| Aluminum corporations are fighting for the board of directors of Metallurg SUAL, as the owner of 80% of the shares of St. Petersburg OJSC Metallurg, yesterday actually blocked the possibility of electing RUSAL representatives to the board of directors of the enterprise - SUAL representatives simply did not appear at the extraordinary meeting of shareholders organized for this purpose. RUSAL owns 14% in Metallurg, but it does not have the opportunity to participate in the management of this company. RUSAL reacted calmly to the lack of quorum at the meeting of Metallurg shareholders. “We are now discussing two options: whether we will demand that the meeting be reconvened or whether we will submit our candidacies to the board of directors at the annual meeting of shareholders,” said company spokeswoman Vera Kurochkina.
Metallurg was created several years ago with the merger of plants in the Leningrad region - Volkhov Aluminum (capacity 20 thousand tons of aluminum per year) and Pikalevsky Aluminum (capacity 230 thousand tons of alumina per year). The controlling shareholder of these enterprises was previously the British Aimet UK Ltd, whose interests in Russia are represented by two influential St. Petersburg businessmen - Mikhail Schlossberg and Alexey Shmargunenko (they also own the Syassky Pulp and Paper Mill in the Leningrad Region and the Kherson Pulp and Paper Mill in Ukraine). At the end of 2002, they sold Aimet's share in Metallurg to SUAL, in return receiving 18% of it. And in November 2003, a 14% state stake in Metallurg was unexpectedly bought by RUSAL at an auction organized by the Russian Federal Property Fund, which outplayed SUAL at the auction.
After this, Oleg Deripaska’s holding quite naturally demanded a place on the board of directors of Metallurg. However, RUSAL failed to join the board of directors of Metallurg on the first attempt. The press service of the St. Petersburg company reported that yesterday's meeting did not take place due to lack of quorum. According to a source close to Metallurg, the power of attorney presented by SUAL representatives before the meeting was not accepted by Metallurg's registrar - the Siberian-Ural Registration Center (which, as you might guess from the name, is close to SUAL and is its registrar). For the official reason - due to “incorrectly executed documents.” Representatives of SUAL did not insist on the “correctness” of the power of attorney and left the venue for the meeting, which was not what they needed.
Thus, SUAL actually made it clear that it would not allow representatives of a competing holding company to join the board of directors of the St. Petersburg enterprise. And this is despite the fact that a month ago, the chairman of the board of directors of Metallurg and a member of the board of directors of SUAL-Holding, Alexander Utevsky, assured journalists that he had nothing against the wishes of RUSAL, and explained that with its 14% shares, Oleg Deripaska’s company is completely has the right to participate in the board of directors.
“We defend a normal position - a shareholder with 14% has the legal right to one seat on the board of directors, and we will strive for this,” said Ms. Kurochkina. However, by convening a second meeting, RUSAL is unlikely to be able to achieve anything: according to the law, it requires a 30 percent quorum, which is only possible if SUAL representatives are present at the meeting.
By the way, many observers assumed that RUSAL bought a stake in Metallurg for its subsequent speculative resale to a competitor. Yesterday, Ms. Kurochkina categorically denied this, saying that “no negotiations are underway on the sale of the stake.” Victor MATVEEV, St. Petersburg |
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