Announcement of the Selection for the Position of an Independent Member of the Supervisory Board of PSJC “Ukrposhta”

The Cabinet of Ministers of Ukraine, in accordance with the Procedure for the Competitive Selection of Candidates for the Position of an Independent Member of the Supervisory Board of a State Unitary Enterprise and their Appointment, and for the Competitive Selection of Candidates for the Position of an Independent Member of the Supervisory Board of a Company, in which more than 50 Percent of Shares in the Statutory Capital Belong to the State, Who are Proposed by the Managing Entity of State-Owned Objects for the Election as Independent Supervisory Board Members, approved by Resolution of the Cabinet of Ministers of Ukraine dd. March 10, 2017, No. 142, Resolution of the Cabinet of Ministers of Ukraine dd. September 3, 2008, No. 777 “On the Competitive Selection of Executives of Business Entities of the State Sector of the Economy” and Order of the Ministry of Infrastructure of Ukraine dd. May 21, 2018, No. 227 “On the Competitive Selection for the Position of an Independent Member of the Supervisory Board of Public Joint Stock Company “Ukrposhta” hereby announces the selection for the positions of independent supervisory board members of PJSC “Ukrposhta”.

Company Name: Public Joint Stock Company “Ukrposhta” (hereinafter referred to as Ukrposhta).

Business Address: 22 vul. Kreshchatyk, Kyiv, Ukraine, 01001.

Company’s Major Areas of Business:

Providing postal services, particularly universal postal services throughout the territory of Ukraine, financial services and retail trade for the purpose of fully meeting customer needs and ensuring efficient development of Ukraine’s united postal network, as well as obtaining profit from entrepreneurial activities, in particular:

• postal services: processing and delivery of written correspondence (270 million of letters and postcards), parcel deliveries (20 million items), distribution of subscribed press (470 million items);
• financial services: payment and delivery of pensions and social aid allowances (70 million), money transfers (10 million), receiving of periodic and non-periodic payments (150 million payments);
• Trade: sale of postal stamps and retail sales of the press and other goods    

 Requirements for candidate supervisory board members of Ukrposhta, their expected functions and required set of competences:

The candidate will

have higher education, particularly in (but not limited to) the following fields: Finance, Mathematics, Engineering, Accounting and Audit, Management, Business Administration, or Law;

have work experience of no less than 10 years in senior managerial positions in companies or as a senior civil servant, particularly in (but not limited to) such areas as postal operations and courier services, logistics, international deliveries, domestic non-banking payment systems, accounting and audit, management, business administration, or legal practice;

have experience of conflict management and negotiations;

possess leadership skills and change management skills, particularly have an impeccable business reputation;

meet the independence requirements defined by the Ukrainian law;

be proficient in at least one of the two languages: Ukrainian or English;

commit to spend no less than 30 working days a year on discharging the responsibilities as a supervisory board member;

demonstrate a basic understanding of: the laws and regulations governing postal operations and courier services, logistics, international deliveries, domestic non-banking payment systems; the company’s business environment, global trends, and development prospects in this area in Ukraine and the European Union; and regulations of international organisations, such as the Universal Postal Union, the Association of European Public Postal Operators, and the Regional Commonwealth in the Field of Communications;

not be, nor will have been in the past five years, a founder, shareholder (participant), manager, supervisory board member, employee or representative of, or have any significant business with, any entity on which personal, special economic, or other restrictive measures (sanctions) have been imposed by the Ukrainian government.

The candidate will conform to the following independence criteria of the Ukrainian law

• has not been an official of Ukrposhta or its subsidiary, branch, representative office and/or other separated subdivision for the past five years;
• has not been an employee of Ukrposhta or its subsidiary, branch, representative office and/or other separated subdivision for the past three years;
• is not an affiliated person (in the sense provided by Law of Ukraine "On Joint Stock Companies" and Law of Ukraine “On Preventing Corruption“) of Ukrposhta and/or its shareholders (participants) or its subsidiary, branch, representative office and/or other separated divisions and/or their officials;
• has not received any income other than income in the form of remuneration for fulfilling supervisory board member duties from Ukrposhta or its subsidiary, branch, representative office and/or other separated subdivision;
• is not the owner of the corporate rights of Ukrposhta (independently or in association with affiliated persons) nor represents the interests of such an owner;
• is not a public official or state representative;
• is not an auditor of Ukrposhta nor is involved in the audit of Ukrposhta or its subsidiary, branch, representative office and/or other separated subdivision as an auditor who works for an audit organisation, nor has been such an auditor or involved in such an audit within a certain period of the past three years prior to his/her appointment (election) on the supervisory board;
• has not, nor has had in the past year, a commercial or civil-law relationship with Ukrposhta or its subsidiary, branch, representative office and/or other separated subdivision directly or as a shareholder (participant), manager or member of the executive body of a business entity that has or has had such relationships;
• has not been an independent member of the supervisory board of Ukrposhta during three terms;
• is not, nor has been in the past three years, an official or an employee, a holder of corporate rights or a representative of a business entity whose main business is providing, on the Ukrainian territory, postal, logistics and courier services or services similar to the ones provided by postal operators or international deliveries operators;
• is not a close person with the persons specified in the above clauses (the term "close person" is used in the sense defined in the Law of Ukraine "On the Prevention of Corruption").

The candidate should have one or more of the following professional competencies

• strategic management: experience of developing and implementing a company’s long-term strategy;
• management of companies engaged in postal business, logistics, international deliveries and/or domestic non-banking payment systems;

management of international e-commerce operators and/or multinational FMCG retail operators;

• operational efficiency: experience in organisational transformation and business model transformation to increase operational efficiency;
• finance and audit: experience in the transformation of financial management systems and the implementation of internal audit and internal control systems;
• corporate governance: experience in implementing best corporate governance practices and establishing supervisory board (board of directors) processes;
• compliance and risk management and experience in the implementation of these systems.

The following will be an advantage

• experience of supervisory board membership or directorship or senior executive positions in large companies (in particular, CEO, Business Unit Head, Chair/Member of the Executive Board);
• experience of working in international companies and markets;
• experience of attracting investors, financial institutions, restructuring of international financial obligations for the implementation of investment programmes and enterprise development programmes (loans, bonds, IPO, etc.);
• experience of managing transformational processes and complex turnarounds.

Expected functions of Members of the Supervisory Board of Ukrposhta

Development and control over the implementation of the strategy

• setting the strategy of Ukrposhta and oversight of its implementation, particularly reviewing and approving medium and long-term action plans proposed by the company’s management according to the state ownership policy;
• oversight over the design and implementation of risk management policies and procedures;
• review and approval of the company’s annual budgets and business plans, as well as control over its major capital expenditures, and acquisition and disposal of assets;
• identification of performance indicators for the company’s senior management, monitoring of the achievement of the strategic objectives on a regular basis, as well as the use of the necessary measures on a timely basis.

2. Corporate governance

• taking appropriate measures to enhance public trust in and transparency of Ukrposhta, as well as ensuring that management adheres to the principles of transparency and acts in compliance with the legal and regulatory framework of Ukraine;
• playing a key role in the introduction of best international standards of corporate governance at Ukrposhta;
• ensuring compliance with best corporate governance standards, regularly assessing its impact on the company’s performance, and making changes in the corporate governance practices as needed;
• ensuring an appropriate interface between the company and the shareholder and key stakeholders.

3. Monitoring of management

• attracting appropriate senior management to Ukrposhta which will be fit for the implementation of the strategy as set out by the board and achievement of the results;
• regular assessment of senior management’s performance and, when necessary, supplementing or replacing, including dismissing, management;
• ensuring adequate succession planning for the company’s key management positions;
• setting the remuneration parameters for senior management, including incentives and rewards based on the performance results and achievement of the company’s objectives;
• supervising senior management of Ukrposhta in ensuring the financial stability of the company;
• ensuring that the actions of Ukrposhta’s senior management comply with best corporate governance standards;
• reviewing and approving of Ukrposhta’s senior management’s plans for the effective governance of subsidiaries, branches, representative offices, or other units or controlled entities of Ukrposhta.

4. Alignment of interests

• ensuring that the incentives and actions of Ukrposhta’s management are aligned with the best interest of the company;
• introduction of best ethical standards and prevention of conflicts of interest among management and supervisory board members, including misuse of corporate assets and related-party transactions.

5. Audit and control

• ensuring that Ukrposhta has an appropriate system for the timely and accurate accounting and reporting in compliance with the existing and future accounting and independent audit standards;
• ensuring full and transparent disclosure of information according to the Ukrainian and international standards, including ensuring regular independent audits, while ensuring the protection of the essential information, disclosure of which would jeopardise Ukrposhta’s competitive position;
• ensuring that Ukrposhta has appropriate control systems, including systems for risk management, financial and operational control, and cyber security, as well as compliance with the company’s legal and regulatory framework.

6. Transparency and disclosure of information

• ensuring the transparency of activities and disclosure of information, as well as the quality of communications on the part of the company according to Ukrainian law and in line with best practices.

7. Advice

• advising Ukrposhta’s senior management on complex issues, supporting key transformation projects and organisational changes in the company by participating in the work of the supervisory board committees.

The supervisory board will collectively possess a maximum set of the competencies that are required of individual supervisory board members.

To participate in the selection, the candidate will submit the following materials in person and/or via e-mail:

application to participate in the selection addressed to S. S. Dehtyarenko, Deputy State Secretary of the Cabinet of Ministers of Ukraine, Chairman of the Commission for the Selection of Independent Members of the Supervisory Board of PJSC “Ukrposhta” (in Ukrainian and/or English).

The application must include information about the applicant (applicant’s full surname, given name and patronymic, the address of candidate’s registration and the mailing address, telephone number, e-mail address and Skype ID, if available).

Enclosed with the application will be:

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

- curriculum vitae (resume) (in Ukrainian and/or English);

- consent to the processing of personal data (in Ukrainian and/or English);

- reference letters (if available);

- a statement on the conformity to the independence criteria of a supervisory board member of Ukrposhta (in Ukrainian and/or English);

- a motivation letter regarding the functions of a supervisory board member (to be composed in any form in Ukrainian and/or English of no more than two pages; the letter must include, among other things, a motivation of the interest in this vacancy).

The candidate shall be responsible for any inaccuracies in the submitted documents.

Applications for the participation in the competitive selection will be accepted starting from 10:00 am on June 25, 2018 (Kyiv time) to 6:00 pm on July 23, 2018 (Kyiv time) 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 will be accepted at: 12/2  Hrushevskoho Str., 01008 Kyiv, Secretariat of the Cabinet of Ministers of Ukraine, Commission for the Selection of Independent Members of the supervisory board of PJSC “Ukrposhta”, or via e-mail at: cv@kmu.gov.ua.

Telephone number for information: (044) 256-69-97, 256-67-88.

E-mail: cv@kmu.gov.ua

The selection procedure will start on August 1, 2018.

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

The results of the selection will be published on the official website of the Cabinet of Ministers of Ukraine before September 12, 2018.

CONSENT to the processing of personal data.docx

SAMPLE APPLICATION FORM.docx

STATEMENT on the meeting of independence criteria.docx

Financial statements 2017.zip