Board of Directors

The Board of Directors of ERG S.à r.l. provides direction to the Group for all aspects of Corporate Governance and Compliance.

The Board of Directors

Members of the Board, representatives of the Kazakhstan Government, which owns 40% shares of the Company

Board Committees

The Board has four committees to help it discharge its responsibilities in key governance areas. All Board committees have clearly defined terms of reference, which describe in detail their duties and the extent of their authority:

Responsible for review, oversight and approval of the Group compliance systems, policies and controls, as well as for monitoring the effectiveness of the Group Compliance function

Responsible for overseeing the remuneration of ERG’s senior managers and monitoring the Group remuneration system

Responsible for overseeing M&A activity (including due diligence, assessment and mitigation of related risks, structuring and implementation of projects, and post-acquisition integration), as well as supporting Group-wide transformation and business sustainability

Responsible for overseeing the integrity of ERG’s financial reporting, the effectiveness of its internal controls and risk mitigation actions, the effectiveness of its Internal Audit function and the engagement of external auditors

Compliance Committee

Responsible for review, oversight and approval of the Group compliance systems, policies and controls, as well as for monitoring the effectiveness of the Group Compliance function

Remuneration Committee

Responsible for overseeing the remuneration of ERG’s senior managers and monitoring the Group remuneration system

Sustainable Development and M&A Committee

Responsible for overseeing M&A activity (including due diligence, assessment and mitigation of related risks, structuring and implementation of projects, and post-acquisition integration), as well as supporting Group-wide transformation and business sustainability

Audit Committee

Responsible for overseeing the integrity of ERG’s financial reporting, the effectiveness of its internal controls and risk mitigation actions, the effectiveness of its Internal Audit function and the engagement of external auditors

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