Supervisory Board

As of December 2020, members of the Supervisory Board are Clare Spottiswoode, Yuliia Kovaliv, Bruno Lescoeur, Ludo Van der Heyden, Nataliya Boyko, and Robert Bensh.

In particular, independent directors Clare Spottiswoode and Bruno Lescoeur were elected as Supervisory Board members on 13 December 2017. On 14 December 2020, their term of office was extended for six months, i.e. until 14 June 2021.

Independent director Ludo Van der Heyden and government appointees Yuliia Kovaliv and Nataliya Boyko were elected as Supervisory Board members in 2019,on 26 June and 11 September respectively. Ludo Van der Heyden’s term of office is due to last until 26 June 2022. The term of office of Yuliia Kovaliv and Nataliya Boyko runs until 11 September 2022.

Pursuant to Ordinance of the Cabinet of Ministers of Ukraine dated 11 March 2020 No. 293, Robert Bensh was also elected as government appointee on the Supervisory Board, however, he has not taken office as of December 2020.

The Supervisory Board of NJSC Naftogaz of Ukraine has established five permanent committees that serve as its consulting and advisory bodies:
    - Audit and Risks Committee;
    - Ethics and Compliance Committee;
    - Nomination and Remuneration Committee;
    - Committee on Health, Safety, Environment and Reserves; and
    - Strategy Committee.

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Clare Spottiswoode
Chair of the Supervisory Board
Before joining Naftogaz’s Supervisory Board, Clare Spottiswoode chaired Gas Strategies, a global gas consultancy, and continues to be a non-executive director of the company. Clare has a formidable track record in the gas sector and served as Director General in the Office of Gas Supply (Ofgas) between 1993 and 1998 at the time of driving through the breakup of British Gas and the liberalization of the gas market in Great Britain.
Over the past 20 years, she has a significant international track record as NED of both listed and unlisted entities. She acted as an economist at HM Treasury, the United Kingdom’s economic and finance ministry, lectured at London Business School, and set up and managed private business interests.
Clare Spottiswoode holds a Master of Philosophy degree in Economics from Yale University and a Master of Arts degree in Mathematics and Economics from Cambridge University. Clare’s qualifications as Supervisory Board member include her significant executive management, regulatory, corporate governance and board level experience in oil and gas related industries.
She also has strong relationships with influential government, academic and industry leaders.

Declaration of independence

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Yuliya Kovaliv
Deputy Chair of the Supervisory Board
Yuliia Kovaliv has almost ten years of experience in executive positions in the energy sector and public administration. Before joining the public sector, she worked in privately-owned Ukrainian and international companies.
She held the post of Deputy Head in the Office of the President of Ukraine (2019-2020) and chaired the Office of the National Investment Council of Ukraine (2017-2019).
In her role as First Deputy Minister of Economic Development and Trade of Ukraine, Yuliia was responsible for reforming state-owned enterprises as well as for investment policy (2015-2016).
Yuliia Kovaliv also served as Chair of the Supervisory Board of NJSC Naftogaz of Ukraine (2016-2017) and member of the National Energy and Utilities Regulatory Commission (2014-2015).

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Bruno Lescoeur
Member of the Supervisory Board
Bruno Lescoeur has occupied the highest functions in the French energy sector, including the responsibility for nuclear operations and all international activities of one of the largest global energy companies Йlectricitй de France (EDF).
A former member of EDF’s Executive Committee, he has a very extensive experience in the gas sector: he supervised gas activities of the group and was the CEO of EDISON, the Italian subsidiary of EDF.
Bruno has been involved in some of the largest deals and projects in the electricity and gas sector in Europe over the last two decades, making a huge contribution to the strategic transformation and internationalisation of EDF’s activities.
He has an extremely deep understanding of key issues governing energy sector transformation in Europe: unbundling, climate commitments, etc.

Declaration of independence

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Ludo Van der Heyden
Member of the Supervisory Board
Ludo Van der Heyden is the founding Director of INSEAD’s Corporate Governance Initiative and co-Director of the International Directors Programme and the Modern Governance in Banking. He lectures on governance, leadership, team dynamics, fairness in business and society, and innovation.
Before joining INSEAD, Ludo was on the faculty of Yale University (1980-1988) and of Harvard University (1978-1980). He holds an Engineering Degree in Applied Mathematics from the Universitй Catholique de Louvain and a Ph.D. Degree from Yale University. Ludo served as co-Dean of INSEAD (1990-1995) and Director of the INSEAD Zentrum Leipzig (1994-1999).
He is the Chairman of the Board of Seisquare, a software company for estimating natural resource reserves, and a member of the Advisory Board of Bencis Capital Partners.

Declaration of independence

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Nataliya Boyko
Member of the Supervisory Board
Prior to being elected as member of Naftogaz’s Supervisory Board, Nataliya Boyko was the Deputy Minister of Energy and Coal Industry of Ukraine for European Integration. She coordinated projects aimed at harmonization of Ukrainian energy legislation with EU legislation and maintained liaison with international financial organizations and other stakeholders. Nataliya also worked as a legal and energy consultant in both private and public sectors. Besides Naftogaz’s Supervisory Board, Nataliya Boyko is a member of the UNECE Committee on Sustainable Energy.

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Mariya Sukhan
Corporate Secretary
Mariya Sukhan is in charge of supporting proceedings of the Supervisory Board and its committees, liaison between the Company’s governing bodies, as well as the Supervisory Board’s and the Company’s relations with the shareholder and other external stakeholders.
Over 20 years of experience in legal practice with international companies, her main focus has been on corporate, commercial and banking law, matters of corporate governance, risk management, and compliance.
In 2016, she was the one elected as Corporate Secretary to the first independent Supervisory Board of Naftogaz as she launched it, including support to all activities of the Supervisory Board’s committees.
Before joining Naftogaz in early 2015 to head general legal activities in the Company’s Legal Department, Mariya Sukhan had been a local Corporate/M&A practice partner in the Ukrainian office of international law firm Schoenherr.
She has started her career in law firm Proxen, where she assisted senior lawyers in servicing clients in the fields of commercial, investment and corporate law, and continued in the Ukrainian office of international auditing firm KPMG.
She graduated as specialist in international law from the Institute of International Relations of Taras Shevchenko National University of Kyiv.