Governance Bodies

In accordance with the Russian legislation governing joint stock companies and Sberbank’s Charter, its principal governance bodies are the shareholders’ meeting, the Supervisory Board, the executive board (the Board) and the Chairman of the Board (President).

Shareholders’ Meeting

The shareholders’ meeting is Sberbank’s highest governance body.It meets when called by the Supervisory Board, but at least once a year. The following matters can only be dealt with by the shareholders’ meeting: 

• alteration of Sberbank’s charter and the size and composition of its authorised capital;
• election and early termination of the members of Sberbank’s Supervisory Board and Chairman of the Board;
• Sberbank’s reorganisation or liquidation;
• approval of certain major transactions;
• approval of Sberbank’s auditor;
• approval of issuance of bonds and other securities where such approval is required by law or Sberbank’s Charter;
• approval of reimbursement or compensation of members of Sberbank’s Audit Commission;
• approval of dividends; and
• certain other matters provided for by law and Sberbank’s Charter.

Supervisory Board

The Supervisory Board is responsible for general management matters (including the election of Sberbank’s Board, excluding the Chairman of the Board) with the exception of matters that are designated by law and Sberbank’s charter as being the exclusive responsibility of the shareholders’ meeting. Members of the Supervisory Board are elected for a one-year term and may be re-elected without limitation. The Supervisory Board meets at least quarterly. Decisions of the Supervisory Board are made by simple majority, provided that there is a quorum (at least half of the members either attend in person or submit their views in writing one day prior to a meeting of the Supervisory Board).

The Board

The Board is Sberbank’s collective executive body and is elected by the Supervisory Board. Members of the Board may be re-elected without limitation. The Board normally meets two or three times per month and makes its decisions by a two-thirds majority, provided that at a quorum of at least half of its members is present. The Board is responsible for Sberbank’s day-to-day management and administration.

Organisational Structure

Sberbank has over 20,000 business units with average staff of 250,000.

Sberbank effectively reorganised its branch network in 2000–2001, closing down loss-making business units (30% reduction in total); consolidating regional head offices (reduction from 69 to 17); raising management efficiency and phasing in up-to-date information technologies.