Results of annual general meeting of OJSC "Aluminii Kazakhstana" (Kazakhstan) shareholders

06.01.00 00:00
/KASE, Jan.06, 00/ - According to listing requirements OJSC "Aluminii Kazakhstana" (Pavlodar, official list of securities, category "B") provided Kazakhstan Stock Exchange (KASE) with protocol of shareholders annual general meeting by the results of 1998, reports of the Board, Revision commission and auditing report of LLP "Global Audit" (Almaty). At an annual general meeting, which was held on December 03, 1999, shareholders of OJSC "Aluminii Kazakhstana" found the work of the Board in 1998 satisfactory, accepted the report of the Board, approved report of Revision commission and 1998 financial statement. Taking into account the letter of the National securities commission of May 20, 1999, shareholders made a decision: - to declare the decisions of JSCOT "Aluminii Kazakhstana" shareholders general meetings of July 24, 1997 (extraordinary) and February 01, 1999 (annual) on making changes in the Charter of the company regarding decreasing the size of fixed dividends to preferred shares down to 10% of par value (from 25% previously); - not to charge and pay dividends to owners of the third issue preferred shares for 1997 and 1998 at 25% of share par value; - to cancel 3rd and 4th issue of shares and register 5th issue totaling KZT5,834,810,776 consisting of 52,939,396 common inscribed and 5,408,711 preferred inscribed shares with KZT100 par value; also: - to charge and pay dividends to preferred shares for 1998 at KZT10 per share; set February 03, 2000 as dividend payment beginning date and the registration date for shareholders entitled to receive dividends; - to charge and pay dividends to common shares for 1998 at 50% of net income of the company (KZT49,190,500), which corresponds to 93 tiyn (KZT0.93) per common share; set February 03, 2000 as dividend payment beginning date and January 04, 2000 - registration date for shareholders entitled to receive dividends; - to increase announced authorized capital by KZT165,189,224 up to KZT6,000,000,000; - to make changes and amendments to the Charter of the company regarding augmenting announced authorized capital and authority and composition of the Board of directors and Executive board; - to choose following companies as auditors of OJSC "Aluminii Kazakhstana" for 1999: among international auditors "Deloitte & Touche", among Kazakhstani auditors - LLP "Global Audit". Besides, shareholders of OJSC "Aluminii Kazakhstana" approved two big deals in selling blocks of company's shares: - 4,661,740 shares (8% of authorized capital) amounting to KZT466,174,000 to "Hillford Enterprises Corporation" (Britain Virgin Islands); - 9,614,839 shares (16.5% of authorized capital) amounting to KZT961,483,000 to "Dauphin Associated Limited" (Britain Virgin Islands). Before voting on this matter shareholders were given following explanations: in the beginning of 1999 OJSC "Aluminii Kazakhstana" received income as common inscribed shares (previously owned by the companies of "Trans- World Group", and passed to the company by the decision of the Supreme Court of Kazakhstan on January 27, 1999 - comm. KASE), later 24.5% of which were sold to non-resident companies (prior to giving OJSC "Aluminii Kazakhstana" a status of open people's joint stock company). Since sell and purchase of 10% of the company shares is a big deal for people's company and requires approval of shareholders general meeting, this matter was entered into the agenda of the meeting. In addition, new Board of directors was elected at the meeting, which includes: Ibragimov A.R. (representative of LLP "Kazakhstan Mineral Resources Corporation Investment"), Jumagaliev R.I. (representative of the Committee on state property and privatization under the Ministry of finance of Kazakhstan), Ibragimov A.T. (Chairman of the Board - General director of OJSC "Aluminii Kazakhstana"), Sarychev G.I. (Chairman of elderly council under the administration of Pavlodar), Yuvalova G.N. (Honored employee of OJSC "Aluminii Kazakhstana", retiree), Yuarovoi V.I. (Chairman of veterans' council), Juliev V.N. (Chairman of united professional union). Report of the Board says (speaker - Ibragimov A.T.) 1998 was difficult year for the company. In May 1998 the company faced a problem with selling limestone, which forced the company to decrease the production down to 63.5% because the production is uninterrupted and there is lack of storage facilities. As a result of Russian crisis in August 1998 the company had problems with selling and price of clay and sulfurous aluminum (the problem still exists). In 4th quarter of 1998 Russia introduced differentiated tariffs on railroad transportation, which were three times expensive for non-residents than to residents and decreased competitiveness of the company. However, despite existing problems, in 1998: - 1.08 mln tons of limestone was produced, which is 100% of planned amount or 99.1% to 1997; - production of bauxite reached 3.4 mln cubic meters or 100.6% to 1997; - mining and stripping amounted to 22.2 mln cubic meters or 111.6% to 1997; - 1,932 mln kWh/h electricity, 5.6 Gcal heat were generated, including to cities: 37.8% of electricity, 29.4% of heat. In reporting year the company produced goods for KZT14 bln or 100.3% of planned amount. Investment of OJSC "Aluminii Kazakhstana" in fixed capital (capital investments) using its own resources reached KZT685 mln in 1998. For social purposes it spent KZT40.7 mln, financial and sponsorship aid amounted to KZT97.1 mln, social payments equaled KZT22.7 mln. Net income reached KZT98.4 mln. According to the protocol of general meeting, dated November 29, 1999, 3,853 owners of securities were registered, including: 23 owners (legal entities) of common inscribed shares and 3,830 owners (legal entities and private persons) of preferred shares. 2,178,088 common shares are in the balance of OJSC "Aluminii Kazakhstana". Auditing report of LLP "Global Audit" reads financial statements give true picture of OJSC "Aluminii Kazakhstana" as of January 01, 1999 in all essential aspects, also results of its financial and economic activities during January 01, 98 through December 31, 98.