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Notice of the Competitive Selection for the Position of
Independent Member of the Supervisory Board of
Public Joint Stock Company “Ukrainian Railway”

The Cabinet of Ministers of Ukraine, in accordance with the Procedure for carrying out competitive selection of candidates for the position of an independent member of the Supervisory Board of a state unitary enterprise and subsequent appointment of successful candidates, and for carrying out competitive selection of candidates for the position of an independent member of the Supervisory Board of an economic partnership, in which more than 50 percent of shares in the share capital are owned by the state (the mentioned candidates shall be proposed by a state-owned company for the election process of independent members of the supervisory board) approved by Resolution of the Cabinet of Ministers of Ukraine of March 10, 2017, No. 142, and Resolution of the Cabinet of Ministers of Ukraine of September 20, 2017, No. 716 “Issues of Formation of the Supervisory Board of the Public Joint Stock Company ‘Ukrainian Railway,’” hereby announces a competitive tender for the position of an independent member of the Supervisory Board of the Public Joint Stock Company “Ukrainian Railway”.

Name of the Company: Public Joint Stock Company “Ukrainian Railway” (PJSC “Ukrzaliznytsia”).

Business Address of PJSC “Ukrzaliznytsia” 03680, Kyiv, 5 Tverska St.

Key Lines of Commercial Activity of the Company:

Satisfying the needs of the state, legal entities and individuals in safe and high quality domestic and international railroad transportation, works and services that are performed (provided) by the company, ensuring the efficient functioning and development of railroad transport, creating conditions for increasing the competitiveness in the industry as well as generating profits from business activities, in particular:

- providing transportation services of passengers, cargoes, in particular, hazardous cargoes, luggage, heavy luggage and mail by domestic and international railroad transport;

- providing services of access to the infrastructure of railroad transport and other services related to the use of infrastructure facilities;

- design, construction, maintenance, operation, reconstruction, repair, upgrading, technical modernization and other types of improvements of railroad infrastructure facilities;

- construction of railroads and metro;

- transportation of cargoes (movement of cargoes without entering into contracts of carriage) by railroads of public and non-public use;

- providing services of loading, reloading, unloading, weighting, accepting, issuing and fastening cargoes, checking the correctness of their loading and fastening;

- providing services of loading and unloading luggage, heavy luggage and mail on railroads of public and non-public use;

- providing securing services of cargoes accepted for transportation as well as guarding artificial structures, railroad infrastructure facilities and carrying out other guard activities;

- storage and warehouse storage of all types of cargoes including those that are under customs control as well as heavy luggage, luggage and hand-luggage of passengers;

- providing transportation and forwarding services, organizing transportation by railroad transport, organizing group or individual dispatches of cargoes;

- production, operation, modernization, roundhouse maintenance, current repairs and overhaul services, technical maintenance with the detachment of cars and the provision of technical maintenance services of the railroad rolling stock, containers and technical equipment that are operated in railroad transport;

- centralized management of freight car parks of different ownership in accordance with the strategic policy of the state, performance of words to operate terminals, provision of services of using terminals.

Requirements to the Candidate, Job Functions Expected to be Carried out by an Independent Member of the Supervisory Board of PJSC “Ukrzaliznytsia” and the Field of Competence of the said Independent Member:

Requirements to Candidate:

The candidate shall have:

- higher education, in particular, in the fields of “management and administration,” “production and technologies,” “public administration,” “international relations,” and “law”;

- at least 10 years of work experience at managerial positions with business companies or in public service, or at local governments;

- experience in settling disputes and conflicts and in conducting business negotiations;

- an impeccable business reputation;

and:

- meet the requirements of independence determined by law;

- not to cooperate with legal entities that are subject to personal special economic and other restrictive measures (sanctions);

- use time to develop and upgrade their personal knowledge and skills.

The Candidate shall have one or several of the Professional and Personal Qualities, in particular:

- experience in drafting and implementing a long term company development strategy;

- experience in organizing the system of railroad transportation and pricing;

- experience in implementing internal audit systems and organizing the systems of internal controls and compliance;

- knowledge of the major principles of the functioning of railroad infrastructure;

- knowledge of principles and laws in the field of corporate governance;

- knowledge of the fundamentals of law in the field of railroad transport.

an advantage would be the following:

- experience of working on supervisory boards of joint-stock companies at large enterprises (over 250 employees);

- experience of working for international companies and in international markets;

- experience of attracting investors, financial institutions, restructuring of international financial obligations to implement investment programs and company development programs (loans, bonds, securities, IPO etc.);

- knowledge of foreign languages.

Expected Functions of an Independent Member of the Supervisory Board of PJSC “Ukrainian Railway ”

1. Railroad Transportation

- preparing proposals for the supreme body of the company and business representatives regarding the tariff policy in the area of passenger and cargo transportation;

- control over the effectiveness of implementation of plans in the area of cargo and passenger (commuter) transportation;

- evaluation of investment projects and control over their implementation regarding the purchasing of rolling stock (electric trains and diesel trains, freight and passenger cars, commuter rolling stock);

- assessment of the effectiveness of work (activities) concerning interaction with railroad administrations, representatives of the Organization of Commonwealth of Railways (CIS countries and Baltic states);

- assessment of the effectiveness of work (activities) and drafting of proposals for the establishment of transport and logistics divisions as well as terminal and warehouse complexes;

- evaluation and submission of proposals for the organization of comprehensive international projects of transit transportation.

2. Development of Railroad Infrastructure and its Operation

- consideration and analysis of the effectiveness of building an infrastructure vertical and its operation divisions;

- consideration and analysis of key indicators of the effectiveness of operating infrastructure facilities and its impact on related processes;

- consideration and analysis of key indicators of the effectiveness of the divisions participating in the servicing of infrastructure facilities and their impact on transportation processes;

- consideration of investment projects and programs related to the development of infrastructure of the company and its operation divisions;

- consideration of proposals for automation of infrastructure management processes;

- consideration of capital investment plans for the current maintenance of the infrastructure and analysis of their implementation;

- consideration of internal tariffs and distribution of costs for the infrastructure;

- consideration of proposals for alienation of property complexes, land plots and the costs of their maintenance.

3. Strategy and Corporate Governance

- preparation of proposals for the structure of the company’s corporate governance structure and approval of the action plan for its implementation with due regards to international rules and standards;

- control over the implementation of the Company’s strategy;

- formation of the policy of corporate social responsibility and sustainable development;

- implementation of the best ethics standards, prevention and settlement of potential conflicts of interest among members of the management board and supervisory board, including the unlawful use of corporate assets.

4. Finance and Audit

- determining the forms of control over financial and business activities of the management board of the company, in particular, the risk management systems, financial and operational control systems, cybersecurity, sustainable business systems as well as the observance of the legislative framework governing company activities (compliance);

- implementation of an independent audit;

- resolving on the use of incentives and yearly benefits based on the results of the evaluation of effectiveness and achieving the yearly personal goals and company goals;

List of Competences for a Member of the Supervisory Board of the PJSC “Ukrzaliznytsia”; the Member must be an Expert in at Least one Competence given below:

- railroad transportation;

- development of railroad infrastructure and its operation;

- strategy and corporate governance;

- finance and audit;

To participate in the competitive selection process, a candidate must submit in person and/or send via e-mail the following materials:

An application for participation in the competitive tender shall be completed in Ukrainian and addressed to Bondarenko V. V., the State Secretary of the Cabinet of Ministers of Ukraine, Chairman of the Commission for Competitive Selection of candidates for the position of an independent member of the Supervisory Board of the Public Joint Stock Company "Ukrainian Railway,”

The application shall have information about the candidate (candidate’s full surname, name and patronymic, the address of candidate’s registration and the mailing address, the contact telephone number, e-mail and Skype, if available).

Attached to the application shall be:

- a copy of the ID document, a copy of the work record (if available) or the documents confirming the work experience, a copy of the higher education diploma;

- Curriculum vitae (resume) (in Ukrainian);

- a consent to the processing of personal data;

- recommendation letters (if available);

- a statement regarding meeting the independence criteria of a member of the Supervisory Board of the PJSC “Ukrzaliznytsia”;

- a motivation letter with regard to carrying out the functions of a Supervisory Board Member (to be composed in free form in Ukrainian and/or English up to two pages; the letter to contain, in particular, a justification of the interest in the present vacancy).

The candidate shall bear full responsibility for any inaccuracies and/or misprints in the submitted documents.

Applications to participate in the competition shall be accepted during 45 calendar days from the announcement of holding the competition and shall be submitted in sealed envelopes (except for the copy of the ID document and the consent to the processing of personal data).

Applications shall be accepted at: 01008, city of Kyiv, 12/2 Hrushevskoho St., Secretariat of the Cabinet of Ministers of Ukraine, Commission for Competitive Selection of an Independent Member of the Supervisory Board of Public Joint Stock Company “Ukrainian Railway” or via e-mail: .

Telephone for inquiries: (044) 256-74-78, 256-78-51.

E-mail: ,

The Competitive selection procedure will commence on November 28, 2017.

The Competitive selection procedure will be held at: 01008, city of Kyiv, 12/2 Hrushevskoho St., House of Government.