Statutory Audit CommissionStatutory Audit Commission

The Statutory Audit Commission is responsible for providing financial control over the Bank’s financial and economic activities. The Statutory Audit CommissionThe positions and biographies of the members of the Statutory Audit Commission are reported as of 31 December 2020. verifies VTB Bank’s compliance with regulations established by the laws of the Russian Federation on accounting procedures, compiling reports and reporting, the veracityof the information contained in reports and other financial documents of VTB Bank, the organisation of the Bank’s internal control system, and the Bank’s execution of instructions from the President and the Government of the Russian Federation. The Statutory Audit Commission is elected at the AGM, which determines its size and composition for the period until the next AGM. At the Bank’s AGM on 24 September 2020, the following members of the Statutory Audit Commission were elected for a new term.

Sabancev

Zahar Sabantsev

Chairman of the Statutory Audit Commission; Head of the Division for Financial Sector Monitoring, Organisational Support and Consolidated Work of the Financial Policy Department of the Ministry of Finance of the Russian Federation; member of the Statutory Audit Commission of Rosneft; member of the Statutory Audit Commission of Rosneftegaz

Buchnev


Pavel Buchnev

Head of the Investment Relations Department of the Federal Agency for State Property Management, member of the Statutory Audit Commission of Rostelecom

Gontmaher


Yevgeny Gontmakher

Professor at the National Research University Higher School of Economics, member of the Management Board of the Institute for Contemporary Development

Krasnov


Mikhail Krasnov

Member of the Statutory Audit Commission of Rostelecom, Chairman of the Board of Directors of Verisel Technologies S.A. (Switzerland)

Soskov


Vadim Soskov

Deputy CEO of Gazprombank Asset Management, member of the VTB Shareholders Consultative Council


The Statutory Audit Commission, in accordance with the Work Plan for VTB Bank’s Statutory Audit Commission for 2019–2020Minutes No. 1 dated 9 September 2019., audited VTB Bank’s financial and economic activities for 2019, as a result of which the Statutory Audit Commission reached the following conclusions:

  • No violations of legal acts of the Russian Federation on accounting and reporting procedures or violations of legal acts of the Russian Federation in conducting financial and economic activities were found that could have had a significant impact on the Bank’s financial results for 2019;
  • VTB Bank’s annual financial statements for 2019 as well as the Bank’s other financial documents are true and fair and provide an objective picture of the Bank’s financial position as of 1 January 2020;
  • VTB Bank’s 2019 annual report was prepared in accordance with the applicable legislation of the Russian Federation;
  • The information contained in the report on interested-party transactions completed by the Bank in 2019 is accurate;
  • The Bank complies with the statutory requirements established by the Bank of Russia;
  • The Bank’s systems of corporate governance, risk management and internal control meet the requirements established by the laws of the Russian Federation and regulations of the Bank of Russia and are in accordance with the nature and scale of the Bank’s operations.

The conclusion of the Statutory Audit Commission on its audit of VTB Bank’s financial and economic activities in 2019 was presented to the AGM on 24 September 2020.

In accordance with the Work Plan for the Statutory Audit Commission for 2019–2020, the Statutory Audit Commission held two inperson meetings, at which the following issues, among others, were considered: verification of budget performance with respect to the Bank’s management expenses, analysis of the Bank’s operating and non-operating expenses, review of information on the progress of implementation of the Bank’s investment programme, analysis of reports produced by the internal control function, analysis of the Bank’s internal regulations governing the activities of the Statutory Audit Commission, election of the Chairman of the Statutory Audit Commission, approval of the Wwork Pplan for the Statutory Audit Commission for the 2020–2021 corporate year, approval of the programme for auditing the Bank’s financial and economic activities for the 2020–2021 corporate year, approval of the programme for the verification by the Statutory Audit Commission of an analysis of the Bank’s internal regulatory documents.

In 2020, VTB Bank provided the members of the Statutory Audit Commission with information necessary to monitor the Bank’s financial and economic activities on a regular basis, including information concerning indicators related to financial statements prepared in accordance with RAS and consolidated financial statements prepared in accordance with IFRS, as well as information on the Bank’s implementation of directives issued by the government of the Russian Federation, on the Bank’s Long-Term Development Programme and on its Programme for the Sale of Non-core Assets.

On 24 June 2016, in accordance with the recommendations of the Bank’s Supervisory Council Staff and Remuneration CommitteeMinutes No. 47 dated 24 June 2016., the Bank’s Annual General Meeting of Shareholders approved the Regulation on Remuneration and Compensation Paid to the Members of the Statutory Audit Commission.

According to this document, the basic part of the remuneration paid to members of the Statutory Audit Commission is 20% of the average remuneration paid to a member of the Supervisory Council who is an independent director or representative of the state.

The actual amount of remuneration paid to a member of the Statutory Audit Commission during the reporting period is determined based on the number of days in the corporate year during which said member of the Statutory Audit Commission carried out their duties.

For chairing the Statutory Audit Commission, the Regulation on Remuneration and Compensation Paid to the Members of the Statutory Audit Commission establishes a bonus of 30% of the basic remuneration for members of the Bank’s Statutory Audit Commission. Remuneration is paid by the Bank through bank transfers; no other forms of remuneration are stipulated.

Members of the Statutory Audit Commission who miss more than half of the meetings of the Statutory Audit Commission during the time in which they are members of the Commission are not paid any remuneration, nor are members of the Statutory Audit Commission who are civil servants.

At VTB Bank’s AGM on 24 September 2020, on the matter of the payment of remuneration to members of the Statutory Audit Commission who are not civil servants in the amount established by the bylaws of VTB Bank, it was decided to pay remuneration to members of the Statutory Audit Commission who are not civil servants:

  • for work as part of the Statutory Audit Commission of VTB Bank: RUB 916,310 each;
  • for chairing the Statutory Audit Commission of VTB Bank: RUB 274,893;
  • to compensate members of the Statutory Audit Commission of VTB Bank who are not civil servants, during the performance of their duties, for all expenses associated with the performance of their duties as members of the Statutory Audit Commission of VTB Bank, namely: accommodations, travel and other fees and charges for various types of transport.
TOTAL REMUNERATION PAID IN 2017–2020 TO THE MEMBERS OF THE STATUTORY AUDIT COMMISSION (FOR 2016–2019), RUB
2016 2017 2018 2019
For work on the Statutory Audit Commission 3,680,000 1,840,000 3,670,000 4,103,225
Compensation for expenses related to the performance of their duties as members of the Statutory Audit Commission Not paid