Non-Executive Director for a Russian company listed on the NYSE

Our client was one of the first Russian companies to ever issue an IPO on a foreign exchange, listed on the NYSE. The company’s depository receipts have been also traded on the LSE, the Frankfurt Stock Exchange, the Berlin Stock Exchange, and the Munich Stock Exchange. It has not only been a practitioner of good governance, but also a trend-setter as well.

In keeping with international standards and good corporate governance the shareholders decided to conduct a comprehensive search for two new independent directors to head the company’s Audit Committee and the Remuneration Committee.

The new directors would help the company raise corporate governance standards and improve the quality of strategic decisions that ultimately would have an impact on improving shareholder value.

Together with the Chairman of the Board, Board Solutions made a diagnosis of the existing Board. The result of our work was a detailed description of the project and the positions which needed to be filled.

Our search strategy concentrated on two industry areas. The first area looked at former CEO`s, Business Unit Presidents or other senior executive from international telecommunication companies with revenues over $3B. The second area considered former CEO`s and CFO`s from industry that had experience working with the broader investment community and an understanding of Sarbanes-Oxley requirements.

We identified and short listed candidates who were experts in the field of telecommunications, and had a very serious approach to the subject of company due diligence and in assessing their personal risks. We presented the candidates to the Chairman of the Board, the CEO and the majority shareholder.

After these interviews our client made an offer to a former President and CEO of a leading international telecommunications company as well as to a former Global COO of a Big4 firm.

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