Ingosstrakh minority shareholders secure board nominations
MOSCOW, November 29 – RAPSI. The Moscow Ninth Commercial Court of Appeals has ruled to include representatives of PPF Investments, Ingosstrakh’s minority shareholders holding a 38.5 percent stake in the company, on the list of nominees for the company’s board, PPF Investments reported.
The court confirmed in its ruling that PPFI duly submitted the list of its candidates, and the board of directors had no right to refuse to include the names on the list of candidates for the vote at Ingosstrakh’s annual general shareholders’ meeting of.
The ruling has come into effect today.
In April 2012, Ingosstrakh board approved the list of candidates and set May 10 as the date for Ingosstrakh’s annual shareholders’ meeting. Instead of the previously drafted list of 26 candidates, the board was proposed a list consisting only of members of Basic Element, Ingosstrakh’s majority shareholder. The shareholders’ meeting of May 10 then selected the 10 members of the board, all of whom were Basic Element’s representatives.
Ingosstrakh minority shareholders Vega, Novy Kapital (New Capital) and Investitsionnaya Initsiativa (Investment Initiative), as well as two private shareholders, filed the lawsuit in late April.
Vega, New Capital and Investment Initiative are controlled by PPF Investments, which owns a 38 percent stake in Ingosstrakh.
The minority shareholders were dissatisfied with the board's decision to approve party-related transactions. The plaintiffs believe that Ingosstrakh shareholders, which own an aggregate 60 percent stake in the company, are affiliated with Oleg Deripaska's Basic Element, and thus should not have voted on transactions concerning other firms affiliated with the holding.
PPF Investments disputed Ingosstrakh's practice for approving interested party transactions with entities controlled by Basic Element as well as Ingosstrakh, for over three years. The minority shareholders believe that Basic Element finances other holding's companies by approving these transactions without receiving the consent of Ingosstrakh's other shareholders, violating the law on liability companies. Additionally, this causes losses to other Ingosstrakh shareholders, they claim.
Established in 1947, Ingosstrakh is Russia's leading insurance company. It operates in 231 locations in Russia and runs offices and subsidiaries abroad.