Supervisory Board of the Bank

The Supervisory Council of the Bank is a management body of the Bank, which represents the interests of the shareholders and other stakeholders and controls the Management Board.

The Supervisory Council reports to the General Participants (Shareholders) Meeting its operational results, general status of the Bank and actions it has taken to achieve the Bank’s goals.

The members of the Supervisory Council receive compensation for their work.

Currently, the Supervisory Council of Ukrgasbank consists of six members appointed for three years.

the Supervisory Council appoints the Supervisory Council Chairman, elects members of the Audit Committee and the Corporate Management and Appointments Committee.

The Supervisory Council includes two independent members*

The principles guiding the Supervisory Council in its activities are set forth in:

• the Charter;
• Regulation on the Supervisory Council of Ukrgasbank OJSB;
• Regulation on the Audit Committee of Ukrgasbank OJSB;
• and Regulation on the Corporate Management and Appointments Committee of Ukrgasbank OJSB.

*the “independence” criteria are set forth in the Regulation on the Supervisory Council of Ukrgasbank OJSB

A member of the Supervisory Council cannot be regarded as independent, if this member:

1) currently is or has been the Chairman or a member of the Management Board in the past three years, or an official of the management bodies of related parties of the Bank;

2) is a related party of the Bank or one of the parties with whom the Bank carries out significant operations, in particular for an amount exceeding 1 percent of the balance sheet value of the overall assets of the Bank according to the latest financial statements of the Bank;

3) receive any incomes from the Bank, except for incomes constituting the due remuneration for the performance of the Supervisory Board member’s functions and incomes from the shares held in the Bank;

4) holds more than 5 percent of the Bank’s shares (directly or indirectly); and

5) is a government representative.
The Supervisory Council includes the Audit Committee and the Corporate Management and Appointments Committee. These bodies are chaired by independent members of the Supervisory Council. The membership fo the Audit Committee consists of:

John Josef Smith, an independent member of the Supervisory Council, Chairman of the Audit Committee;

Oleksiy Anatoliyovych Omelyanenko, a Supervisory Council member;

Serhiy Volodymyrovych Fedotov, a Supervisory Council member.


The functions of the Audit Committee include:

• ensuring the availability and appropriateness of corporate internal control policies and procedures;
• supervision over the performance of the Management Board, its evaluation, monitoring and control over every banking, financial and operational risk;
• supervision over the activity of independent external auditors of the Bank;
• supervision over the process of conflicts of interests detection and management;
• and ensuring operational transparency of the Bank, its openness in relations with shareholders, depositors and other customers.

The membership of the Corporate Management and Appointments Committee consists of:


Valentyn Vitaliyovych Obshtyr,  a Supervisory Council member.


The functions of the Corporate Management and Appointments Committee include:

• development of corporate management standards and policy at the Bank, based on the corporate management principles (Code) approved by the Bank;
• analysis of and control over the corporate management practice at the Bank (including practice and performance indicators of the Supervisory Council and the Management Board);
• and development of the Bank’s standards and policy as regards human resources and labor incentives; selection of candidacies for the chairs of Management Board and Supervisory Council members and evaluation of their performance.