The corporate management in the
The Company considers the corporate management system as a tool of the Only shareholder’s interests observance, the forming of the balanced relationships system with all interested faces and its activity efficiency increasing.
The fundamental principles of the corporate management in the Company are:
- the principle of the Only shareholder’s rights and interests protection;
- the principle of the effective management of the Committee of directors Company and Management;
- the principle of the Company’s
- the principles of transparency and information disclosure objectivity;
- the principles of legality and ethics;
- the principles of effective dividend politics;
- the principles of effective personnel policy;
- the principle of the environment preservation;
- the policy or the conflicts and interest conflict regulation;
- the principle of responsibility.
The essential aims of the corporate management in the Company:
- the strategic planning system perfection, monitoring and internal control;
- the providing with comprehensive information disclosure about the Company, including its financial state, economic performance, property and management structure;
- the increasing of the Company’s effective activity at the expense of the accountability system perfection, risk management and internal control mechanisms;
- the increasing of the staff management and development as a more important Company’s resource, the development of partnership relationships between the Company and workers in social problems decision and working conditions regulation;
- the active collaboration with interested faces etc.
The Corporative management code in the Company has been adopted by the decision of the
Among the most important arrangements oriented to the corporative management principles adoption according to the Company’s corporative management Code the adoption of the Corporative management Code planning by the committee of directors about the introduction of the Corporative management Code in the Company can be noted (the minutes from 11 May 2010 № 6).
According to the Corporative management Code adoption the corporative management internal documents has been introduced in the Company, namely:
1. Business ethics code.
2. The Company’s corporative conflicts settlement policy.
3. The policy in the sphere of essential corporative events of the Company.
4. The rules of the Company’s information protection.
5. Currency risk management rules.
6. Interest rate risk management rules.
7. Liquidity loss risk management rules.
8. Identification and risk assessment rules.
10. The dividend policy of the Company relating to the daughter organizations.
11. The state about the Company’s corporative secretary.
12. The Company’s risk management policy.
In 2011 the corporative management in the Company is planning to be continued.Information about the structure and society bodies competence
The Bodies of the Company are:
1. The Superior body is the Only shareholder (the
2. The Management body is the Committee of Directors, the competence is the general activity management of the Company and the Management activity control.
3. The Executive body is the Management, the competence is the Company’s current activity management leaded by the Company Management Chairman.
The competence of the management body and the executive body is defined by the Society Regulation.
The business ethics Code of Society is the management tool for the company development and effective interaction with interested faces on basis of the following to the legalism and formulations of legislation of the Republic of Kazakhstan.
The business ethics Code is adopted by the Company’s Committee of directors’ decision (the minutes of 7 July 2010 № 9).
The fundamental corporative values, on basis of which the Company’s activity form, are honesty, reliability and professionalism of its workers, the efficiency of their job, mutual assistance, the respect to each other, to the interested faces and Company in whole.
The Company is guided by the following business ethics principles:
- good faith
The company carries on and disclosures the financial accounting according to the Kazakhstan and international (ISFA) standards.
Following the transparency principle the Company also disclosures the additional information about its activity, which can represent the interest or be essential for the Only shareholder, investors or other interested faces, excluding the information forming the state or commercial secret.
For the information disclosure the Company uses more convenient for addresses means and ways. The maximum possible volume of information is allocated on the
The Company also disclosures information through the informational agencies and other mass media. Every essential event or action in the Company is accompanied by
The corporative system risks management in the Company is realized in the network of the Only shareholder’s recommendations — the
The main methodological base for the risks management in the Company are the corporative system of risks management Conception, the risks management Policy and the identification Rules and the Company’s risks assessment confirmed by the company’s Committee of directors.
The main aims of the risks management Policy in the Company are:
- the forming of an effective complex system and the risks management integrated process as the Company’s management element and (or) its daughter organizations as well as the constant activity perfection on basis of the unified approach to the methods and risks management procedures;
- the providing with acceptable risks taking by the Company and (or) its daughter organizations appropriate for the scales of its activity;
- the determination of the retention and the taken risks effective management providing.
In the network of the project of administrative accounting System in JSC «NWF «Samruk — Kazyna» and incoming in it national companies the risks and control Matrix of the Company’s corporative level has been worked out which reflects the current status 27 kinds of the corporative level internal control appropriated with the model COSO «The risks Corporative management «Integrated model» (2004).
27 kinds of the risks Matrix internal control and the Company’s control were oriented to the internal control system forming in terms of the corporative level risks, shortcomings revealing and possibilities determination for the corporative management system.
At present the Company has adopted and executes 24 of 27 control procedures. The rest of control procedures have been planned for the adoption in 2011.
According to the arrangements Plan of management accounting system adoption the internal control system has been adopted in the Company, which is determined as a process, realized jointly by Committee of directors, Management, structure subdivision and the Company’s workers, the activities of which must realize the achievements of the following Companies aims:
- the activity efficiency providing;
- assets, information and effective sources using safety;
- fullness, reliability and authenticity of the financial and managerial accounting;
- the adherence of the Republic of Kazakhstan legislation’s demands and internal documents;
- the risks minimization at the expense of the
risk-managementoptimal system adoption and supporting.
The internal control system is determined as a complex of policy, processes and procedures, norms of behavior and actions, promoting the effective and rational activity, making it possible the Company to react to the essential risks in a proper way in the part of the Company’s aims achievement.
The internal control system includes the following interconnected components: the test medium, the risk assessment, the internal control procedures, the informational support system and information exchange, the monitoring and internal control system efficiency assessment.Corporate Secretary
According to the Law of the Republic of Kazakhstan "On Joint Stock Companies", Corporate Secretary is an employee of the company who is not a member of the Board of Directors or executive body, appointed by the Board of Directors of the Company and reports to the Board of Directors.
According to the Regulation "On Corporate Secretary of JSC "Kaztemirtrans" (hereinafter - Regulations), approved by the Board of Directors of JSC "Kaztemirtrans" (Minutes №1 dated 09.02.09), Corporate Secretary carries out its activities in accordance with the legislation of the Republic of Kazakhstan, Charter, Code of corporate governance, Provisions, other internal documents of the Company, as well as on the basis of decisions of the Sole Shareholder and the Board of Directors.
The position of Corporate Secretary is introduced to ensure that authorities and officials of the Company's observe the policies and procedures of corporate governance, guaranteeing the rights and interests of the Sole Shareholder of the Company.
The Board of Directors of JSC "Kaztemirtrans" in Decision dated 29th October 2015 (Minutes №13) assigned position of the Corporate Secretary of JSC "Kaztemirtrans" to Kozybayeva Altyn Urumbassarovna, born in 1979.
She graduated from the Central Asian University in 2004 with a degree in jurisprudence. Total work experience - 13 years, including legal - 5 years, and on the railways - 7 years.
Work history over the last three years:
from 15.10.2012 till 12.13.2013 - chief specialist of the department of legal examination of agreements and local acts of legal department of the branch of JSC "NC "KTZ" - "Directorate of transportation process";
from 26.03.2014 till 09.06.2014 - leading legal counsel of legal sector of the branch of JSC "NC "KTZ" - "Aktobe department of road";
from 09.06.2014 till 08.07.2014 - chief specialist of the office of the branch of JSC "NC "KTZ" - "Directorate of transportation process";
from 03.03.2015 till 28.09.2015 - manager of the branch of JSC "NC "KTZ" - "Directorate of integrated planning".