International Directors Supported Ukrenergo’s Illegal Decisions: How This Became Possible
10 September 17:04
The National Securities and Stock Market Commission (NSSMC) conducted an unscheduled inspection of NPC Ukrenergo and found serious problems with the company’s corporate governance. This was reported by "Komersant Ukrainian" with reference to Glavkom.
The inspection report dated September 5, 2025, which was made available to the media, states that the Supervisory Board made decisions in violation of the law and internal procedures, which calls into question the legitimacy of the appointment of the new board.
How the appointment took place
The problems arose during the meetings of the Supervisory Board on July 1 and 7, 2025. It was then that it approved the new composition of the company’s management board, which included Oleksiy Brekht, Ivan Yuryk, Oleh Skrypnyk and Natalia Skoreiko. The initiator of these personnel decisions was the Chairman of the Board of Ukrenergo Vitaliy Zaichenko.
However, the NSSMC found that the procedure was violated. First, the nominations of board members were not considered by the Nomination and Remuneration Committee. Secondly, the minutes of the meetings do not contain the necessary conclusions of the committee and draft decisions. Thirdly, the decisions made contradicted both the company’s charter and the Law of Ukraine On Joint Stock Companies.
Participation of independent international members
Of particular note is the fact that international independent members of the board also participated in the illegal decisions. Among them:
- Jeppe Kofod (Denmark), Chairman of the Board, former Minister of Foreign Affairs of Denmark.
- Jan Henrik Montell (Finland), Chairman of the Audit Committee, former CFO of Fingrid Oyj.
- Patrick Roland Dreichen (Germany), Chairman of the Investment and Strategy Committee, climate and energy expert.
- Luigi De Franciscis (Italy), Chairman of the Nomination and Remuneration Committee, previously worked in European energy companies.
According to the law, independent directors are supposed to ensure that procedures are followed. Instead, they became complicit in making decisions that contradicted the requirements of the law.
Read also: NABU launches criminal proceedings against Ukrenergo CEO Kudrytskyi
Position of Ukrainian representatives
Among the Ukrainian members of the Supervisory Board were Yuriy Boyko (former acting Minister of Energy), Oleksiy Nikitin (former advisor to the CEO of Market Operator JSC and former employee of the NEURC) and Anatoliy Guley (Vice President of Crowe Mihailenko).
It is important that Nikitin and Guley did not support controversial decisions and voted against them.” This shows that there was not complete unity within the board, but the majority of votes was enough to pass decisions.
Conclusions of the NSSMC
The regulator recognized that the actions of the Supervisory Board are an example of systemic corporate governance problems at Ukrenergo. The Commission issued a public warning to the company and ordered it to correct the violations.
The document emphasizes that the company’s statements about compliance with the law and the charter are false. In particular, the failure to take into account the conclusions of the relevant committees, the lack of substantiated protocols and violations of legal norms make the appointment of the new management board illegitimate.
Why this case is important
“Ukrenergo is a key company in Ukraine’s energy infrastructure that manages the country’s trunk power grids and is responsible for the stability of the power system. The conditions of war and post-war reconstruction require maximum transparency and efficiency in its operations.
The scandal with the supervisory board raises questions not only about individual officials but also about the corporate governance system of state-owned companies in general. After all, the participation of international independent directors is supposed to guarantee transparency, but this time it was they who took part in making questionable decisions.
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The NSSMC warned that such violations could undermine confidence in the management of strategic state-owned companies and pose risks to their future operations.
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