Uralchem calls for an EGM of shareholders of Togliattiazot

On November 27, 2021, at the request of Uralchem, an extraordinary general meeting of shareholders of Togliattiazot was held.

The shareholders decided to early terminate the powers of the management company (Togliattiazot Corporation) and members of the company’s board of directors. The meeting elected a new board of directors represented by Uralchem’s members.

Dimitri Tatyanin, Director of Legal Affairs at Uralchem, was elected as a Chairman of the Board of Directors. Anatoly Shablinsky, the previous Director of Kirovo-Chepetsk Chemical Plant (part of Uralchem), became General Director of Togliattiazot.

The meeting also introduced amendments to the charter of Togliattiazot related to the activities of the chairman of the board of directors and the work of the general meeting of shareholders. The quantitative composition of the board of directors of five people remained unchanged.

The decisions were adopted by an absolute majority of over 80% of the votes. When holding the meeting, Uralchem ​​acted strictly under the current legislation and the decision of the Commercial Court of the Samara region dated November 22, 2021.

On August 18, Uralchem sent a request to Togliattiazot to hold an extraordinary general meeting to consider the early termination of powers of the management of Togliattiazot and the election of a new board of directors. The meeting had to be held no later than November 3. However, Togliattiazot refused to comply with the requirement of Russian legislation. Therefore, Uralchem, as a shareholder of Togliattiazot, filed a claim to the Court, considering the actions of the board of directors as a willful violation of the rights of shareholders.

The decisions adopted at the extraordinary general meeting of shareholders are aimed at increasing the efficiency of the financial and economic activities of Togliattiazot, as well as restoring law and order at the enterprise.

“Uralchem hails the decisions of shareholders on the early termination of the powers of the management company and the change in the composition of the board of directors. We regard the activities of the previous management as contradicting the interests of Togliattiazot and causing significant economic damage to the enterprise. The decisions adopted by the meeting aim at restoring normal production and financial activities of Togliattiazot, increasing its efficiency, and restoring law and order at the enterprise. We also expect that Togliattiazot and Uralchem will receive compensation of 87.3 billion rubles (approximately $1.16 billion), which was caused by the actions of the TogliattiAzot beneficiaries in previous years,” said Dimitri Tatyanin.