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 Commissions
Members of the Board of directors
Board of Directors Commissions
Remuneration
Board of Directors meeting reports
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 Appointment and Government Commission 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 Board of Directors 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 Commissions of the Board of Directors regulate the Board of Directors’ and the Board of Directors’ Commissions’ activities and decision-making process, including the procedures for convening and holding sessions.

Analysis of the operation of the Board of Directors and Commissions

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 Commissions, 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 Commissions of the Board of Directors of NIS j.s.c. Novi Sad for the Period 16 April 2020 - 15 April 2021
Members of the Board of Directors

Vadim Yakovlev,
Chairman of the Board of Directors

 

Deputy Chairman of PJSC Gazprom Neft Management Board,
Deputy CEO for exploration and production PJSC Gazprom Neft, in charge of exploration and production including offshore, strategic planning and mergers and acquisitions

Born 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, and recieved specialization in Finance and Loans. 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).

From 1993 to 1994 he worked at the Ural Branch of the Academy of Sciences of the USSR, at the Physics and Technical Sciences Institute with the special Design Engineering bureau and Pilot-plant production, as acting junior scientist and junior scientist.

During his employment with PricewaterhouseCoopers from 1995 to 2001, Mr. Yakovlev held various positions, starting from an Audit assistant to being promoted to Audit Manager. In 2001 he worked with YUKOS EP c.j.s.c., as Senior Specialist. Within the period from 2001 to 2003, he served as Deputy Head of Financial and Economics Department, YUKOS EP c.j.s.c. From 2003 to 2004, he was Regional Financial Control Officer and from 2004 to 2005 - Financial Director of Yugansk Neftegaz, NK Yukos. In 2005, Mr. Yakovlev held the position of Deputy Head of Directorate for Finance and Economy at Siberian-Urals Oil and Gas Company. From 2005 to 2006, he served as Deputy General Director in charge of economy and finance at SIBUR-Russian Tyres. From 2006 to 2007, he served as Manager of Planning and Budgetary Reporting Deparment at Sibneft (as of 01.06. 2006 – OJSC Gazprom Neft, from 13.10.2015 – PJSC Gazprom Neft). In 2007 Mr. Yakovlev became Vice-Chairman of PJSC Gazprom Neft in charge of finance. From 2007 to 2010 – PJSC Gazprom neft Deputy CEO in charge for economics and finance. From 2007 – member of the Management Board, PJSC Gazprom Neft Deputy Chairman of Management Board. From 2010 to 2011 – First Deputy CEO – PJSC Gazprom neft Financial Director. From 2011 to 2019 he was at the post of the PJSC Gazprom neft First Deputy CEO.

As of 2019 he holds the post of the Deputy CEO for exploration and production PJSC Gazprom neft.

Mr. Yakovlev was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 10 February 2009. and he was elected Chairman of the NIS j.s.c. Novi Sad Board of Directors as of 31 July 2009.

Membership in boards of other companies:
- РJSC NGK Slavneft,
- FGAOU VO Tyumen State University (Member of the Supervisory board),
- LTD UT IT Novaya Industriya (Chairman of the Board of Directors).

Kirill Tyurdenev,
Chief Executive Officer

 

CEO of NIS j.s.c. Novi Sad
Member of the Appointment Commission

Born in 1977.

He undertook studies at the Moscow State Institute of International Relations (MGIMO), graduating from the Faculty of International Relations with a Bachelor’s degree in Political Science and International Relations (with honors), and subsequently earning his Master’s degree in International Law (with honors). He also obtained a Master of Laws (LL.M) degree from the University of Manchester and completed executive education programs at INSEAD and London Business School.

From 2000 to 2004, Mr. Tyurdenev worked for A.T. Kearney and Unilever and in 2004 he joined McKinsey & Co. From 2007 to 2012, Mr. Tyurdenev worked for Sibur Fertilizers as Deputy CEO for Strategy and Business Development. From 2012, he served as Executive Vice President and member of the Management Board of JSFC Sistema. Prior to joining NIS j.s.c. Novi Sad, Kirill Tyurdenev held positions of President and Chairman of the Management Board at United Petrochemical Company, which at that time was part of the JSFC Sistema group, and of Chairman of the Board of Directors of Ufaorgsintez.

In April 2016, Kirill Tyurdenev joined NIS j.s.c. Novi Sad as First Deputy CEO for Refining and Sales.

In December 2016, he was elected member of the Board of Directors. In March 2017 he was appointed CEO of NIS j.s.c. Novi Sad.

Membership in boards of other companies:
/

Pavel Oderov,
Member of the Board of Directors

 

Member of the Management Board, Deputy CEO for Foreign economic activities PJSC Gazprom Neft

Born 1979.

In 2000, Mr. Oderov graduated from the National University of Oil and Gas "Gubkin University" (NIU), Faculty of Economics. In 2002, he graduated from the National University of Oil and Gas "Gubkin University" (NIU), Faculty of Management.

In the period from October 2002 to June 2007 He held positions such as leading expert, head of a section, deputy heat of Department in the field of marketing of Lukoil-Neftekhim c.j.s.c.

From September 2007 to February 2020 he held various managerial positions within the Gazprom Group. From 2015 to 2020 he worked as a Department Manager of PJSC Gazprom.

From February 2020 to the present he has served as JSC Gazprom neft Deputy CEO for Foreign economic activities, since the May 2020 he is a member of Management board of PJSC Gazprom neft.

Mr. Oderov was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 25 March 2020.

Membership in boards of other companies:
- JSC FC Zenit,
- LTD BC Zenit.

Danica Drašković,
Member 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 1 April 2009 to 18 June 2013, Ms. Danica Drašković was a member of the NIS j.s.c. Novi Sad Board of Directors, being re-elected on 30 June 2014.

Membership in boards of other companies:
/

Alexey Yankevich,
Member of the Board of Directors

 

Chairman of the Remuneration Commission

Member of the Management Board, Deputy CEO for Economics and Finance PJSC Gazprom Neft

Born 1973.

In 1997, Mr. Yankevich graduated from Saint-Petersburg State Electrical Engineering University named after V.I.Ulyanov (Lenin) (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. In 2004, he earned qualification Certified Management Accountant (CMA).

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 c.j.s.c. (business unit responsible for logistics and downstream operations). 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 Director of the Planning and Budgeting Department, and was Head of Economics and Corporate Planning Department at PJSC Gazprom Neft.

Since August 2011 he has served as acting Deputy CEO for Economics and Finance at PJSC Gazprom Neft. Mr. Yankevich has been a member of the Management Board of PJSC Gazprom Neft and Deputy CEO PJSC Gazprom Neft 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 June 2013.

Membership in boards of other companies:
- РJSC NGK Slavneft, 
- Gazprom Neft Lubricants Italia s.p.a. (Chairman of the Board of directors), 
- Gazprom Neft Lubricants Italia Management s.p.a. (Chairman of the Board of directors).

Vsevolod Vorobev,
Member of the Board of Directors

Deputy Department Head of Gazprom PJSC

Born in 1973.

Graduated in 1998 from the Plekhanov Russian Academy of Economics, area of specialization: National economics.

From 1999 to 2003 he worked at various positions within Gazprom mezhregiongaz Ltd., from the position of the 1st rank economist to Deputy Department Head of Finance and Economy Block.

As from 2021 and until the persent time holds the position of Deputy Department Head of Gazprom PJSC.

At the present he holds the position of Deputy Department Head of Gazprom PJSC and as of 2009 he has paralelly worked as General manager of Gazprom capital Ltd.

Dejan Radenković,
Member of the Board of Directors

 

Member of the Audit Commission

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. From 2015 to 2021 he was a member of the Board for supervision of operations of the MTS bank j.s.c. Belgrade.

He is a member of the Socialist Party of Serbia and he was elected member of the Parliament of Republic of Serbia in 2008, 2012, 2014, 2016 and 2020.

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

Membership in boards of other companies:
/

Alexander Chepurin,
Independent member of the Board of Directors

 

Member of Appointment Commission

Born in 1952.

Graduated from the Moscow State Institute of International Relations (MGIMO University) in 1975.

From 1975 onwards Mr. Chepurin worked at the Ministry of Foreign Affairs of the USSR and later, the Ministry of Foreign Affairs of the Russian Federation.
From 1986 to 1992, he headed the Economy group of the Embassy of the USSR (Russia) in Italy.
From 1994 to 1996, he was Director of one of the leading Departments in the Ministry, the Human Ressources Department.
From 1994 to 1997 he was also a member of the United Nations International Civil Service Commission in New York (ICSC).
As from 1996 to 2000 he was Ambassador Extraordinary and Plenipotentiary of the Russian Federation in Denmark.
From 2005 to 2012, Mr. Chepurin was Director of the Russian Federation Ministry of Foreign Affairs Department for Relations with Compatriots Abroad.
From 2012 to June 2019, he served as Ambassador of the Russian Federation to Serbia.

He has the rank of Ambassador Extraordinary and Plenipotentiary and several Russian and Serbian state orders and medals.

In 2009, he was awarded a PhD Degree in Political Science.

From 2012 to 2019 Mr. Chepurin closely dealt with issues of cooperation development between Russian energy companies and the Republic of Serbia, focusing on strengthening cooperation between Russian and Serbian energy companies. He is a member of the Russian international affairs council.

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

Membership in boards of other companies:
/

Anatoly Cherner,
Member of the Board of Directors

 

Deputy Chairman of PJSC Gazprom Neft Management Board
Deputy CEO for Logistics, Refining and Sales at PJSC Gazprom Neft

Born 1954.

in 1976 Mr. Cherner graduated from Grozny Oil Technical Institute (bearer of the Order of Red banner of Labour), with degree in chemical oil and gas engineering.

From 1976 to 1993 he was employed at the Sheripov Grozny Refinery, starting as an operator to become refinery director. In 1996, he joined the SlavNeft company as Head of the Oil and Oil Products Trading Department and was later appointed Vice-Chairman of NGK SlavNeft OJSC. In April 2006 he was appointed Vice-Chairman of SibNeft (as of 01.06. 2006 – OJSC Gazprom Neft, from 13.10.2015 – PJSC Gazprom Neft) for refining and marketing. In December 2007 he was appointed Deputy Chairman of the PJSC Gazprom Neft Management Board, Deputy CEO for logistics, refining and sales in PJSC Gazprom Neft.

Mr. Cherner was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 10 February 2009.

Membership in boards of other companies:
- РJSC NGK Slavneft,
- PJSC Slavneft-YANOS (Board of Directors Chairman), 
- SPbMTSB (Saint Petersburg International Mercantile Exchange), 
- Gazprom Neft Lubricants Italia s.p.a., 
- Gazprom Neft Lubricants Italia Management s.p.a.

Olga Vysotskaia,
Independent member of the Board of Directors

 

Chairman of the Audit Commission
Member of the Remuneration Commission

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. From 2013 to 2021 she held 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:
/

Dragutin Matanović,
Member of the Board of Directors


Chairman of the Appointment Commission

Born in 1954.

Bachelor of Electric Engineering (BEE).

He was employed at the position of electric engineer at the Company Lola računari in Belgrade.

Director of the Company Lola računari in Belgrade.

He was elected member of the NIS j.s.c. Novi Sad Board of Directors as of 06.09.2019.

Membership in boards of other companies:
/

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