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On May 12, 2013 the Supervisory Board of the Moscow Exchange held a meeting in praesentia.
The meeting participants gave preliminary approval to the Moscow Exchange"s Annual Report for 2012 and proposed the General Meeting of Shareholders to pass it. The form and wording of voting ballots as well as recommendations on the agenda items for the AGM were also approved.
The Supervisory Board instructed MICEX-Finance LLC to vote all its shares¹ for A. Afanasiev, Chairman of the Executive Board of the Moscow Exchange, in respect of the agenda"s item "Election of the Moscow Exchange Supervisory Board members" at the AGM of the Moscow Exchange arranged for June 25, 2013. MICEX-Finance LLC will not vote as to other items of the AGM agenda according to the resolution of the Supervisory Board.
The Supervisory Board decided to include the independence of its candidates to information submitted to the shareholders while preparing and conducting the AGM.
It also determined the maximum value of interested party transactions that are subject to approval by the AGM and that may be executed by the Moscow Exchange in the ordinary course of its business. The Supervisory Board suggested that the shareholders approve the transactions.
A service agreement on arranging the Annual General Meeting of Moscow Exchange"s shareholders to be executed between the Exchange and Registrar society "STATUS" JSC was approved by the members as an interested party transaction.
Furthermore, the Supervisory Board passed a resolution to increase the Moscow Exchange"s share in the equity capital of CJCS JSCB National Clearing Center (NCC) acting as the Central Counterparty on all the Exchange"s markets by RUB9.0 billion in order to raise the capitalization of NCC. The capital will be increased through an acquisition of the NCC"s further issue by the Moscow Exchange.
Sergei Poliakoff was elected as a member of the Executive Board of the Moscow Exchange following the resignation of Vahan Vardanian whose term of office expired in May 2013.
Martin Paul Graham, the independent director, was elected as a Chairman of the Risk Management Commission of the Supervisory Board.
In addition, the members of the Supervisory Board discussed and approved the proposal to buy back the Moscow Exchange"s quasi-treasury shares kept on the books of MICEX-Finance LLC to pay them off later. Terms and conditions of such buy-back will be considered in the 3rd quarter of 2013.
¹ As of May 23, 2013 MICEX-Finance LLC recorded 157,988,486 Moscow Exchange"s shares on its books composing 6.64% of its equity capital.
