The Company’s day-to-day business is directed by its principal officer and collective executive body, i.e. the CEO and Executive Board. The CEO is also the Chairman of the Executive Board. The rights and duties of the CEO and Executive Board in directing the Company’s day-to-day business are defined by the Federal Law on Joint-Stock Companies, the Aeroflot Charter and the Statute on the Executive Board.
Appointment and early termination of the authorities of the Executive Board are subject to decision by the Board of Directors. The Board of Directors can at any time change the numbers and membership of the Executive Board and can also terminate the authorities of the CEO ahead of schedule. The CEO and Executive Board ensure implementation of decisions by the General Meeting of Shareholders and the Board of Directors.
The Executive Board of JSC Aeroflot held 18 meetings in 2012, deciding on the following items:
- main aspects of the business strategy of JSC Aeroflot, Aeroflot Group as a whole and each of its subsidiaries and affiliates;
- flight safety;
- the procedure for application by Aeroflot of voluntary mechanisms of environmental responsibility;
- creation of a back-up data center;
- training of pilots at civil aviation schools, in order to address shortages of pilots;
- strategy for raising Company capitalization and increasing liquidity of the shares of JSC Aeroflot;
- business activities (sale of air transport services, management of subsidiaries and merged companies, developing the aircraft fleet and route network, opening of regular flights, and the work of JSC Aeroflot branches and representative offices);
- innovative technologies, development of in-flight Internet;
- inventory procurement for JSC Aeroflot;
- Aeroflot advertising concepts for the Russian and foreign markets;
- charity activities and social responsibility;
- naming of aircraft after eminent citizens of Russia;
- suggestions for outside events to mark Aeroflot’s 90th anniversary;
- arranging sales of Aeroflot branded merchandise at sales offices;
- participation in working groups of the Russian Union of Industrialists and Entrepreneurs, the Russian Ministry of Economic Development, etc.
Membership of the JSC Aeroflot Executive Board as of December 31, 2012
Vitaly Gennadievich SAVELIEV
Chairman of the Board.
Born in 1954
Graduated from Leningrad Polytechnical Institute specializing in Construction and Road-Building Equipment and from the Palmiro Togliatti Engineering and Economics Institute with a Degree in Construction.
Doctoral Candidate in Economic Science.
From 2004 to 2007: Deputy Minister of Economic Development of the Russian Federation.
From 2007 to 2009: First Vice-President, Head of the Telecommunication Asset Development Division, First Vice-President and Head of the Telecommunication Asset business unit of JSFC Sistema.
From 2009 to the present: Chief Executive Officer of JSC Aeroflot, Chairman of the Executive Board of JSC Aeroflot.
Does not own shares of JSC Aeroflot.
Vladimir Nikolaevich ANTONOV
Born in 1953.
Graduated from the Moscow Railway Engineering Institute, with a Degree in Railway Transport Electrification.
From 1995 to the present: Deputy CEO of Aeroflot for Economic and Aviation Security, Deputy CEO for Aviation Security, Vice-President for Aviation Security, Deputy CEO for Aviation and Operating Security, First Deputy CEO for Operations, First Deputy CEO for Aviation Security at Aeroflot.
Owns 0.000425% of Charter Capital of JSC Aeroflot.
Vasily Nikolaevich AVILOV
Born in 1954.
Graduated from Dzerzhinsky Higher Naval Engineering College with a Degree in Special Power Generating Units.
From 1997 to the present: Head of Administration of Aeroflot, Director of the Department of General Affairs, Deputy CEO and Managing Director of Aeroflot.
Owns 0.0000002% of Charter Capital of JSC Aeroflot.
Kirill Igorievich BOGDANOV
Born in 1963.
Graduated from Leningrad Polytechnical Institute with a Degree in Automation and Telemechanics.
From 2004 to 2007: Executive Director of CJSC Ramaks International.
From 2007 to 2009: Director of the Development and Control Department of the Telecommunications Business Unit at JSFC Sistema.
From 2009 to the present: Deputy Director of the IT Department, Advisor to the CEO, Deputy CEO for IT at Aeroflot.
Does not own shares of JSC Aeroflot.
Konstantin Mikhailovich BUSHLANOV
Born in 1951.
Graduated from Ordzhonikidze Aviation Institute (Moscow), with a Degree in Radio-electronic Devices.
From 1991 to the present: Expert, Head of the Protocol Department, Deputy Head of the Protocol Department, Aeroflot Representative in Vienna (Austria), General Representative of Aeroflot in Austria, Head of Department, Deputy Head of Division and Head of the Department for Foreign Representative Offices. Head of the Personnel Department, Deputy CEO for Human Resources.
Owns 0.041% of Charter Capital of JSC Aeroflot.
Deceased on May 11, 2013.
Giorgio CALLEGARI
Born in 1959.
Graduated from Turin Polytechnical University (Turin, Italy) with a Degree in Mining.
From 1990 to 2011: Sales Manager, Vice-President for Sales, Vice-President for Business Development, Vice-President for Alliances, Business Development and International Relations, Deputy Vice-President for Alliances and Strategy of Alitalia.
From 2011 to the present: Deputy CEO of Aeroflot for Strategy and Alliances.
Does not own shares of JSC Aeroflot.
Igor Petrovich CHALIK
Born in 1957.
Graduated in 1979 from the Aktyubinsk Higher Civil Aviation Flying School, specializing in Air Transport Operations.
From 1994 to the present: Second Pilot of an Il-86, Second Pilot, Commander, and Pilot Instructor for А310 aircraft, Deputy Commander of the А310 Flight Detachment of Aviation Detachment № 1, Commander of the А320 Flight Detachment, Commander of the А330 Flight Detachment of the Flight Operations Department, Deputy CEO and Director of the Flight Operations Department, Deputy CEO and Flight Director.
Owns 0.04171% of Charter Capital of Aeroflot.
Dmitry Yurievich GALKIN
Born in 1963.
Graduated from the Ordzhonikidze Institute of Management with a Degree in Management Organization for Automotive Transport.
From 1988 to the present: Manager, Deputy Head, Head of the Internal Audit Service, Director of the Internal Audit Department at Aeroflot.
Owns 0.000003% of Charter Capital of JSC Aeroflot.
Andrey Yurievich KALMYKOV
Born in 1973.
Graduated in 1996 from the Moscow State Institute of Radio Technology, Electronics and Automation with a Degree in Electronic Devices and Installations.
From 2006 to 2007: Commercial Director, CEO of LLC SunExpress Travel.
From 2007 to 2008: CEO of Sunrise Asset Management.
From 2008 to 2010: Assistant to the Minister of Transport of the Russian Federation.
From 2010 to the present: Deputy CEO for Commerce, Deputy CEO for Operations and Commerce, First Deputy CEO for Operations and Commerce, First Deputy CEO for Operations at Aeroflot.
Owns 0.036% of Charter Capital of JSC Aeroflot.
Shamil Ravilievich KURMASHOV
Born in 1978.
Graduated from the Moscow State Institute of International Relations with a Degree in International Economic Relations.
Doctoral Candidate in Economic Science.
From 2004 to 2007: Deputy CEO for Finance and Investment at JSFC Sistema.
From 2007 until 2009: Director of the Investment Department, Deputy Head of the Finance and Investment Division of JSFC Sistema Telecommunications.
From 2009 to the present: Advisor to the CEO, Deputy CEO for Finance and Investment, Deputy CEO for Commerce and Finance at Aeroflot.
Does not own shares of JSC Aeroflot.
Georgy Nikolaevich MATVEYEV
Born in 1953.
Graduated from the Academy of Civil Aviation with a Degree in Air Transport Operations (specialized as a pilot engineer).
Doctoral Candidate in Technical Science.
From 2001 to the present: Deputy Head of the Flight Safety Inspectorate, Deputy Director of the Flight Safety Department , Director of the Flight Safety Department.
Does not own shares of JSC Aeroflot.
Igor Viktorovich PARAKHIN
Born in 1961.
Graduated from the Moscow Institute of Civil Aviation Engineers with a Degree in Operation of Aircraft and Aircraft Engines.
From 2001 to 2011: Head of Programme, Deputy Director of the Aviabusiness Higher Business School.
From 2011 to the present: Acting Technical Director, Technical Director, Deputy CEO and Technical Director at Aeroflot.
Owns 0.000007% of Charter Capital of Aeroflot.
Dmitry Petrovich SAPRYKIN
Born in 1974.
Graduated from Moscow State Law Academy with a Degree in Law and as a Master of Law (LL.M) from Cornell Law School, where he also took MBA courses.
Doctoral Candidate in Law.
From 2006 to 2007: CEO of OJSC Moscow Cellular Telecommunications.
From 2007 to 2009: Director of Transaction Support, Deputy Head of the Legal Division of JSFC Sistema.
From 2009 to the present: Deputy CEO of Aeroflot for Legal and Property Issues.
Acquired 788,700 shares of JSC Aeroflot, or 0.071% of Charter Capital. The shares were acquired on 29.12.2012. Together with previously owned shares, the total stake in Aeroflot Charter Capital held by Mr Saprykin is 0.115%.
Vadim Yakovlevich ZINGMAN
Born in 1970.
Graduated from St. Petersburg University of Economics and Finance with a Degree in Economics.
Doctoral Candidate in Economic Science.
From 2001 to 2008: Deputy Director of the Department for Government Regulation of Foreign Trade Activity at the Ministry of Economic Development and Trade of the Russian Federation.
From 2008 to 2009: Director of the Government Relations Department at JSFC Sistema.
From 2009 to the present: Advisor to the CEO, Deputy CEO for Customer Relations, Deputy CEO for Operations and Quality Management at Aeroflot.
Owns 0.094% of Charter Capital of JSC Aeroflot.
Aleksander Koldunov, Director of Aeroflot’s Flight Safety Department, left the Executive Board on November 29, 2012. On November 29, 2012 a new member, Georgy Matveyev (Director of the Flight Safety Department) was appointed to the Board.
Information on acquisition and disposal of JSC Aeroflot shares by members of the Executive Board is provided in the Appendix.
Remuneration of the Executive Board
The system for remuneration of Executive Board members, as well as for remuneration of all other Company personnel, is structured in a way that enables Aeroflot to attract and retain highly qualified specialists while at the same time making remuneration levels dependent on the Company’s overall business results. The incentive component of remuneration to senior managers in 2011 was calculated in compliance with the system of performance-related bonuses, tied to key performance indicators (KPI), as regulated by the Statute on Bonus Payments to Managers and Specialists of Aeroflot (Order of the CEO № 30 dated February 2, 2011). In accordance with the Statute, the incentive component of salary payment to Executive Board members is determined on the basis of achievement of key performance indicators approved for the respective reporting period.
The key performance indicators for Executive Board members relate to overall financial and economic efficiency of Company business (ROIC, EBITDAR, net income, etc.), operating indicators, and other criteria of business quality and efficiency.
Remuneration for all members of the Executive Board in 2011 was linked to achievement of savings in purchase of goods (works, services) per unit of production. This was in compliance with an instruction by the Russian Government to state-owned companies and companies controlled by the state to reduce their spending on purchases per unit of production by at least 10%.
Pursuant to a decision by the Government Committee on High Technologies and Innovations (Minutes No. 1, dated January 30, 2012), remuneration for members of the Executive Board of JSC Aeroflot was also linked to the following indicators in 2012: “Achievement of Research and Development Targets” and “Innovation Projects Implemented and In Progress”.
Total remuneration (including salary and bonuses) paid to members of the Executive Board for 2012 was RUB 280,038,333.61.
