Regulations on internal audit. Regulations on the internal control and audit service of an open joint stock company

Regulations on the department internal audit

1. General provisions

2. Department structure

4. Functions

8. Responsibility

9. Final provisions

1. General Provisions

1.1. The Internal Audit Department is independent structural unit.

The department is created and liquidated by order of the General Director in agreement with the Board and reports directly to the General Director.

The direct management of the department is carried out by the head of the department, who is appointed by order of the general director in agreement with the Board.

A highly qualified specialist with a university degree in economics, accounting experience of at least 5 years or experience in audit of at least C years is appointed to the position of the head of the department. The head of the internal audit department is appointed and dismissed by the General Director.

1.2. The internal audit department is created to ensure efficient operation management apparatus, to protect the legitimate property interests of the company, improve the system of accounting and tax accounting and assistance in improving the efficiency of the JSC, strengthening its financial condition.

In his practical work the internal audit department is guided by the current legislation of Ukraine, decisions of the Board, orders, orders of the General Director, these Regulations.

2. Department structure

2.1. The composition of the internal audit department includes the head of the department and auditors. Number of members department is approved by the General Director of the Company at the suggestion of the head of the department. The duties of the department's employees are regulated by job descriptions, which are developed by the head of the internal audit department and are adjusted in case of changes in functions or scope and are approved by the general director in agreement with the Management Board of the OJSC.

3.1. Providing the Management Board and the General Director upon request with conclusions (reports):

On the state of assets, production, economic and financial discipline;

On assessing the quality of information issued by the management information system;

About evaluation economic security accounting systems and systems internal control;

Compliance with internal rules and procedures.

3.2. Preparation of consultations and information support:

taxation, audit;

Information service and consulting on accounting issues,

taxation and legal regulation entrepreneurial activity;

Seminars, advanced training, staff training, assistance personnel service in the selection and testing of accounting personnel;

4. Functions

The functions of employees of the internal audit department include:

4.1. Conducting an audit of accounting and financial reporting:

Correctness of compilation and execution primary documents, accounting registers for

accounting areas, including examination of the means used to identify, evaluate, classify such information and draw up reports based on it, as well as the study of individual reporting items and operations, balances on accounting accounts;

Reliability of accounting for production costs, completeness of reflection of income from sales, income from non-sales operations, accuracy of determining the amount of profit, correct distribution of profits and registration of calculations.

4.2. Implementation of thematic checks:

Compliance with laws, regulations, constituent documents, system

internal regulations and control procedures (orders, orders, instructions, distribution

powers and responsibilities between employees, etc.);

Correctness of drawing up and accuracy of fulfillment of the terms of business contracts;

Checking the availability, condition, correctness of asset valuation, efficiency of use of all types of resources, compliance with settlement discipline, completeness and timeliness of tax payments;

Grade software used by the enterprise;

Evaluation of the effectiveness of the internal control mechanism, study and evaluation of control

checks in structural divisions.

4.3. Development of proposals:

To improve the organization of accounting;

On the formation of accounting policies;

Improving the internal control system;

Gain liability officials;

To ensure the safety of resources;

To prevent abuse;

On material incentives for employees, disciplinary and financial penalties.

4.4. Carrying out, on behalf of the Management Board and management, audits of the efficiency of the use of material, financial and labor resources:

Checking the internal control system and developing proposals for improving the organization of the internal control system, accounting, calculations, changes.

4.5. Consulting and information services for founders, administration and

staff in accounting and tax matters.

4.6. Participation in the preparation of materials for external audit, tax audits And

inspections by other regulatory bodies.

The Internal Audit Department has the right to:

5.1. Checking accounting registers and primary documents, securities,

plans and other documents on financial and economic activity enterprises;

5.2. Familiarization with orders, instructions, decisions of meetings of shareholders, the board and officials of the JSC;

5.3. Checking the availability, condition and safety of inventory items in material responsible persons;

5.4. Obtaining necessary for the audit of documents, certificates, calculations, oral and written explanations on issues arising during the audits;

6. Relationships (service relations)

6.1. The Internal Audit Department receives from departments as needed:

6.1.1. From Accounting:

Primary documents, current regulations and other information necessary for inspections, examinations, analysis;

Interim and annual financial statements, accounting registers and other accounting information;

Reports on the work carried out by the relevant unit on the results of the audit.

6.1.2. From the contract department:

Business contracts with annexes, agreements, acts, etc.

6.1.3. From the legal department:

Constituent documents, promissory notes, insurance certificates, certificates, licenses, powers of attorney and other legal documents.

6.1.4. From the HR department:

orders staffing tables, documents on personnel work.

6.1.5. From other departments:

Materials required for the audit.

6.2. The Internal Audit Department issues to the Accounting Department, Human Resources Department and other departments:

Acts of inspections, conclusions, proposals and recommendations on accounting and control issues.

7. Interaction with the Board of OJSC

7.1. The Management Board determines the requirements for the qualifications and professional experience of the department's employees and makes recommendations to the General Director of the JSC on the selection of the department's employees.

7.2. CEO coordinates the composition of the department by the Board immediately before the appointment of employees to the position.

7.3. The Board has the right to give orders to the General Director to recall employees from their positions.

7.4. The Internal Audit Department receives from the administration:

Approved work plans of the internal audit department, including:

Annual plans (broken down by quarters) by December 20 for next year, quarterly, up to the 20th day before the beginning of the quarter;

Assignments, tasks (as they arise);

7.5. The Internal Audit Department prepares and provides:

Reports on the work done for the year;

Quarterly progress reports;

Other reports, references;

Other Documentary Materials.

8. Responsibility.

8.1. The head of the department is responsible for the quality and timeliness of the performance of functions by the department.

8.2. The head of the department is personally responsible for:

Compliance with current legislation in the process of managing the department;

Drafting, approval and submission reliable information on the activities of the department;

Timely and quality execution of management orders.

8.3. The responsibility of other employees of the department is established by the relevant instructions.

9. Final provisions.

9.1. This Regulation may be supplemented and amended upon agreement with the Management Board, which are approved by order (instruction) of the head.

9.2. The term of this Regulation is not limited.

AGREED

Head of Internal Audit Department

Chairman of the Board

Head of Personnel Department

Head of the legal department

APPROVED by the Board of Directors of the Open joint-stock company"____________________________" Protocol dated "__" ___________ 200__

REGULATIONS on the internal control and audit service of the Open Joint Stock Company "____________________"

This Regulation on the Internal Control and Audit Service of the Open Joint Stock Company "_____________" (hereinafter referred to as the "Regulation") was approved on "___" _______ 200__ by the decision of the Board of Directors of the Open Joint Stock Company "______________" (hereinafter referred to as the "Company").

This provision has been developed in accordance with Civil Code Russian Federation, federal law dated December 26, 1995 N 208-FZ "On Joint Stock Companies", the Code of Corporate Conduct dated April 4, 2002, the current regulatory legal acts Russian Federation and founding documents Society.

This Regulation establishes the procedure for the activities of the internal control and audit service of the Company.

Article 1. General provisions

1.1. The Internal Control and Audit Service is an auxiliary body of the Board of Directors of the Company that exercises internal control over the activities of the Company in order to protect the capital investments of shareholders and assets of the Company, as well as to ensure that the financial and economic activities of the Company comply with the requirements of the legislation of the Russian Federation and internal documents of the Company, in particular, financial and economic plan (business plan) and investment program of the Company.

1.2. The Internal Control and Audit Service is also entrusted with the task of improving the efficiency and quality of the work of the Board of Directors in the direction of ensuring open communication with an independent auditor, the Audit Commission, structural divisions of accounting through preliminary consideration and preparation of recommendations to the Board of Directors on the following issues:

Risks associated with the completeness of information disclosure;

Financial statements;

External independent audit, internal audit;

Internal control procedures.

1.3. In this Regulation, internal control means the independent control of the Company over the proper implementation of financial and economic activities by its structural divisions, management bodies, officials and employees of the Company.

1.4. The Company must ensure the creation and effective functioning of the system of internal control over financial and economic activities. Financial and business operations of the Company must comply with the legislation of the Russian Federation, internal documents of the Company and meet the commercial interests of the Company and its shareholders.

1.5. The quantitative and personal composition of the Internal Control and Audit Service is determined by the decision of the Board of Directors of the Company.

1.6. The Chairman is elected to manage the activities of the Internal Control and Audit Service of the Company. The Chairman of the Internal Control and Audit Service of the Company is elected by the members of the Board of Directors of the Company from among them.

1.7. The Chairman of the Internal Control and Audit Service of the Company organizes the work of the Internal Control and Audit Service, signs (vises) the documents submitted for consideration by the Internal Control and Audit Service in accordance with its competence, reports to the Board of Directors on the results of the work performed.

Article 2. Goals and objectives of internal control and audit

2.1. The main objectives of the internal control and audit of the Company are:

2.1.1) ensuring the confidence of shareholders, investors, counterparties in the Company, its management bodies, officials;

2.1.2) protection of capital investments of shareholders (investors) and assets of the Company.

2.2. The main tasks of the internal control and audit of the Company are:

2.2.1) ensuring an efficient and transparent management system of the Company, control over the proper implementation of decisions of the Company's management bodies;

2.2.2) taking timely and effective measures aimed at preventing and eliminating identified shortcomings and violations in the activities of the Company, abuses by the management bodies and officials of the Company;

2.2.3) resolution of conflicts of interest arising in the course of the Company's activities;

2.2.4) taking measures to minimize the risks caused by the financial and economic activities of the Company;

2.2.5) ensuring the reliability of financial information used or disclosed by the Company;

2.2.6) selection and evaluation of candidates for the independent auditor of the Company, development of the main terms of the contract concluded with the independent auditor of the Company.

Article 3. Competence of the Internal Control and Audit Service of the Company

3.1. The competence of the Internal Control and Audit Service of the Company includes the following issues:

3.1.1) daily control over the financial and economic activities of the Company;

3.1.2) preliminary control over the performance by the Company of non-standard operations (transactions), i.e. transactions not provided for by the financial and economic plan (business plan) and the investment program of the Company;

3.1.3) subsequent control over the performance by the Company of operations (transactions) provided for by the financial and economic plan (business plan) and the investment program of the Company;

3.1.4) conducting inspections of compliance by officials and employees of the Company with the requirements of legislation, the Charter and internal documents of the Company;

3.1.5) detection of facts of violation by officials and employees of the Company of the requirements of legislation, the Charter and internal documents of the Company, as well as proposals for measures to eliminate them;

3.1.6) informing the Board of Directors of the Company about revealed violations of the requirements of the legislation of the Russian Federation and internal documents of the Company, about the facts of illegal use of information constituting a commercial or official secret, insider information, as well as about violations of the rights of shareholders (investors) of the Company;

3.1.7) preliminary analysis of the content of reporting or financial documentation provided by the Company in accordance with the current legislation to state bodies and shareholders for the completeness and reliability of the information contained therein;

3.1.8) evaluation of proposals for candidates for external independent auditors, based on the analysis professional activity various auditors, their proposals on the scope of the audit and audit plans, the content and conditions for the provision of services by them, control over the tender (in the event of a tender) in order to select and submit to the Board of Directors for consideration the candidature of the auditor for further approval at the General Meeting of Shareholders. Development of recommendations on the main terms of the contract concluded with an external independent auditor;

3.1.9) formation and submission to the Board of Directors of an opinion on the independence of the external auditor of the Company;

3.1.10) hearing and discussing the opinion of an external independent auditor on the possibility of significant risks for the Company and the adequacy of the actions of the Company's management to control and minimize them;

3.1.11) consideration of reports of an external independent auditor on the assessment of the financial and economic activities of the Company;

3.1.12) consideration of reports of the structural subdivision of the Company that performs the functions financial control, about fulfillment financial plan Society;

3.1.13) hearing the point of view of an external independent auditor on the adequacy of the accounting policy of the Company in relation to the Company's income, assets and recognition of the Company's liabilities;

3.1.14) consideration and discussion with the involvement of structural divisions of accounting and management of the Company with auditors of the results of the audit, all information and data contained in the audit opinion (report) before they are submitted for consideration by the Board of Directors, as well as supervision of the consideration of the recommendations of the auditor by the management of the Company .

3.2. The Internal Control and Audit Service has the right to conduct a preliminary examination of the planned operations (transactions) in terms of their effectiveness and the likelihood of unforeseen losses in the implementation of non-standard operations of the Company. Based on the results of the preliminary examination, the Internal Control and Audit Service may provide recommendations to prevent or minimize risks.

Article 4. Rights of employees of the Internal Control and Audit Service

4.1. In order to carry out their activities, employees of the Internal Control and Audit Service have the right to:

4.1.1) receive from officials and employees of the Company, including from the executive body of the Company, all necessary documents, including:

Minutes of meetings of the Company's management bodies, orders and other administrative documents issued by the head of the Company;

Agreements, acts, contracts and other documents related to transactions concluded by the Company;

Accounting reports, financial, constituent, title documents;

Complaints, statements, appeals of shareholders and other persons, as well as responses to them;

4.1.2) receive information from employees, officials and members of the executive body of the Company related to the performance of their labor (official) duties;

4.1.3) involve, if necessary, with the permission of the head of the relevant structural subdivision of the Company, employees of structural subdivisions to solve problems of internal control;

4.1.4) receive written explanations from the employees of the audited structural units, officials, members of the executive body of the Company on issues arising during the audit;

4.1.5) in case of detection of violations by officials and employees of the Company in the exercise of their labor (official) duties of the legislation of the Russian Federation and internal documents of the Company, issue written orders to eliminate the detected violations, indicating the deadline for fulfilling the order, as well as notify the Board of Directors of the Company of all identified violations;

4.1.6) exercise other rights necessary for them to perform the functions assigned to them.

Article 5. Obligations of employees of the Internal Control and Audit Service

5.1. Employees of the Internal Control and Audit Service are required to:

5.1.1) carry out subsequent control over each financial and economic operation of the Company, as well as preliminary control over non-standard operations by analyzing documents and materials containing information on financial and economic operations of the Company;

5.1.2) independently or jointly with the Company's officials to check the facts of violation by the Company's officials and employees of the legislation of the Russian Federation and internal documents of the Company;

5.1.3) within its competence, develop recommendations and instructions to eliminate the identified violations, monitor the implementation of recommendations and instructions to eliminate violations;

5.1.4. provide full documentation of each fact of violations and draw up conclusions based on the results of inspections, reflecting all issues studied during the inspection, identified shortcomings and violations, recommendations for their elimination, as well as for the application of disciplinary and other liability measures;

5.1.5) ensure the safety and return of documents received from the relevant divisions of the Company;

5.1.6) submit conclusions and reports on the results of inspections to the Board of Directors of the Company and the heads of the relevant structural divisions for taking measures to eliminate violations, as well as for the purpose of analyzing the activities of specific employees and officials of the Company;

5.1.7) contribute to the study by officials and employees of the Company, based on their official duties, requirements of the legislation of the Russian Federation and internal documents of the Company;

5.1.8) comply with the requirements of the regulatory legal acts of the Russian Federation and these Regulations, properly perform their functions and duties established by these Regulations.

Article 6

6.1. Employees and officials Companies are obliged to provide the Internal Control and Audit Service with information and materials on each financial and economic transaction carried out by the Company no later than three days from the date of the transaction, with the exception of non-standard transactions.

6.2. Employees and officials of the Company are obliged to notify the Internal Control and Audit Service of the Company in advance, prior to performing non-standard transactions, about the possibility of the Company performing these transactions, attaching all required documents and the rationale for doing so.

6.3. Employees and officials of the Company are obliged to assist employees of the Internal Control and Audit Service of the Company in exercising their powers, in particular, to provide any requested information.

6.4. Employees of the Company who become aware of the facts of violation by the Company in the process of financial and economic activities of the legislation and internal documents of the Company are obliged to immediately bring these facts to the attention of their immediate supervisor and the head of the Internal Control and Audit Service of the Company.

6.5. If during the Company's transactions, the employees directly involved in the execution of the transaction have reasonable doubts about the compliance of a particular transaction or part of it with the requirements of the legislation of the Russian Federation and the Company's internal documents, they need to coordinate the said transaction with the Internal Control and Audit Service of the Company.

Article 7. Requirements for employees of the Internal Control and Audit Service of the Company.

7.1. A person appointed to the position of an employee of the Internal Control and Audit Service of the Company must meet the following requirements:

7.1.1) have an impeccable reputation, do not have a criminal record for crimes in the field of economic activity or against state power, the interests of public service and service in the bodies local government, as well as not be involved in administrative responsibility for offenses in the field of entrepreneurial activity, finance, taxes and fees, the securities market;

7.1.2) have a higher economic (financial) or legal education;

7.1.3) not be a participant, a member of management bodies and (or) an employee legal entities- competitors of the Company.

7.2. A person who has at least five years of work experience in accordance with the education received may be appointed to the position of the head of the Internal Control and Audit Service of the Company.

Article 8. Reporting of the Internal Control and Audit Service of the Company

8.1. The Internal Control and Audit Service of the Company at least once a quarter submits a written report on the work done to the Board of Directors of the Company.

The report must contain the following information:

8.1.1) on revealed violations of the legislation of the Russian Federation and internal documents of the Company;

8.1.2) violation of the rights of the Company's shareholders (investors);

8.1.3) facts of illegal use of official information constituting trade secret or insider information by employees and officials of the Company;

8.3. Not later than 30 days after the end of the financial year, the Internal Control and Audit Service submits a written annual report to the Board of Directors of the Company on its activities for the past financial year.

8.4. The annual report of the Internal Control and Audit Service of the Company may contain a work plan for the subsequent period.

Article 9 Approval and amendment procedure

9.1. These Regulations are approved by the Board of Directors of the Company.

9.2. Changes and additions to these Regulations are adopted by the Board of Directors of the Company. Proposals for amendments and additions to these Regulations shall be made in the manner prescribed by the Regulations on the Board of Directors of the Company.

9.3. If, as a result of changes in the legislation and regulations of the Russian Federation, certain articles of this Regulation come into conflict with them, these articles become invalid and, until the amendments are made to the Regulation, the Internal Control and Audit Service will be guided in its activities by the legislation of the Russian Federation.

  • 1. General Provisions
  • 1.1. This Regulation on the Internal Audit Service of the Company is a local regulatory document that defines the legal status, main tasks, functions, rights and responsibilities of the Internal Audit Service. The Regulation also defines the specific labor functions of the head of the Internal Audit Service to organize the fulfillment of the tasks and functions of the Internal Audit Service within the limits of the rights granted and the established responsibility in accordance with the employment contract concluded with the head of the Internal Audit Service.
  • 1.2. Internal audit refers to the activities of the Company organized and regulated by internal documents to assess and improve the efficiency of risk management processes, the internal control system, corporate governance, information systems And information security, as well as providing internal consultations aimed at improving the activities of the Company on the issues listed above.
  • 1.3. The result of the activities of the Internal Audit Service is an objective and independent evaluation(auditor's opinion) on issues within the competence of internal audit, expressed in the form of reports, acts of audits, analytical reports, in particular:
  • 1.3.1. On the effectiveness of the internal control system, corporate governance, information and communications, risk management;
  • 1.3.2. On the effectiveness of the activities of the Company's divisions, in terms of achieving the goals set;
  • 1.3.3. On the degree and nature of the risks associated with ongoing projects;
  • 1.3.4. On the safety and liquidity of property and other assets;
  • 1.3.5. On the reliability of the reporting provided;
  • 1.3.6. About business efficiency;
  • 1.3.7 On the state of the Company's image, etc.
  • 1.4. Consumers of the results of internal audit activities are:
  • 1.4.1. Board of Directors of the Company, Committees of the Board of Directors of the Company;
  • 1.4.2. Top management, middle management and employees of the Company (in terms of obtaining consultations);
  • 1.4.3. External auditors (in terms of information required during the audit or reducing the scope of audit procedures).
  • 1.5. The Internal Audit Service is a structural subdivision of the Company.
  • 1.6. The Internal Audit Service in its activities is guided by:
  • 1.6.1. The current legislation of the Russian Federation;
  • 1.6.2. the Articles of Association of the Society;
  • 1.6.3. Decisions of the Board of Directors of the Company;
  • 1.6.4. Regulations on the internal control system;
  • 1.6.5. By this Regulation;
  • 1.6.6 Decisions of the Management Board of the Company, orders and orders of the General Director to the extent not inconsistent with these Regulations.
  • 1.6.7 Professional standards of the Institute of Internal Auditors, Code of Ethics for Internal Auditors, other regulatory and regulations, the best world practice in the field of internal audit (in the part that does not contradict these Regulations);
  • 1.6.8. Quality management system standards developed international organization for standardization.
  • 1.7. The Internal Audit Service has a work plan and budget approved by the Audit Committee.
  • 2. Tasks of the unit.
  • 2.1. The main tasks of the internal control and audit of the Company are:
  • 2.2. Ensuring an efficient and transparent management system of the Company, control over the proper implementation of decisions of the Company's management bodies;
  • 2.3. Taking timely and effective measures aimed at preventing and eliminating identified shortcomings and violations in the activities of the Company, abuses by the management bodies and officials of the Company;
  • 2.4. Resolution of conflicts of interest arising in the course of the Company's activities;
  • 2.5. Taking measures to minimize the risks caused by the financial and economic activities of the Company;
  • 2.6. Ensuring the reliability of financial information used or disclosed by the Company;
  • 2.7. Selection and evaluation of candidates for the independent auditor of the Company, development of the main terms of the contract concluded with the independent auditor of the Company.
  • 3. The structure of the division.
  • 3.1. The Internal Audit Service is headed by the Head of the Internal Audit Service (hereinafter referred to as the "Head of the IAS").
  • 3.2. During the absence of the Head of the IAS, his functions are performed by a person appointed by the Head of the IAS from among the employees of the Department.
  • 3.3. In order to ensure the objectivity and independence of its activities, the Head of the IAS is functionally subordinate to the Audit Committee, administratively - to the General Director of the Company.
  • 3.4. The functional subordination of the Head of the IAS to the Audit Committee is the main basis for his independence and powers.
  • 3.5. The administrative subordination of the Head of the IAS to the General Director of the Company is aimed at ensuring the current activities of the Department
  • 3.6. The head of the Internal Audit Service must have a higher economic (financial) or legal education.
  • 3.7. The selection of employees for the Internal Audit Service is carried out by the head of the Internal Audit Service, in accordance with the approved structure and staff of the Internal Audit Service.
  • 3.8. Heads of structural subdivisions of the Internal Audit Service are required to have a higher economic (financial) or legal education.
  • 3.9. It is recommended that Internal Audit Service specialists have higher education or work experience in the field of audit activity 5-6 years.
  • 4. Functions of the division.
  • 4.1. The main functions of the Internal Audit Service are:
  • 4.1. Control over the compliance of financial and business operations performed in the Company, its branches and structural subdivisions with the interests of the Company in order to protect the assets of the Company.
  • 4.2. Verification of accounting and operational information provided by divisions of the executive office, branches and representative offices of the Company, including examination of the means and methods used to identify, evaluate, classify such information and draw up reports based on it, as well as a special study of individual reporting items, including detailed checks of operations , account balances.
  • 4.3. Checking the availability, condition and safety of the Company's property, including an assessment of the organization of accounting processes, efficiency of use, execution of decisions of the Company's management bodies regarding the use of assets, assessment of the current liquidity of assets.
  • 4.4. Independent assessment and analysis of the financial condition of the Company as a whole, its branches and structural divisions.
  • 4.5. Control over transactions in which there is an interest and big deals.
  • 4.6. Control over the implementation of internal control procedures and analysis of the effectiveness of the internal control system as a whole, as well as the effectiveness of control over individual strategic projects and activities of the Company.
  • 4.7. Assessment of the adequacy of the level of risks of the Company's activities, as well as individual projects, processes, decisions and transactions to the goals of activities and requirements regulatory framework Society.
  • 4.8. Development of methodologies for organizing the internal control system in the Company, its branches and structural divisions and providing advice on their implementation.
  • 4.9. Active assistance to the Company's Board of Directors, the Company's Audit and Management Committee by providing appropriate consultations.
  • 4.10. Identification, classification and analysis of risks in the field of financial and economic activities during internal audits, development of proposals for their reduction.
  • 4.11. Assessment of the adequacy of the level of risks of the Company's activities, as well as individual projects, processes, decisions and transactions to the goals of the activities and the requirements of the regulatory framework of the Company.
  • 4.12. Interaction with the Audit Commission of the Company and external auditors, carried out through the Audit Committee of the Company.
  • 4.13. Ensuring sufficient confidence regarding the reliability of the Company's financial statements and compliance with the procedures for their preparation, as well as compliance with the accounting requirements in the Company.
  • 4.14. Timely informing the Audit Committee and the General Director of the identified deviations and violations in the activities of the Company, as well as submitting proposals for eliminating violations, shortcomings and recommendations for improving management efficiency identified during inspections and monitoring.
  • 4.15. Analysis and development of recommendations for improving the efficiency and effectiveness of the Company's business processes, assessment of the applicability of standards, regulations and methods approved and in force in the Company.
  • 4.16. Assessment of the compliance of the actions of the Company's employees with the accepted standards of corporate and business ethics, strategic goals Company, the interests of shareholders.
  • 4.17. Confirmation of the reliability of financial statements included in the information to be disclosed by the Company.
  • 4.18. Implementation of internal control in subsidiaries and affiliated companies(D3O) of the Company through representatives of the Company elected to the Internal Audit Commissions of D3O.
  • 4.19. Ensuring effective communications, within the framework of their functions, with the Board of Directors of the Company, the Audit Committee, in order to provide the Board of Directors of the Company and the Audit Committee with objective, timely, complete and high-quality information for decision-making and obtaining reasonable confidence in assessing the extent to which the Company achieves its goals .
  • 4.20. Providing advice to the Company's management on issues within the competence of internal audit, subject to maintaining the independence and objectivity of internal audit.
  • 4.21. Assessment of compliance of the Company's internal organizational and administrative documents with the current legislation, the requirements of regulatory organizations, best world practice, decisions of management bodies, the Company's strategic goals, and the interests of shareholders.
  • 4.22. Assessment of the amount of lost profits and damage caused to the Company by the actions of employees and third parties.
  • 5. The competence of the unit.
  • 5.1. The competence of the Internal Control and Audit Service of the Company includes the following issues:
  • 5.1.1. Daily control over the financial and economic activities of the Company;
  • 5.1.2. Preliminary control over the performance by the Company of non-standard operations (transactions), i.e. transactions not provided for by the financial and economic plan (business plan) and the investment program of the Company;
  • 5.1.3. Subsequent control over the performance by the Company of operations (transactions) provided for by the financial and economic plan (business plan) and the investment program of the Company;
  • 5.1.4. Carrying out inspections of compliance by officials and employees of the Company with the requirements of the law, the Charter and internal documents of the Company;
  • 5.1.5. Identification of facts of violation by officials and employees of the Company of the requirements of the law, the Charter and internal documents of the Company, as well as proposals for measures to eliminate them;
  • 5.1.6. Informing the Board of Directors of the Company about revealed violations of the requirements of the legislation of the Russian Federation and internal documents of the Company, about the facts of illegal use of information constituting a commercial or official secret, insider information, as well as about violations of the rights of shareholders (investors) of the Company;
  • 5.1.7. Preliminary analysis of the content of reporting or financial documentation provided by the Company in accordance with the current legislation to state bodies and shareholders for the completeness and reliability of the information contained therein;
  • 5.1.8. Evaluation of proposals for candidates for external independent auditors, based on an analysis of the professional activities of various auditors, their proposals on the scope of audit and audit plans, the content and conditions for the provision of services by them, control over the tender (in the event of a tender) in order to select and submit to the Board for consideration directors of the auditor's candidacy for further approval at the General Meeting of Shareholders. Development of recommendations on the main terms of the contract concluded with an external independent auditor;
  • 5.1.9. Formation and submission to the Board of Directors of an opinion on the independence of the external auditor of the Company;
  • 5.1.10. Hearing and discussion of the opinion of an external independent auditor on the possibility of significant risks for the Company and the adequacy of the actions of the Company's management to control and minimize them;
  • 5.1.11. Consideration of reports of an external independent auditor on the assessment of the financial and economic activities of the Company;
  • 5.1.12. Consideration of reports of the structural subdivision of the Company, which performs the functions of financial control, on the implementation of the financial plan of the Company;
  • 5.1.13. Hearing the point of view of an external independent auditor on the adequacy of the accounting policy of the Company in relation to the Company's income, assets and recognition of the Company's liabilities;
  • 5.1.14. Consideration and discussion with the involvement of structural divisions of accounting and management of the Company with auditors of the results of the audit, all information and data contained in the audit opinion (report) before they are submitted for consideration by the Board of Directors, as well as supervision over the consideration of the recommendations of the auditor by the Company's management.
  • 5.2. In order to carry out their activities, employees of the Internal Control and Audit Service have the right to:
  • 5.2.1. Receive from officials and employees of the Company, including from the executive body of the Company, all necessary documents, including:
    • - minutes of meetings of the Company's management bodies, orders and other administrative documents issued by the head of the Company;
    • - agreements, acts, contracts and other documents related to transactions concluded by the Company;
    • - financial statements, financial, constituent, title documents;
    • - complaints, statements, appeals of shareholders and other persons, as well as responses to them.
  • 5.2.2. Receive information from employees, officials and members of the executive body of the Company related to the performance of their labor (official) duties;
  • 5.2.3. Involve, if necessary, with the permission of the head of the relevant structural subdivision of the Company, employees of structural subdivisions to solve problems of internal control;
  • 5.2.4. Receive written explanations from employees of the audited structural units, officials, members of the executive body of the Company on issues arising during the audit;
  • 5.2.5. In case of detection of violations by officials and employees of the Company in the exercise of their labor (official) duties of the legislation of the Russian Federation and internal documents of the Company, issue written orders to eliminate the detected violations, indicating the deadline for fulfilling the order, and also notify the Board of Directors of the Company of all detected violations;
  • 5.2.6. Exercise other rights necessary for them to perform the functions assigned to them.
  • 5.3. Employees of the Internal Control and Audit Service are required to:
  • 5.3.1. Carry out subsequent control over each financial and economic operation of the Company, as well as preliminary control over non-standard operations by analyzing documents and materials containing information about the financial and economic operations of the Company;
  • 5.3.2. Independently or jointly with the Company's officials, check the facts of violation by the Company's officials and employees of the legislation of the Russian Federation and internal documents of the Company;
  • 5.3.3. Within its competence, develop recommendations and instructions for eliminating identified violations, monitor the implementation of recommendations and instructions for eliminating violations;
  • 5.3.4. Ensure full documentation of each fact of violations and draw up conclusions based on the results of inspections, reflecting all issues studied during the inspection, identified shortcomings and violations, recommendations for their elimination, as well as for the application of measures of disciplinary and other liability;
  • 5.3.5. Ensure the safety and return of documents received from the relevant departments of the Company;
  • 5.3.6. Submit conclusions and reports on the results of inspections to the Board of Directors of the Company and the heads of relevant structural divisions for taking measures to eliminate violations, as well as for the purpose of analyzing the activities of specific employees and officials of the Company;
  • 5.3.7. Facilitate the study by officials and employees of the Company, based on their official duties, of the requirements of the legislation of the Russian Federation and internal documents of the Company;
  • 5.3.8. Comply with the requirements of the regulatory legal acts of the Russian Federation and these Regulations, properly perform their functions and duties established by these Regulations.
  • 6. Responsibility.
  • 6.1. Employees of the Internal Audit Service are responsible for:
  • 6.1.1. For damage caused to the Company as a result of non-performance or improper performance of its functions, disclosure of confidential information and information constituting a trade secret, or other actions that are contrary to the current legislation, the Charter of the Company, these Regulations;
  • 6.1.2. Distortion or concealment of significant violations that may entail or have caused material damage to the Company;
  • 6.1.3. Using one's official position for personal gain;
  • 6.1.4. Dishonest performance of official duties.
  • 6.2. For non-performance or poor performance official duties and other violations of the rules and regulations in force in the Company, an IAS employee may be sanctioned in the form determined by the current organizational and administrative documents of the Company and Labor Code Russian Federation. The penalty is imposed by the order of the General Director of the Company on the basis of the presentation of the Head of the IAS;
  • 7. Main relationships of the audit department with other departments
  • 7.1. Interaction of the IAS with the audit committee. Audit Committee:
  • 7.1.1. Approves the Regulations on the Internal Audit Service, amendments and additions to it and submits it for approval by the Board of Directors of the Company;
  • 7.1.2. Approves organizational structure, the annual work plan and budget of the Department, the system of remuneration of personnel of the Department and submits them for approval by the Board of Directors of the Company;
  • 7.1.3. Receives reports from the Head of the IAS on the results of the Department's activities, including meetings with the Head of the IAS in a confidential format without the presence of the Company's management;
  • 7.1.4. Approves the candidacy of the Head of the IAS, conditions labor agreement(contract) with him and submits for approval by the Board of Directors of the Company;
  • 7.1.5. Forms proposals for incentives (penalties) of the Head of the IAS for Consideration at the Board of Directors of the Company;
  • 7.1.6. Submits for consideration by the Board of Directors of the Company a proposal to terminate the powers of the Head of the IAS;
  • 7.1.7. Carries out the necessary communications with the management of the Company and the Head of the IAS to determine if there are obstacles or budgetary constraints that limit the ability of the Service to perform its functions.
  • 7.2. The relationship of the IAS with the General Director of the Company includes:
  • 7.2.1. Ensuring the execution of the budget of the Service and maintaining management records;
  • 7.2.2. Ensuring the implementation of administrative operations for personnel management of the Service;
  • 7.2.3 Providing the Service with the necessary internal communications and information services;
  • 7.2.4. Security necessary conditions labor for employees of the Service.

transcript

1 Approved by the Board of Directors of OAO Far Eastern Energy Company on September 17, 2007 Minutes 23 REGULATIONS on the Internal Audit Service

2 Article 1. General provisions 1.1. This Regulation on the Internal Audit Service of the Company is a local regulatory document that defines the legal status, main tasks, functions, rights and responsibilities of the Internal Audit Service. The Regulation also defines the specific labor functions of the head of the Internal Audit Service to organize the fulfillment of the tasks and functions of the Internal Audit Service within the limits of the rights granted and the established responsibility in accordance with the employment contract concluded with the head of the Internal Audit Service. and improving the efficiency of risk management processes, the internal control system, corporate governance, information systems and information security, as well as providing internal consultations aimed at improving the Company's activities on the issues listed above The result of the activities of the Internal Audit Service is an objective and independent assessment (auditor's opinion) on issues related to the competence of internal audit, expressed in the form of reports, acts of audits, analytical reports, in particular: on the effectiveness systems of internal control, corporate governance, information and communications, risk management; on the effectiveness of the activities of the Company's divisions, in terms of achieving the goals set; on the degree and nature of the risks associated with ongoing projects; on the safety and liquidity of property and other assets; on the reliability of the reports provided; about business performance; on the state of the Company's image, etc. Consumers of the results of the internal audit activities are: the Board of Directors of the Company, Committees of the Board of Directors of the Company; top management, middle management and employees of the Company (in terms of obtaining consultations); external auditors (in terms of information required during the audit or reducing the volume of audit procedures) The Internal Audit Service is a structural subdivision of the Company The Internal Audit Service in its activities is guided by: the current legislation of the Russian Federation; the Articles of Association of the Society; decisions of the Board of Directors of the Company; Regulations on the internal control system; this Regulation; decisions of the Management Board of the Company, orders and orders of the General Director in the part that does not contradict these Regulations. 2

3 professional standards of the Institute of Internal Auditors, the Code of Ethics for Internal Auditors, other regulatory and regulatory acts, the best international practice in the field of internal audit (to the extent that does not contradict these Regulations); quality management system standards developed by the International Organization for Standardization The Internal Audit Service has a work plan and budget approved by the Audit Committee The Internal Audit Service is headed by the Head of the Internal Audit Service (hereinafter referred to as the "Head of the Internal Audit Service") During the absence of the Head of the Internal Audit Service, his functions are performed by the person appointed by the Head of the IA from among the employees of the Department In order to ensure the objectivity and independence of his activities, the Head of the IA is functionally subordinate to the Audit Committee, administratively - to the General Director of the Company. The functional subordination of the Head of the IA to the Audit Committee is the main basis for his independence and authority. At the same time, functional accountability means that the Audit Committee: approves the Regulations on the Internal Audit Service, amendments and additions to it and submits it for approval by the Board of Directors of the Company; approves the organizational structure, annual work plan and budget of the Department, the system of remuneration of personnel of the Department and submits them for approval by the Board of Directors of the Company; receives reports from the Head of the IAS on the results of the Department's activities, including meetings with the Head of the IAS in a confidential format without the presence of the Company's management; approves the candidature of the Head of the IAS, the terms of the labor agreement (contract) with him and submits for approval by the Board of Directors of the Company; forms proposals for incentives (penalties) of the Head of the IAS for consideration by the Board of Directors of the Company; submits for consideration by the Board of Directors of the Company a proposal to terminate the powers of the Head of the IAS; performs the necessary communications with the Company's management and the Head of the IAS to determine whether there are obstacles or budgetary constraints that limit the ability of the Service to perform its functions. Administrative subordination includes: ensuring the execution of the budget of the Service and maintaining management records; ensuring the implementation of administrative operations for the management of the personnel of the Service; providing the Service with the necessary internal communications and information services; ensuring the necessary working conditions for the employees of the Service The head of the Internal Audit Service must have a higher economic (financial) or legal education. The selection of employees for the Internal Audit Service is carried out by the head of the Internal Audit Service, in accordance with the approved structure and staff of the Internal Audit Service. 3

4 1.15. Heads of structural subdivisions of the Internal Audit Service are required to have a higher economic (financial) or legal education Specialists of the Internal Audit Service are recommended to have a higher education or 5-6 years of experience in the field of auditing. Article 2. Tasks and functions of the Internal Audit Service 2.1. The main tasks and functions of the Internal Audit Service are: control over the compliance of financial and business operations performed in the Company, its branches and structural subdivisions with the interests of the Company in order to protect the Company's assets; verification of accounting and operational information provided by divisions of the executive office, branches and representative offices of the Company, including examination of the means and methods used to identify, evaluate, classify such information and draw up reports based on it, as well as a special study of individual reporting items, including detailed checks of operations , account balances; verification of the availability, condition and safety of the Company's property, including an assessment of the organization of accounting processes, efficiency of use, execution of decisions of the Company's management bodies regarding the use of assets, assessment of the current liquidity of assets; independent assessment and analysis of the financial condition of the Company as a whole, its branches and structural divisions; control over transactions in which there is an interest and major transactions; control over the implementation of internal control procedures and analysis of the effectiveness of the internal control system as a whole, as well as the effectiveness of control over individual strategic projects and activities of the Company; Assessment of the adequacy of the level of risks of the Company's activities, as well as individual projects, processes, decisions and transactions to the goals of the activities and the requirements of the regulatory framework of the Company; development of methodologies for organizing the internal control system in the Company, its branches and structural divisions and providing advice on their implementation; Active assistance to the Board of Directors of the Company, the Committee for Audit and Management of the Company, by providing appropriate advice: in improving the corporate governance system to the level of compliance with the best world practices; in improving the efficiency of the internal control system; in creating an effective risk management system in the Company; in conducting an external audit of the Company on Russian standards accounting and international standards financial reporting; in creating an effective system for managing and evaluating assets and investments; in creating an effective information environment and information security system; 4

5 in creating an effective quality management system in accordance with ISO 9000, ISO and OHSAS 18000 standards developed by the International Organization for Standardization identifying, classifying and analyzing risks in the field of financial and economic activities during internal audits, developing proposals for their reduction; assessment of the adequacy of the level of risks of the Company's activities, as well as individual projects, processes, decisions and transactions to the goals of the activities and the requirements of the regulatory framework of the Company; interaction with the Audit Commission of the Company and external auditors, carried out through the Audit Committee of the Company; ensuring sufficient confidence in relation to the reliability of the financial statements of the Company and compliance with the procedures for its preparation, as well as compliance with the requirements of accounting in the Company; timely informing the Audit Committee and the General Director of the identified deviations and violations in the activities of the Company, as well as submitting proposals for eliminating violations, shortcomings and recommendations for improving management efficiency identified during inspections and monitoring; analysis and development of recommendations to improve the efficiency and effectiveness of the Company's business processes, assessment of the applicability of standards, regulations and methods approved and in force in the Company; Assessment of the compliance of the actions of the Company's employees with the accepted standards of corporate and business ethics, the strategic goals of the Company, and the interests of shareholders; confirmation of the reliability of financial statements data included in the information to be disclosed by the Company; implementation of internal control in subsidiaries and affiliates (A3O) of the Company through representatives of the Company elected to the Audit Commissions of A3O; Ensuring effective communications, within the framework of their functions, with the Board of Directors of the Company, the Audit Committee, in order to provide the Board of Directors of the Company and the Audit Committee with objective, timely, complete and high-quality information for decision-making and obtaining reasonable confidence in assessing the extent to which the Company achieves its goals ; Providing advice to the Company's management on issues within the competence of internal audit, subject to maintaining the independence and objectivity of internal audit; Assessment of compliance of the internal organizational and administrative documents in force with the current legislation, requirements of regulatory organizations, best world practice, decisions of management bodies, strategic goals of the Company, interests of shareholders Assessment of the amount of lost profits and damage caused to the Company by the actions of employees and third parties. Article 3. Internal control procedures 3.1. To carry out the assigned functions, the Internal Audit Service carries out the following internal control procedures: 5

6 organizes and conducts inspections and internal investigations in the main areas of the financial and economic activities of the Company; analyzes and summarizes the results of inspections and official investigations in the main areas of financial and economic activities of the Company; analyzes the effectiveness of the requirements for the activities of the structural divisions of the Company, prepares proposals for their improvement; coordinates the work of the structural divisions of the Company in the course of internal control measures; exercises control over the elimination of violations identified as a result of inspections and official investigations; analyzes the results of audits of the Company, exercises control over the development and implementation of action plans to eliminate violations identified during audits; analyzes internal and other documents of the Company that regulate the financial and economic activities of the Company, develops proposals for improving these documents; on behalf of the Audit Committee or the sole executive body, considers draft decisions of management bodies for their compliance with the financial and economic interests of the Company; prepares proposals for improving internal control procedures; analyzes RAS, IFRS, management reporting of the Company for control purposes. Article 4. Rights, obligations and responsibility of the head of department 4.1. General organization The work of the Internal Audit Service in the Company is entrusted to the head of the Internal Audit Service The head of the Internal Audit Service acts in accordance with the contract concluded with him, the terms of which are determined by the Audit Committee. The agreement on behalf of the Company with the head of the Internal Audit Service is signed by the General Director of the Company The head of the Internal Audit Service of the Company has the right to: make proposals to the Audit Committee under the Board of Directors of the Company on the main areas of work of the Internal Audit Service for the current period and for the future; control the execution of orders of the General Director, decisions of the Management Board, the Board of Directors of the Company, recommendations and guidelines the auditor of the Company and the Audit Committee under the Board of Directors of the Company; submit proposals to the Audit Committee on encouraging employees of the Internal Audit Service or on imposing penalties for omissions in work; to correspond with the subsidiaries of the Company on issues within the functions of the department; make proposals to the Audit Committee on the appointment, relocation and dismissal of employees of the Service; to request and receive in accordance with the established corporate procedure from the heads of departments or divisions of the Company, its branches or structural divisions information, documents and other information necessary to perform the functions and tasks assigned to the Service; apply to the Chairman of the Audit Committee of the Board of Directors of the Company with a proposal to consider any issue within the competence of the Committee; 6

7 attend meetings of the Management Board of the Company without the right to vote; represent the Company's interests on the basis of a power of attorney issued by the General Director The Head of the Company's Internal Audit Service is obliged to: financial condition of the Company, the risks of the corporate governance system, internal control and information security. To this end, the Head of the IIA: Periodically informs the members of the Audit Committee in the form of written and oral reports on all significant issues that are the objects of consideration of the Service; Acts as the initiator of meetings of the Audit Committee to discuss issues within the competence of internal audit; Regularly submits to the Audit Committee a report on the work done and identified risks and violations Submit information (report) on the activities of the IAS to the Audit Committee under the Board of Directors of the Company 1 (once) quarterly. When an audit is carried out by the Internal Audit Service, a report on the results of the audit is sent to the General Director of the Company and the Audit Committee under the Board of Directors of the Company. All information submitted by the Company to the Audit Committee under the Board of Directors (including reports) is strictly confidential and is a trade secret; analyze the overall results of the activities of the Internal Audit Service and ensure the development of measures to improve the internal control system in the Company; promote professional development of specialists of the Internal Audit Service; perform other functions within its powers and in accordance with these Regulations Under the terms of remuneration, medical and social services, the position of the head of the Internal Audit Service is equated to the position of Deputy General Director The head of the Internal Audit Service is responsible for: interim reports on the results of inspections and risk control, monitoring of financial and economic activities and on the state of the internal control system in the Company; the quality and timeliness of the tasks and functions of the Internal Audit Service; implementation of approved plans; security of business information. Article 5. Rights, duties and responsibilities of employees of the Internal Audit Service 5.1. In accordance with these Regulations, employees of the Internal Audit Service shall enjoy the rights and bear obligations arising from the tasks, functions of the Internal Audit Service and job descriptions Employees of the Internal Audit Service participate in audits, monitoring and control of financial and economic 7

8 activities of the Company, its branches and structural subdivisions in the areas determined by the tasks of the Internal Audit Service Employees of the Internal Audit Service have the right to: unhindered access to the office premises of the objects being inspected; sealing the office space inspected objects to ensure the safety of the documents contained in them; unhindered access to the necessary information held by the Company, its branches, including computer systems, to perform the functions of the Internal Audit Service. This right in relation to information containing information constituting a state secret can be exercised in the manner established for working with documents constituting a state secret; unhindered access to documents related to the subject of verification. This right in relation to documents containing information constituting a state secret may be exercised in accordance with the procedure established for working with documents constituting a state secret; receipt of reports on the results of the audit of external auditors, conclusions of the Audit Commission, acts of tax audits of the Company; expansion of the range of issues (sections) of the audit, if the need for such an expansion is revealed during the implementation of the verification program; obtaining copies of documents signed by the relevant person and certified by a seal; copying individual documents, including obtaining copies of files, any records stored in local area networks and autonomous computer systems, as well as obtaining a transcript of these records. This right in relation to information containing information constituting a state secret can be exercised in the manner established for working with documents constituting a state secret; requirements, in agreement with the head of the audit, to conduct (or conduct personally with the participation of involved persons) a full or partial inventory of fixed assets, inventory items to establish their actual availability and compliance with accounting data; receipt of oral and written explanations from the employees of the inspected sites on issues arising during the audit On cases of submission of false documents, refusal to provide information or written justifications, creation of other obstacles to the audit, employees of the Internal Audit Service report to the head of the Internal Audit Service, who addresses the executive body of the Company, with the requirement to take measures of responsibility against persons guilty of creating obstacles to the audit Employees of the Internal Audit Service are compensated for all confirmed expenses related to the implementation of control measures within the approved budget Employees of the Internal Audit Service are obliged to: ethical principles internal audit. Such principles include independence, objectivity, responsibility, confidentiality; comply with the requirements established by the Company for the protection of insider information 8

9 information and information relating to trade secrets; be guided in their work by the current legislation, these Regulations, internal documents of the Company; observe labor discipline; ensure proper documentation of the internal audit process in accordance with the requirements of internal documents regulating the activities of the Internal Audit Service Employees of the Internal Audit Service are liable: for damage caused to the Company as a result of non-performance or improper performance of their functions, disclosure of confidential information and information constituting a commercial secret, or other actions that are contrary to the current legislation, the Charter of the Company, these Regulations; distortion or concealment of significant violations that may entail or have caused material damage to the Company; use of official position for personal gain; dishonest performance of official duties For failure to perform or poor-quality performance of official duties and other violations of the rules and regulations in force in the Company, an employee of the IAS may be sanctioned in the form determined by the current organizational and administrative documents of the Company and the Labor Code of the Russian Federation. The penalty is imposed by the order of the General Director of the Company on the basis of the presentation of the Head of the IAS; 5.9. Employees of the Internal Audit Service are not responsible for failure to implement their recommendations to eliminate violations identified during inspections, monitoring and control of the financial and economic activities of the Company The head and employees of the Internal Audit Service are not entitled to take any actions that could lead to loss of its independence and objectivity, namely: to participate in the development and implementation of systems and control procedures, or to take responsibility for any management function in the Company, to participate in any activity that in any way could damage the impartiality of their assessment or be perceived as damaging such damage; participate in audits of areas of activity for which they have been responsible for the past two years (except for cases where a separate decision is made by the Audit Committee or the General Director of the Company); accept any management decisions, initiate or approve operations that are not directly related to the activities of the IAS; vote with a decisive vote when discussing any issues of strategy and operational management, be a coordinating person in decision-making processes (with the exception of decisions related to the organization of internal audit work); make decisions on the imposition of penalties on employees of the Company, with the exception of employees of the Service; nine

10 give any orders and instructions regulating the actions of the Company's employees, with the exception of instructions on issues related to the organization of internal audit activities; develop organizational and administrative and regulations, with the exception of documents regulating the activities of the Service; demand from the management of the Company, the implementation of their recommendations. Article 6. Organization of work of the Internal Audit Service 6.1. The Internal Audit Service performs its work on the basis of a plan, which should include: a list (schedule) of inspections carried out in the Company; risk control measures; measures to assess the essential elements of the internal control system The work plan of the Internal Audit Service is formed by the head of the Internal Audit Service on the basis of his own proposals, proposals of the Board of Directors of the Company (represented by the Audit Committee under the Board of Directors of the Company), the executive body of the Company and the Audit Commission of the Company. The work plan of the Internal Audit Service is approved by the Audit Committee of the Company Adjustments to the approved annual work plan can be made based on proposals executive body of the Company, the Audit Committee under the Board of Directors of the Company The procedure for conducting inspections: the plan for conducting inspections in the Company determines the period for conducting the inspection and the official responsible for organizing the inspection; general order and the methodology for conducting inspections are regulated by separate documents prepared by the head of the Internal Audit Service, agreed with the Audit Committee under the Board of Directors of the Company, approved by the Executive Body of the Company; in accordance with the schedule of inspections, 5 days before the start of the scheduled inspection, the Head of the IAS issues an Instruction for the Service to conduct an inspection; the head of the audit prepares a specific audit program approved by the head of the Internal Audit Service, which specifies the circle of branches and structural divisions of the Company covered by the audit; business processes and audit areas of the audited entity to be audited; the procedure and timing of the audit; composition of the audit team; audits can be carried out by specialists of the Internal Audit Service with the involvement, if necessary, of specialists from other departments and departments of the Company, its branches and structural divisions (experts). The involvement of experts is carried out at the initiative of the head of the Internal Audit Service and is agreed with the Audit Committee and the Executive Body of the Company; audits are carried out by collecting and analyzing information related to the audited area of ​​activity of the audited object. Specialists of the Internal Audit Service and experts involved in the audit during the audit identify errors, inaccuracies and illegal actions when performing 10

11 relevant financial and business operations; organizational support and submission of the necessary documents for conducting inspections is carried out by the heads of divisions of the executive office of the Company at the request of the Internal Audit Service within three days; upon completion of the audit, no later than ten days, an act (report) of the audit is drawn up, which should contain an exhaustive opinion of the specialists participating in the audit on the compliance of the presented financial and other information of the object with the actual state of affairs, as well as recommendations and proposals for eliminating deficiencies and violations identified during the audit; the audit report is sent for comments to the heads of the Company's divisions whose activities were audited. In case of refusal of the head of the division of the Company, whose activities were audited, to comment on the risks identified during the audit, the employees of the Internal Audit Department make a corresponding note in the audit report. The act shall be accompanied by explanations on the facts set forth in it, as well as copies of the necessary documents signed by the head of the audited division of the Company; The inspection report is for official use only. The audit report is submitted to the Audit Committee, the General Director of the Company, the management of the audited facility. A copy of the audit report is subject to storage in the Internal Audit Service for 5 years from the date of completion of the audit and is provided upon request to the current composition of the Board of Directors of the Company. immediately, without waiting for the end of the audit, notify the General Director of the Company and the Audit Committee of the occurrence of these circumstances. The Internal Audit Service is notified of the action plan to eliminate the identified shortcomings and violations, indicating the responsible persons, which is drawn up at the audited facility. At the request of the Internal Audit Service, the Executive Body of the Company may appoint a re-inspection of the facility to monitor the implementation of the above plan, managers and other officials of the facility being inspected are required to: necessary documentation, as well as give, at their request (oral or written), explanations orally or in writing; b) not allow any actions aimed at limiting the range of issues to be clarified during the audit. The officials of the inspected facilities guilty of this may be brought to justice. disciplinary responsibility 6.5. Risk control procedure: the general procedure and methodology for risk control are regulated by separate documents prepared by the head of the Internal Audit Service; Based on the results of work on risk control, the Internal Audit Service draws up quarterly and semi-annual reports containing the following information: overview of operational, financial, strategic and other risks of the Company; eleven

12 assessment and analysis of identified risks; control over the functioning of the risk management system in the Company Quarterly reports are submitted for consideration to the Executive Body of the Company Procedure for assessing the essential elements of the internal control system: the general procedure and methodology for assessing the essential elements of the internal control system are regulated by separate documents prepared by the head of the Internal Audit Service; based on the results of the assessment of the essential elements of the internal control system, quarterly and annual reports are prepared containing the following information: a description of the internal control system of the business process being assessed and the methods used to evaluate its effectiveness; assessment of the effectiveness of the internal control system of the assessed business process; measures to improve the efficiency of the business process being assessed operational results of ongoing monitoring financial and economic activities of the company are brought to the attention of the Audit Committee, the Executive Body of the Company in the form and within the time limits established by the documents regulating the procedure and methodology for monitoring Quarterly reports are submitted for consideration by the Audit Committee, the General Director, the Management Board of the Company Annual reports submitted for consideration by the Audit Committee under the Board of Directors of the Company, the Board of Directors of the Company The procedure for monitoring FCD: the general procedure and methodology for monitoring financial and economic activities are regulated by separate documents prepared by the head of the Internal Audit Service; monitoring of financial and economic activities includes procedures that allow timely detection of any deviations in financial and economic activities through the implementation of the following main functions: verification of the implementation of target indicators of budgets (quarterly and annual) and other financial and economic plans of the Company; quarterly control of the liquidity of the enterprise, its solvency, turnover of accounts payable and accounts receivable the operational results of the monitoring of the financial and economic activities of the company are brought to the attention of the Audit Committee and the Executive Body of the Company in the form and within the time limits established by the documents regulating the procedure and methodology for monitoring in the event of a significant deviation in the controlled indicators of the financial and economic activities of the Company, the head of the Internal the Audit Committee brings to the attention of the Audit Committee and the Executive Body of the Company information on changes in benchmarks, indicating possible reasons for the deviation within 2 business days from the date of discovery; The Internal Audit Service draws up a report on the results of monitoring the financial and economic activities of the Company and submits it for consideration by the Audit Committee, the General Director and the Management Board 12

13 Society; 6.8. In order to ensure the activities of the Internal Audit Service, the budget of the Service is drawn up for each year, reflecting all the necessary expenses to perform the tasks and functions established by this regulation. The budget of the Internal Audit Service is formed by the head of the Internal Audit Service and approved by the Audit Committee under the Board of Directors of the Company. Article 7. Organization of work and responsibility of internal audit employees 7.1. The procedure for remuneration and motivation of IAS employees is determined by the "Regulations on remuneration of personnel of the Internal Audit Service" approved by the Audit Committee death and disability due to accidents This type insurance is provided at the expense of the Company to employees of the IAS and is determined by the specifics of the work performed and the increased risks associated with it. Insured events for this type of insurance include: Death as a result of an accident or illness; Permanent complete loss of general ability to work as a result of an accident with the establishment of 1, 2 or 3 disability groups; Partial disability as a result of an accident; Temporary complete loss of general ability to work as a result of an accident The maximum amount of insurance coverage (in the event of the death of an IAS employee) is the amount of the annual salary of such an employee (the amount under the employment contract). In other cases, the amount of insurance coverage is calculated in proportion to the severity of damage (degree of disability) This type of insurance is valid for the duration of the employment contract employee 24 hours a day, regardless of the location of the employee, except for the time the employee is on vacation. The Company is responsible for ensuring the full amount of insurance payments to employees of the IAS in the event of insured event The IAS employee is prohibited, without the consent of the Head of the IAS, to disclose any information that became known to him as a result of inspections and the performance of other official duties during the audit; unreliability of the information provided, poor-quality and untimely execution of the tasks assigned to him; disclosure of information that could harm the interests of the Company; other violations, in accordance with the current internal documents of the Company For failure to perform or poor performance of official duties and 13

14 other violations of the rules and regulations in force in the Company, an IAS employee may be sanctioned in the form determined by the current organizational and administrative documents of the Company and the Labor Code of the Russian Federation. The penalty is imposed by the order of the General Director of the Company on the basis of the presentation of the Head of the Internal Audit Service The employees of the Internal Audit Service are sent for additional professional training and advanced training at the expense of the Company in accordance with the “Regulations on the remuneration of the personnel of the Internal Audit Service”: to confirm and extend their professional certificates and licenses, used by them in the performance of their official duties; for increase professional qualifications and acquiring new professional skills, if such skills are needed in the performance of their duties. fourteen


Approved by the decision of the Board of Directors of JSC HydroOGK dated August 15, 2007 (minutes 37) Appendix 5 to the minutes REGULATIONS on the Internal Audit and Risk Management Department Article 1. General Provisions 1.1.

APPROVED by the Council PAO directors RSC Energia Minutes 11 dated January 30, 2017 REGULATIONS ON THE INTERNAL AUDIT DEPARTMENT OF PJSC RSC Energia 1. General Provisions 1.1. This Regulation defines the tasks,

APPROVED by the Supervisory Board of Energomera Concern JSC (minutes dated March 19, 2015) REGULATIONS ON THE INTERNAL AUDIT DEPARTMENT OF THE ENERGOMERA CONCERN JOINT STOCK COMPANY Stavropol 1 I. GENERAL PROVISIONS

OPEN JOINT STOCK COMPANY "TERRITORIAL GENERATION COMPANY 1" APPROVED by the Board of Directors of JSC "TGC-1" Minutes 15 dated February 11, 2013 REGULATIONS on the Internal Audit Service St. Petersburg

APPROVED by the Board of Directors of Mechel OAO Minutes dated December 18, 2006 Chairman of the meeting APPROVED by the Chairman of the Audit Committee of the Board of Directors of Mechel OAO REGULATIONS on the Service

APPROVED: by the Board of Directors Minutes SD/V-55 dated July 08, 2008 Regulations on internal control over financial and economic activities of Vysochaishy Open Joint Stock Company, Bodaibo 2008

APPROVED: By decision of the Supervisory Board of UTair-Finance LLC Minutes 1/13 dated February 25, 2013 Chairman of the Supervisory Board Signed O. I. Lyapina Secretary of the Supervisory Board Signed

APPROVED by the decision of the Board of Directors of E.ON Russia JSC Minutes 199 dated July 31, 2014 REGULATIONS ON THE INTERNAL AUDIT DEPARTMENT OF E.ON RUSSIA JSC Moscow 1. GENERAL PROVISIONS 1.1 These Regulations

REGULATIONS on the Internal Audit Service of PJSC TransContainer ( new edition) 2 1. General provisions 1.1. The Regulation on the Internal Audit Service was developed in accordance with the legislation of the Russian Federation,

APPROVED by the decision of the Extraordinary General Meeting of Shareholders of OAO NOVATEK on March 25, 2005 (Minutes No. 95 dated March 28, 2005), with additions made by the Extraordinary General Meeting of Shareholders on December 14

APPROVED by the decision of the Board of Directors of OJSC “Magnit” on July 15, 2010, protocol no. dated July 15, 2010 REGULATIONS ON THE COMMITTEES OF THE BOARD OF DIRECTORS OF OPEN JOINT STOCK COMPANY MAGNET (new edition) Krasnodar

APPROVED by the decision of the Board of Directors of Open Joint Stock Company Belon Minutes dated 2009 Chairman of the Board of Directors of JSC Belon /V.N. Karmachev / REGULATIONS ON INTERNAL CONTROL OVER FINANCIAL AND ECONOMIC

Approved at a meeting of the Board of Directors of OJSC GAZKON Minutes 5 of December 15, 2008 REGULATIONS ON INTERNAL CONTROL OVER THE FINANCIAL AND ECONOMIC ACTIVITIES OF OPEN JOINT STOCK COMPANY GAZKON

Approved at the meeting of the Board of Directors of Waste Management-nn CJSC Minutes 28/05/12 dated May 28, 2012

APPROVED by the General Meeting of Shareholders of the Open Joint Stock Company " Oil company Rosneft 2009 Minutes w/n REGULATIONS ON THE AUDIT COMMISSION OF OIL COMPANY OPEN JOINT STOCK COMPANY

APPROVED by the Decision of the Sole Shareholder of SUEK JSC (Decision no. dated October 16, 2017)

Open Joint Stock Company Russian Helicopters APPROVED by the decision of the Board of Directors of Open Joint Stock Company Russian Helicopters Minutes dated December 20, 2011 5 REGULATION Moscow On internal

APPROVED by the Annual General Meeting of Shareholders of TGC-1 in 20 (Minutes _ dated 2014)

APPROVED By the decision of the Board of Directors of OJSC Raspadskaya dated August 20, 2014. (Minutes no. dated August 20, 2014) REGULATIONS ON THE INTERNAL AUDIT OF OAO Raspadskaya 1. GENERAL PROVISIONS 1.1. Department of Internal

Approved by the decision of the Meeting of the Board of Directors of CJSC SSMO LenSpetsSMU Minutes 128 dated April 08, 2013 Chairman of the Board of Directors Zarenkov D.V. Regulations on internal control over financial and economic

APPROVED by the decision of the Board of Directors of OJSC “Surgutneftegas” Minutes 3p dated October 06, 2009 Regulations on the Internal Audit Service of OJSC “Surgutneftegas” (new version) Surgut 2009 2 Article 1 General

APPROVED by the Decision of the Board of Directors of AEDC JSC dated December 29, 2014 protocol 15 REGULATIONS on the General Director of the Joint-Stock Company "Akmola Distribution Electric Grid Company" Introduced

APPROVED by the General Meeting of Shareholders of TGC-1 Minutes dated June 2017 DRAFT REGULATIONS ON THE AUDIT COMMISSION OF PUBLIC JOINT-STOCK COMPANY "Territorial Generation Company 1" (new version

APPROVED By the decision of the Board of Directors of IFC RFA-Invest OJSC Minutes 06-13 dated July 19, 2013 Regulations on the Internal Control Service of IFC RFA-Invest OJSC< Гор. Якутск Статья 1. Общие положения 1.1.

APPROVED by the General Meeting of Shareholders of Open Joint Stock Company Oil Company Rosneft June 27, 2014

Appendix 5 to item 7 of the agenda General Assembly shareholders of OJSC Rostelecom based on the results of 2007 APPROVED by the Annual General Meeting of Shareholders of OJSC Rostelecom on June 9, 2008 Minutes 1 dated 24

APPROVED by the Decision of the Board of Directors of PJSC OPIN Minutes 206 dated July 15, 2016 INTERNAL AUDIT POLICY of Public Joint Stock Company Open Investments (PJSC OPIN) Moscow 2016

MINISTRY OF EDUCATION AND SCIENCE OF THE RUSSIAN FEDERATION educational institution higher education«CRIMEAN FEDERAL UNIVERSITY named after V.I. Vernadsky" (FGAOU

Approved by the Board of Directors of the Open Joint Stock Company “Company M.video” on June 28, 2007 Minutes No. 3 of June 28, 2007 REGULATIONS ON INTERNAL CONTROL OVER FINANCIAL AND ECONOMIC ACTIVITIES

“Approved” by the Annual General Meeting of Shareholders of OAO LUKOIL-Inter-Card Minutes No. 3 dated June 27, 2008 REGULATIONS ON THE AUDIT COMMISSION OF OAO LUKOIL-Inter-Card (new edition) Volgograd 2008

APPROVED by the Board of Directors of OAO Raspadskaya Minutes w/n dated September 11, 2006 REGULATIONS ON INTERNAL CONTROL OVER THE FINANCIAL AND ECONOMIC ACTIVITIES OF OPEN JOINT STOCK COMPANY RASPADSKAYA

APPROVED by the decision of the Board of Directors of OJSC "Moscow United Electric Grid Company" dated December 26, 2008 (minutes 78 dated December 26, 2008) REGULATIONS on OJSC internal control procedures

APPROVED by the decision of the Annual General Meeting of Shareholders of Hals-Development OJSC Minutes 27 dated June 30, 2015 REGULATIONS ON THE AUDIT COMMISSION OF HALS-DEVELOPMENT PUBLIC JOINT-STOCK COMPANY Moscow,

Approved by the Decision of the Board of Directors of OJSC VEROPHARM on December 22, 2010 (Minutes No. 57 of December 24, 2010)

1. GENERAL PROVISIONS

Society with limited liability"Insurance company "Galaktika" REGULATIONS on the Audit Commission APPROVED by the Decision sole member LLC SK Galaktika dated 2006 Present Regulations

OPEN JOINT STOCK COMPANY BANK SAINT PETERSBURG (OJSC Bank Saint Petersburg) APPROVED by order of the Chairman of the Management Board of OJSC Bank Saint Petersburg dated September 30, 2014 093003 REGULATIONS on the Compliance Service

APPROVED by the General Meeting of Participants of Inbank LLC Minutes 06 dated September 08, 2014 REGULATIONS on the Board and Chairman of the Board of Inbank Limited Liability Company These Regulations

APPROVED by the General Meeting of Shareholders of Open Joint Stock Company Oil Company Rosneft June 27, 2014

APPROVED by the General Meeting of Members of the Association NPSSM Minutes 2 dated July 02, 2015 REGULATIONS on the Audit Commission of the Association "National Association of Manufacturers building materials, products

APPROVED by the decision of the Extraordinary General Meeting of Shareholders of JSC GAZKON on September 15, 2008 (minutes 12 of September 20, 2008)

APPROVED: By the decision of the Board of Directors of JSC "Chelyabinsk Pipe Rolling Plant" Minutes of the Board of Directors no. dated 24.04.2008. REGULATIONS ON INTERNAL CONTROL OF OPEN JOINT STOCK COMPANY "CHELYABINSKY

APPROVED by the Decision of the Board of Directors of Pharmstandard OJSC August 10, 2009 Minutes 41 REGULATIONS ON INTERNAL CONTROL PROCEDURES OVER THE FINANCIAL AND ECONOMIC ACTIVITIES OF AN OPEN JOINT-STOCK COMPANY

APPROVED by the General Meeting of Shareholders of OAO Promgaz Minutes 1 dated June 22, 2005 REGULATIONS on the Audit Commission of Open Joint Stock Company Promgaz (new version) City of Moscow 2005 Present

"APPROVED" General Director April 29, 2010 Regulations on the Department of Indoor Ufa-2010 1 1. GENERAL PROVISIONS 1.1. The Internal Department (hereinafter referred to as the "Department") is a structural unit

CENTRAL BANK OF THE RUSSIAN FEDERATION (BANK OF RUSSIA) April 6, 2012 376 - P Moscow

"APPROVED" by the General Meeting of Shareholders of JSC "Serpukhovskaya ELEK" dated September 29, 03 REGULATIONS on the Audit Commission of the Open Joint-Stock Company "SERPUKHOV ELECTRIC OPERATING COMPANY" Moscow

Approved by the decision of the Board of Directors of Sistema JSFC on December 13, 2014 Minutes 10-14 dated December 17, 2014 REGULATIONS ON THE AUDIT, FINANCIAL AND RISK COMMITTEE OF THE BOARD OF DIRECTORS

APPROVED by the Decision of the Sole Shareholder of JSC CB Sokolovsky Decision 1 dated February 25, 2015. General Director of Sokolovskaya Holding Company LLC V.V. Dobrydin February 25, 2015 m.p. REGULATIONS ON AUDIT

APPROVED by the decision of the Board of Directors Minutes of the meeting dated September 30, 2014 2 Regulations on the Internal Control Service in the Open Joint Stock Company Bashkir Industrial Bank Ufa, 2014 CONTENTS

REGULATIONS ON THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF OAO GAZPROM APPROVED by the decision of the Board of Directors of OAO Gazprom dated February 25, 2014 2314 These Regulations on the Committee of the Board of Directors of OAO Gazprom

APPROVED by the Annual General Meeting of Shareholders of the Open Joint Stock Company "Bashkir Production Association"Progress" (Minutes dated June 21, 2014) Chairman of the annual General Shareholders' Meeting

APPROVED: by the General Meeting of Shareholders of Open Joint Stock Company "Tomsk Backbone Grids" Minutes dated April 11, 2006 2 General Director of Open Joint Stock Company "Tomsk Backbone Grids"

APPROVED by the decision of the Board of Directors of PJSC TransContainer, held on May 17, 2016 (minutes 12) (Appendix 7 to the minutes) Deputy Chairman of the Board of Directors / Yu.V. Novozhilov POSITION

JSCB Izhkombank (OJSC) APPROVED Minutes of the meeting of shareholders dated July 05, 2005

APPROVED by the Decree of the Board of the Central Bank of March 13, 2004 N 571 (6/12), registered by the Ministry of Justice on April 20, 2004 N 992-1 REGULATION on requirements Central Bank to the internal audit of commercial banks (New

APPROVED by the Decision of the Board of Directors of Mechel Open Joint Stock Company Minutes no. dated August 19, 2013 Chairman of the Board of Directors / I.V. Zyuzin / Internal Control Regulations

Approved by the Decision of the Board of Directors of OJSC VEROPHARM on May 14, 2007 (Minutes No. 12 dated May 16, 2007) REGULATIONS on internal control over the financial and economic activities of the Open Joint Stock Company

APPROVED by the Board of Directors of PJSC Aeroflot Minutes 10 dated January 28, 2016 REGULATIONS on the Audit Committee of the Board of Directors of PJSC Aeroflot Moscow, 2016 1. General Provisions 1.1. Audit Committee of the Board of Directors

APPROVED by the decision of the General Meeting of Shareholders of the Open Joint Stock Company "System Operator of the Unified Energy System" December 11, 2007 (Minutes 2) REGULATIONS on the Audit Commission of the Open

APPROVED by the Minutes of the Annual General Meeting of Shareholders dated April 27, 2010 1/13 Regulations on the Audit Commission of the Open Joint Stock Company "Quadra Generation Company", Tula, 2010 1. General

APPROVED by the decision of the board of directors of OJSC Ashinsky Metallurgical Plant Minutes 14 dated March 01, 2013 Chairman of the Board of Directors V.G. Evstratov REGULATIONS on internal control procedures of the Open Joint Stock Company

Approved by the decision of the Board of Directors of OAO Gazprom dated February 25, 2014 2314 REGULATIONS on the Audit Committee of the Board of Directors of OAO Gazprom These Regulations on the Committee of the Board of Directors of OAO Gazprom