Election of Guriev despite his rejection should not affect the legitimacy of the Supervisory Council of Sberbank
Moscow, May 31st – PRIME. According to Anna Kotova-Smolenskaya, Associated Partner of the Law Firm "YUST", election of Sergey Guriev, former Rector of the Russian Economic School, will not affect the legitimacy of decisions of the Supervisory Council of Sberbank despite S.Guriev’s refusal to run for membership before the voting last Friday.
Igor Kondrashov, Director of the Legal Department of the largest Russian bank, explained at the meeting that Guriev remained in the voting lists as a candidate to the Council, because his elimination from the list would have violated the rights of those shareholders, who had voted for him earlier. Prior to that, Guriev was dismissed from his position as Rector of the Russian Economic School. He is currently abroad.
Anna Kotova-Smolenskaya said: “A certain number of votes are required to adopt a decision at the Supervisory Council. If one person is absent, quorum still exists. This is no obstacle for the functioning of the entire body”. She pointed out that the bank is unable to force Guriev to do his duties against his own will.
She stated: “No one may be forced to work, to perform one’s functions in the Supervisory Council. This is against the Constitution”. The expert pointed out that the situation is not described in the current legislation and is regulated by the internal norms of the Company.
Kotova-Smolenskaya explained that Guriev’s membership may be nominal until the next annual meeting, and that he will not be entitled to any remuneration. She said: “The member of the Supervisory Council may receive remuneration only for doing actual work. If he does not perform his functions, there are no reasons to pay, and he is not entitled to claim any remuneration”.
German Gref, head of Sberbank, did not exclude the possibility for Guriev to perform his duties as a member of the Council by teleconference. Guriev himself is currently unavailable for comments.
Guriev informed Sberbank of his decision to not run for Council membership on May 27. Sberbank delivered the respective notice to shareholders and made the official press release on May 28.
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