GPB (Switzerland) Ltd. (formerly Gazprombank (Switzerland) Ltd) (“GPBS”) is subject to, and acts in compliance with all relevant Swiss legal and regulatory requirements regarding corporate governance as well as the best market practices.

As mandated by the Swiss banking law, GPBS operates under a strict dual board structure comprising of the Board of Directors (the “BoD”) and the Executive Management Board (the “EMB”). The separation of responsibilities between the BoD and EMB is clearly defined in GPBS’s Organizational Guidelines and Regulations (“OGR”). The OGR, adopted by the BoD based on article 716b of the Swiss Code of Obligations and article 20 of GPBS’s Articles of Incorporation, constitute GPBS’s primary corporate governance guidelines.

The BoD is the most senior body of GPBS and is ultimately responsible for GPBS’s strategic development, supervision and monitoring of the business, whereas the EMB has executive management responsibility. The functions of the Chairman of the BoD (“Chairman”) and the Chairman of the EMB / Chief Executive Officer (“CEO”) are assigned to two different people, ensuring a separation of power. Such structure establishes checks and balances and preserves the institutional independence of the BoD from the day-to-day management of GPBS, for which responsibility is delegated to the EMB under the leadership of the CEO. No member of the BoD may simultaneously be a member of the EMB and vice versa.