatomprom’s Executive Board
The Board of Directors has approved the following composition of the Executive Board of the Company, which includes nine positions each with a term ending 24 April 2024:
- Galymzhan Pirmatov, Chief Executive Officer and Chairman of the Executive Board;
- Kamila Syzdykova, Chief Financial Officer;
- Askar Batyrbayev, Chief Commercial Officer;
- [Vacant], Chief Operations Officer;
- Mazhit Sharipov, Chief Nuclear Fuel Cycle Officer;
- Birzhan Duisembekov, Chief Strategy and Development Officer (currently on study leave);
- Beksultan Bekmuratov, Chief Human Resources and Communications Officer;
- [Vacant], Chief Transformation Officer;
- Marat Yelemessov, Managing Director of Legal Support and Risks.
The approved Executive Board composition includes the positions of Chief Operations Officer, and Chief Transformation Officer, both of which were vacant at the time of structural approval.
This Executive Board composition will take effect beginning 25 April 2021 and at that time, full biographies for the new members of the Executive Board will be available on the Company’s website, www.kazatomprom.kz.
For further information, please contact:
Annual General Meeting of Shareholders Inquiries
Maira Tnymbergenova, Corporate Secretary
Tel: +7 7172 45 81 63
Kazatomprom Investor Relations Inquiries
Cory Kos, Head of Investor Relations
Tel: +7 7172 45 81 80
Kazatomprom Public Relations and Media Inquiries
Torgyn Mukayeva, Chief Expert, GR & PR
Tel: +7 7172 45 80 63
A copy of this announcement will be made available at www.kazatomprom.kz.
Kazatomprom is the world's largest producer of uranium, with the Company’s attributable production representing approximately 23% of global primary uranium production in 2020. The Group benefits from the largest reserve base in the industry and operates, through its subsidiaries, JVs and Associates, 26 deposits grouped into 14 mining assets. All of the Company’s mining operations are located in Kazakhstan and mined using ISR technology with a focus on maintaining industry-leading health, safety and environment standards (ISO 45001 and ISO 14001 certified).
Kazatomprom securities are listed on the London Stock Exchange and Astana International Exchange. As the national atomic company in the Republic of Kazakhstan, the Group's primary customers are operators of nuclear generation capacity, and the principal export markets for the Group's products are China, South and Eastern Asia, Europe and North America. The Group sells uranium and uranium products under long-term contracts, short-term contracts, as well as in the spot market, directly from its headquarters in Nur-Sultan, Kazakhstan, and through its Switzerland-based trading subsidiary, Trade House KazakAtom AG (THK).
For more information, please see the Company website at http://www.kazatomprom.kz
All statements other than statements of historical fact included in this communication or document are forward-looking statements. Forward-looking statements give the Company’s current expectations and projections relating to its financial condition, results of operations, plans, objectives, future performance and business. These statements may include, without limitation, any statements preceded by, followed by or including words such as “target,” “believe,” “expect,” “aim,” “intend,” “may,” “anticipate,” “estimate,” “plan,” “project,” “will,” “can have,” “likely,” “should,” “would,” “could” and other words and terms of similar meaning or the negative thereof. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the Company’s control that could cause the Company’s actual results, performance or achievements to be materially different from the expected results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company’s present and future business strategies and the environment in which it will operate in the future. THE INFORMATION WITH RESPECT TO ANY PROJECTIONS PRESENTED HEREIN IS BASED ON A NUMBER OF ASSUMPTIONS ABOUT FUTURE EVENTS AND IS SUBJECT TO SIGNIFICANT ECONOMIC AND COMPETITIVE UNCERTAINTY AND OTHER CONTINGENCIES, NONE OF WHICH CAN BE PREDICTED WITH ANY CERTAINTY AND SOME OF WHICH ARE BEYOND THE CONTROL OF THE COMPANY. THERE CAN BE NO ASSURANCES THAT THE PROJECTIONS WILL BE REALISED, AND ACTUAL RESULTS MAY BE HIGHER OR LOWER THAN THOSE INDICATED. NONE OF THE COMPANY NOR ITS SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, ADVISORS OR AFFILIATES, OR ANY REPRESENTATIVES OR AFFILIATES OF THE FOREGOING, ASSUMES RESPONSIBILITY FOR THE ACCURACY OF THE PROJECTIONS PRESENTED HEREIN. The information contained in this communication or document, including but not limited to forward-looking statements, applies only as of the date hereof and is not intended to give any assurances as to future results. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to such information, including any financial data or forward-looking statements, and will not publicly release any revisions it may make to the Information that may result from any change in the Company’s expectations, any change in events, conditions or circumstances on which these forward-looking statements are based, or other events or circumstances arising after the date hereof.