Board of Directors

The Board of Directors plays a central role in the corporate governance system and is collectively responsible for the long-term success of the company, including overseeing and setting the corporate strategy and establishing the business goals of the company.

Competences of the Board of Directors
Appointment of members of the Board of Directors
Composition of the Board of directors
Rules of Procedure
Analysis of the operation of the Board of Directors and Committees
Memebers of the Board of directors
Board of directors Committees
Remuneration
Competences of the Board of Directors

An efficient, competent and independent Board of Directors is essential for the implementation of good corporate governance. In line with NIS's Articles of Association, the Board of Directors is also responsible for passing all decisions related to:

  • convening of the Shareholders’ Assembly, defining the agenda and draft decisions of the Shareholders’ Assembly;
  • defining the business strategy and business goals of the company and its management;
  • defining the internal organization of the company;
  • defining and approving of business plans;
  • control of the accuracy of financial statements;
  • adoption of periodic financial statements and periodic business reports whose adoption does not fall within the competences of the Shareholders’ Assembly;
  • appointment and relief of duties of the CEO;
  • adoption of the NIS Corporate Governance Code.
Appointment of members of the Board of Directors

NIS’s Board of Directors has eleven members, who are appointed and dismissed by the Shareholders’ Assembly. The members elect the Chairman of the Board of Directors, and the function of the Chairman and the CEO are separate. Candidates for members of the Board of Directors can be proposed by Nomination Committee and by one or several shareholders holding at least 5% of voting shares. The term of office of members of the Board of Directors expires at the next ordinary (annual) Shareholders' Assembly Meeting (except in case of co-optation when it expires at the next meeting), and every member of the Board of Directors may be re-appointed for an unlimited number of terms.

Composition of the Board of Directors

The Board of Directors has one executive and ten non-executive members, out of which two non-executive members are at the same time independent members of the Board of Directors (see independence criteria).

The criteria for appointment of the BoD members are determined under the Articles of Association of the company, taking into account the need for rapid and effective decision-making, but also the requirements set forth under eligibility criteria applying to the members comprising the Board of Directors, possessing, as a whole, the necessary knowledge, skills and professional experience required for the successful performance of duties within the scope of the Board of Directors and management of the company.

Rules of Procedure

The Rules of Procedure of the Board of Directors and the Board of Directors’ Committees regulate the Board of Directors’ and the Board of Directors’ Committees’ activities and decision-making process, including the procedures for convening and holding sessions.

Analysis of the operation of the Board of Directors and Committees

In line with the adopted principles of corporate governance the Board of Directors once a year conducts an analysis of its own work and the work of its Committees, considers measures and activities for their improvement, and submits a report to the Shareholders’ Assembly in relation to this.

Report on the analysis of the operation of the Board of Directors and Committees of the Board of Directors of NIS j.s.c. Novi Sad in the period April 2018 - March 2019
Members of the Board of Directors

Vadim Yakovlev,
Chairman of the Board of Directors

 

Deputy Chairman of PJSC “Gazprom Neft” Executive Board,
First deputy of PJSC “Gazprom Neft” CEO in charge of exploration and production, strategic planning and mergers and acquisitions

Born in 1970.

In 1993, Mr. Yakovlev graduated from the Moscow Engineering Physics Institute, Department of Applied Nuclear Physics. Mr. Yakovlev graduated from the Faculty of Finance at the International University in Moscow in 1995. Since 1999, he has been a qualified member of the ACCA (Chartered Association of Certified Accountants). In 2009, he earned a degree from the British Institute of Directors (IoD).

During his employment with PricewaterhouseCoopers from 1995 to 2000, Mr. Yakovlev held various positions, starting from a Consultant to being promoted to Audit Manager. In the period from 2001 to 2002, he served as Deputy Head of Financial and Economics Department, YUKOS EP c.j.s.c. From 2003 to 2004, he was Financial Director of Yugansk Neftegaz, NK Yukos. From 2005 to 2006, Mr. Yakovlev held the position of Deputy General Director in charge of economy and finance at SIBUR-Russian Tyres.

From 2007 to 2010 – „Gazprom neft“ PJSC Deputy CEO in charge for economics and finance. From 2007 – Deputy Chairman of the Executive Board of „Gazprom neft“ PJSC. From 2010 to 2011 – First Deputy CEO – „Gazprom neft“ PJSC Financial Director. Since 2011, he has been holding the post of the „Gazprom neft“ PJSC First Deputy CEO.

Mr. Yakovlev was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 10.02.2009. and he was elected Chairman of the NIS j.s.c. Novi Sad Board of Directors as of 31.07.2009.

Membership in boards of other companies:
- РJSC NGK "Slavneft",
- LTD "GPN Development"(Chairman of BoD),
- JSC "Gazprom Neft-NNG" (Chairman of BoD),
- LTD "Gazprom Neft-Hantos" (Chairman of BoD),
- LTD "Gazprom Neft-NTC" (Chairman of BoD), 
- LTD "Gazprom Neft-Orenburg" (Chairman of BoD), 
- LTD "Gazprom Neft-Sahalin", 
- Salym Petroleum Development N.V. (Chairman of Supervisory Board), 
- LLC "Gazprom neft Shelf", 
- LTD "Bazhen Technology Centre" (Chairman of BoD),
- LTD "GPN-GEO" (Chairman od BoD),
- LTD "GPN-Oil service" (Chairman of BoD),
- FGAOU "Tyumen State University" (member of the Supervisory board).

Kirill Tyurdenev,
Chief Executive Officer

 

CEO of NIS j.s.c. Novi Sad

Born in 1977.

He graduated with honors from Faculty of International Relations with a bachelor’s degree and later with a master degree in International Law (with specialization) at the Moscow State Institute of International Relations (MGIMO). He also obtained a Master of Laws (LL.M) degree from the University of Manchester. Completed executive education programme at international business school INSEAD and London Business School.

From 2000 to 2004, worked for A.T. Kearney and Unilever. In 2004 he joined McKinsey & Co. From 2007 through 2012, he worked for Sibur Mineral Fertilizers as Deputy CEO for Strategy and Corporate Development. From 2012 he served as Executive Vice President and Board member in JSFC Sistema. Before joining NIS j.s.c. Novi Sad Kirill Tyurdenev occupied the position of the President and Board Chair in United Petrochemical Company which, at that moment, was part of the JSFC Sistema group, and as Chairman of the Board of Directors of Ufaorgsintez.

On April 2016 Kirill Tyurdenev joined NIS j.s.c. Novi Sad as First Deputy CEO for Refining and Sales. On December 8, 2016, he was elected as member of the Board of Directors, and on March 22, 2017 he was appointed as CEO of NIS j.s.c. Novi Sad.

Membership in boards of other companies:
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Sergei Papenko,
Memeber of the Board of Directors

 

Head of Organizational Development and Joint Ventures Management Department of PJSC Gazprom neft

Born in 1973.

Graduated in 1996 from the Kharkov State University, speciality: economic cybernetics. In 1999 he obtained the MBA degree at HOFSTRA University (Hempstead, New York, USA), speciality: Finance&Banking.

From 1994 to 1996 he was Department Manager of the First international Bank of Ukraine in the City of Kharkov. From 1996 to 1998 he worked at the position of the company TACIS Project and during 1998 he also worked with PricewaterhouseCoopers, as an Auditor. From 2000 to 2007 he worked in the Moscow Representative Office of “McKinsey and Company Inc. Russia”, first at the position of Consultant and later as Junior Partner. Since 2007 to the present he has worked as Head of Organizational Development and Joint Ventures Management Department of PJSC Gazprom neft.

Mr. Papenko was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 21 June 2018.

Membership in boards of other companies:
- РJSC NGC "Slavneft",
- JSC "Artikgaz",
- JSC "Evrotech-Yugra",
- CJSC "Nortgas",
- LTD "Slavneft-Krasnoyarskneftegaz",
- LTD "Gazprom neft – Vostok",
- LTD "Gazrpm neft - Angara",
- Salym Petroleum Development N.V. (member of the Supervisory board),
- LTD "Gazprom Resource Nortgaz" (CEO),
- Messoyakhaneftegaz (JSC JV),
- Tomskneft VNK,
- LTD "ASB GEO",
- LTD "Noyabrskneftegazavtomatika".

Danica Drašković,
Memeber of the Board of Directors

 

Born in 1945.

Ms. Drašković graduated from the Faculty of Law, University of Belgrade in 1968.

From 1968 to 1990, she worked in the field of finance in the banking sector, and in the field of law and commerce within the economy sector, and as a Belgrade City Magistrate. Ms. Drašković is the owner of the publishing house “Srpska reč”, founded in 1990. She is the author of three books written in the opinion journalism style.

From 01.04.2009 to 18.06.2013, Ms. Danica Drašković was a member of the NIS j.s.c. Novi Sad Board of Directors, being re-elected on 30.06.2014.

Membership in boards of other companies:
/

Alexey Yankevich,
Memeber of the Board of Directors

 

Deputy CEO for Economics and Finance PJSC "Gazprom Neft"

Born in 1973.

In 1997, Mr. Yankevich graduated from Saint-Petersburg State Electrical Engineering University (“LETI”), majoring in optical and electronic instruments and systems. In 1998, he completed a course at LETI-Lovanium International School of Management in Saint-Petersburg.

Mr. Yankevich was employed with CARANA, a consulting company from 1998 to 2001. In the period from 2001 to 2005 he served as Deputy Head of Planning, Budgeting and Controlling Department at YUKOS RM o.j.s.c. (business unit responsible for logistics and downstream operations). In 2004, he became a Certified Management Accountant (CMA). From 2005 to 2007 he worked as deputy CFO at LLK-International (production and sale of lubricants and special petroleum products; part of the LUKOIL group). From 2007 to 2011 he held the post of Head of the Planning and Budgeting Department, and was Head of Economics and Corporate Planning Department at “Gazprom Neft” PJSC.

Since August 2011 he has served as acting Deputy CEO for Economics and Finance at “Gazprom Neft” PJSC. Mr. Yankevich has been a memeber of the Management Board of “Gazprom Neft” PJSC and Deputy CEO “Gazprom Neft” PJSC for Economics and Finance since March 2012.

Mr. Yankevich was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 18.06.2013.

Membership in boards of other companies:
- РJSC "NGK Slavneft",
- JSC Gazpromneft – Aero,
- LTD "Gazprom Neft – SM",
- LTD "Gazprom Neft Biznis-Servis" (Chairman of the BoD),
-"Gazprom Neft Lubricants s.p.a." Italy (Chairman of the BoD),
- Gazpromneft Marine Bunker LLC,
- LLC "Gazprom Neft Shelf".

Alexander Krylov,
Memeber of the Board of Directors

 

Director of the Division for Regional Sales in PJSC “Gazprom Neft”

Born in 1971.

In 1992, Mr. Krylov graduated from LMU (Leningrad) and graduated from the Faculty of Law of Saint Petersburg State University in 2004. In 2007, he earned MBA degree from Moscow International Business School MIRBIS, specializing in Strategic management and Entrepreneurship.

From 1994 to 2005 Mr. Krylov held managerial positions in the field of real estate sales (Chief Executive Officer, Chairman) in the following companies: Russian-Canadian SP “Petrobild“; c.j.s.c. “Alpol“. From 2005 – 2007 he was deputy director in the Division for implementation in “Sibur” Ltd. In April 2007, Mr. Krylov was appointed Head of the Division for Petroleum Product Supply, head of the Regional Sales Division and Director of the Regional Sales Department at “Gazprom Neft” PJSC.

Mr. Krylov was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 29.11.2010.

Membership in boards of other companies:
- JSC "Gazprom Neft - Novosibirsk" (Chairman of the BoD),
- JSC "Gazprom Neft - Ural" (Chairman of the BoD),
- JSC "Gazprom Neft - Yaroslavl" (Chairman of the BoD),
- ЈSC "Gazprom Neft - Northwest" (Chairman of the BoD),
- LTD "Gazprom Neft Asia" (Chairman of the BoD),
- LTD "Gazprom Neft - Tajikistan" (Chairman of the BoD),
- LTD "Gazprom Neft - Kazakhstan" (Chairman of the BoD),
- LTD "Gazprom Neft - Centr" (Chairman of the BoD),
- JSC "Gazprom Neft - Terminal" (Chairman of the BoD),
- LTD "Gazprom Neft – Regional sales" (Chairman of the BoD),
- JSC "Gazprom Neft – Transport" (Chairman of the BoD),
- LTD "Gazprom Neft – Krasnoyarsk" (Chairman of the BoD),
- LTD "Gazprom Neft – Corporate Sales" (Chairman of the BoD),
- LLC "Gazprom Neft – Belnefteprodukt" (Chairman of the BoD),
- JSC "Gazprom Neft – Alternativе Fuels" (Chairman of the BoD),
- LTD "ITSK”,
- LTD "Gazprom Neft – Laboratory"(Chairman of the BoD),
- Association Hockey Club "Avangard" (Chairman of the BoD).

Dejan Radenković,
Memeber of the Board of Directors

 

Born in 1971.

Elementary and high education completed in Priština, graduated from the Economy faculty in Priština and awarded a Master degree in the field of Economy from the EDUCONS University.

Mr Radenković has started his professional experience with Company for trade and services "Balkan auto" in Priština and CC PTT "Serbia". As of 2005 he was at the post of Director of "Orbita" j.s.c. and from 2010 he was with the "Ratko Mitrović" j.s.c., at the post of General manager, Executive manager and member of the Board of Directors. He held the post of member of the Board of Directors of the Economy faculty in Priština, Deputy General manager of the First Global Brokers company from Belgrade. He was Chairman of the Board for supervision of operations and Member of the Board of Directors of Dunav Bank j.s.c. Zvečan, where he also held the post of the Chairman of the Board of Directors. From 2013 to 2017 he was a member of the Supervisory Board of the JV "Lasta" j.s.c. Belgrade. He is a member of the Board for supervision of operations of the "MTS bank" j.s.c. Belgrade at the present.

He was elected member of the Parliament of Republic of Serbia in 2008, 2012, 2014 and 2016.

He was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 27 June 2019.

Alexander Chepurin,
Independent memeber of the Board of Directors

 

Born in 1952.

He graduated from the MGIMO of the Russian Ministry of Foreign Affairs, Faculty of international relations in 1975. He completed the Diplomacy Academy of the Russian Ministry of Foreign Affairs and awarded a Master degree in Political Science in 2009.

From 1976 to 1980 he worked as secretary of the Consular section of the Russian Embassy in Genoa, Italy. From 2005 to 2012 he was Director of the Russian Ministry of Foreign Affairs Department and from November 2012 to 26 June 2019 – Ambassador of Russia to Serbia.

He was elected independent member of the NIS j.s.c. Novi Sad Board of Directors as of 27 June 2019.

Anatoly Cherner,
Memeber of the Board of Directors

 

Deputy Chairman of the PJSC “Gazprom Neft” Executive Board,
Deputy CEO for Logistics, Refining and Sales at PJSC “Gazprom Neft”

Born in 1954.

Mr. Cherner graduated from Grozny Oil Institute in 1976 with a degree in chemical oil and gas engineering.

In the same year he was employed at the Sheripov Grozny Refinery, starting as an operator to become refinery director in 1993. In 1996, he joined SlavNeft as Head of the Oil and Oil Products Trading Department and was later appointed Vice-Chairman of the company. He joined SibNeft (from June 2006 – “Gazprom Neft” PJSC) as Vice-Chairman for refining and marketing in April 2006. In December 2007 he was appointed Deputy CEO for logistics, refining and sales in “Gazprom Neft“ PJSC.

Mr. Cherner was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 10.02.2009.

Membership in boards of other companies:
- РJSC NGK "Slavneft",
- JSC "Gazprom Neft-ONPZ" (Chairman of the BoD),
- PJSC "Slavneft-JANOS",
- JSC "Gazprom Neft –MNPZ" (Chairman of the BoD),
- JSC "Gazpromneft-Аero (Chairman of BoD),
- Saint Petersburg International Mercantile Exchange,
- LTD "Gazprom Neft –SM" (Chairman of the BoD),
- Gazpromneft Marine Bunker LLC (Chairman of BoD),
- LTD "Gazprom Neft – Logistics" (Chairman of BoD),
- OJSC "Mozirski NPZ",
- "Gazprom Neft Lubricants s.p.a." Italy,
- Gazpromneft - Catalytic systems LLC (Chairman of BoD),
- Automatica- Service LLC (Chairman of the BoD).

Olga Vysotskaia,
Independent memeber of the Board of Directors

 

Born in 1961.

Graduated cum laude from the Leningrad State University in 1984, from the Department of Economy Cybernetics, with specialisation in economic mathematics. Post-graduate studies in mathematical cybernetics at the Institute of social and economic studies of the USSR Academy of science, Leningrad division, in 1987. Completed the MBA at Bristol University in 1998. Earned the Professional independent director diploma from the London Institute of Directors in 2009.

She held the position of Chair of the Board of Directors (BoD), CEO, Chair of science and production companies from 1988 to 1995, and she was Director of many private companies. From 1995 to 2003 she held various partner positions with KPMG in New York and Moscow. From 2003 to 2005 she was person in charge of Internal audit Directorate of "Yukos", Moscow. From 2005 to 2008 she was Consulting services Executive partner of Deloitte&Touche, From 2006 to 2013 she held positions of independent member of the BoD, Chair of the Audit Commission, member of the Strategy Commission, member of the Remuneration Commission of "EM - alliance" and "KIT Finance", as well as independent member of the Audit Commission of OJSC "Baltika". From 2012 to 2013 she was a partner in PricewaterhouseCoopers (PwC) and from 2013 to 2014 - independent member of the CJSC "NefteTransService" Board of Directors, Chair of the Audit Commission, member of Remuneration Commission. As of 2013 she is holding position of independent member of LTD "ÏNK" BoD and from 2015 to 2018 she held position of independent member of BoD of JSC "SUEK".

Ms Vysotskaia was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 21 June 2018.

Membership in boards of other companies:
- Nonprofit organization «Serebryanoe vremya» (Chair of the Supervisory Board, Director),
- LTD INK (independent member of the BoD, Chair of the Audit Commission).

Dragutin Matanović,
Memeber of the Board of Directors

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