In accordance with:

Law of Ukraine “On Management of State-Owned Objects”;

Law of Ukraine “On Joint Stock Companies”;

Law of Ukraine “On Limited and Additional Liability Companies”;

Resolution of the Cabinet of Ministers of Ukraine dated 29 November 2024 No. 1369 “Certain Issues of the State Ownership Policy”;

Resolution of the Cabinet of Ministers of Ukraine dated 3 September 2008 No. 777 “On the Competitive Selection of Heads of State-Owned Economic Entities”;

Resolution of the Cabinet of Ministers of Ukraine dated 10 March 2017 No. 142 “Certain Issues of Management of State Unitary Enterprises and Business Entities Whose Authorized Capital Is More Than 50 Percent State-Owned”;

Resolution of the Cabinet of Ministers of Ukraine dated 10 March 2017 No. 143 “Certain Issues of Management of State-Owned Objects”;

Resolution of the Cabinet of Ministers of Ukraine dated 31 May 2022 No. 643 “Certain Issues of Management of State-Owned Objects during Martial Law”;

Resolution of the Cabinet of Ministers of Ukraine dated 3 December 2025 No. 1596 “Issues of Management of Certain Economic Entities”;

Resolution of the Cabinet of Ministers of Ukraine dated 17 November 2025 No. 1258 “On Approval of the Action Plan for Renewal of Supervisory Boards and Executive Bodies of Fuel and Energy Sector Economic Entities”.

GENERAL INFORMATION ABOUT BUSINESS ENTITIES

As part of this selection, a pool of candidates is being formed for further appointment to the supervisory boards of a number of strategically important enterprises in the energy sector of Ukraine.

The selection covers enterprises operating in the relevant sector of the fuel and energy complex (FEC), in particular:

1. Electricity generation

• nuclear energy and nuclear power management, including nuclear safety and nuclear fuel cycle issues;
• thermal generation of electricity, including based on coal and gas-fired TPPs/CHPs, their modernization and efficiency improvement;
• hydropower, including the operation of hydroelectric power plants, reservoirs and water resources management;
• development and integration of renewable and low-carbon energy sources.

2. Transmission, dispatching and system management of electricity

• transmission of electrical energy through main and interstate networks;
• operational and dispatch management of the United Energy System of Ukraine;
• power system balancing and system services management;
• integration and synchronization with ENTSO-E.

3. Electrical energy distribution and network infrastructure management

• distribution of electrical energy to consumers;
• operation, modernization and digitalization of distribution networks;
• development of smart-grid solutions and client services.

4. Gas transportation infrastructure and gas market balancing

• transportation of natural gas through main pipelines;
• balancing of the gas transportation system;
• ensuring the reliability and safety of the GTS operation;
• integration with European gas markets and operators.

5. Market and commercial infrastructure of the electricity industry

• organization and administration of electricity markets (day-ahead market, intraday market);
• ensuring transparency of market mechanisms and pricing;
• information support, monitoring and market analytics;
• energy trading within the limits of specified powers.

6. Management of state energy assets and corporate development

• management of a portfolio of state energy assets;
• implementation of programs for modernization and renewal of fixed assets;
• participation in international investment and infrastructure projects;
• strategic planning, corporate governance and business model transformation.

7. Critical infrastructure, energy security and system resilience

• ensuring the continuity and reliability of critical energy infrastructure;
• risk, crisis and emergency management;
• cybersecurity, physical protection and digital resilience of energy systems;
• adaptation of the energy system to external threats, including military and hybrid risks.

The list of specific business entities for which supervisory boards will be formed based on the created pool of candidates is determined in accordance with the Order of the Cabinet of Ministers of Ukraine dated November 17, 2025 No. 1258-r, including for the following business entities:

• Joint Stock Company “Ukrainian Distribution Grids”, Kyiv – 4 independent members, 3 state representatives;
• Joint Stock Company “Centrenergo”, Kyiv – 3 independent members, 2 state representatives;
• Joint Stock Company “Market Operator”, Kyiv – 3 independent members, 2 state representatives;
• Joint Stock Company “Energy Company of Ukraine”, Kyiv – 1 independent member, 1 state representative;
• Joint Stock Company “National Nuclear Energy Generating Company Energoatom”, Kyiv – 3 state representatives;
• Limited Liability Company “Gas Transmission System Operator of Ukraine”, Kyiv – 2 state representatives;
• National Power Company “Ukrenergo”, Kyiv – 1 state representative;
• Joint Stock Company “Ukrhydroenergo”, Kyiv – 1 state representative.

Upon completion of the Commission’s work, lists of winners will be formed in accordance with the applicable selection procedure and recommended to the relevant ownership entities for consideration and appointment.

VACANCIES

List of positions for which selection is announced:

• Position 1: Independent Member - 11 vacancies

• Position 2: State representative - 15 vacancies

SUPERVISORY BOARD PROFILE (Standardised)

Members of the Supervisory Board, within the powers defined by the Company's Charter and the legislation of Ukraine, oversee and regulate the activities of the executive body and ensure effective management and strategic development.

The main purpose of forming the Supervisory Board is to create a professional and independent body consisting of individuals with relevant experience in the public and/or private sectors, preferably in the relevant energy sector as defined in the “General information about business entities” section of this announcement.

The following experience is desirable for individual candidates, but mandatory for the Supervisory Board as a whole:

• business strategy and change management;
• operational management and security in the energy sector;
• financial planning, auditing and investments;
• risk management, internal control, internal audit and the three lines of defense model;
• legal support and compliance;
• corporate transformation, corporate governance;
• public policy, government engagement, regulatory issues, and international strategic coordination;
• digital technologies and innovations.

The Supervisory Board is formed according to the principles of: independence, professionalism, competence, diversity, efficiency, transparency:

1. The principle of independence provides for the election of independent members to the supervisory board who do not hold elected positions, are not officials of state authorities and/or local self-government bodies, and are free from any material interests or relationships with the company in order to ensure objective decision-making.
2. The principle of professionalism requires that members of the supervisory board have the appropriate professional level and professional experience in areas related to energy. A member of the supervisory board must have an impeccable business reputation, have experience in strategic and operational management, be impartial and honest.
3. The principle of competence requires that a member of the supervisory board have successful experience in at least one from the company's areas of activity and/or in at least one professional competency identified as necessary for members of the supervisory board.
4. The principle of diversity requires that members of the supervisory board have experience in various sectors of the economy.
5. The principle of efficiency provides for the performance by members of the supervisory board of such functions related to the exercise of the powers of the supervisory board, as defined by the legislation and the Charter of the management entity, with the least losses to achieve the necessary result.
6. The principle of transparency provides for the formation of a supervisory board based on the results of a competitive selection for independent members and the appointment of state representatives in accordance with the requirements of the law.

REQUIREMENTS FOR CANDIDATES

Minimum requirements

• Full civil capacity;
• Experience and tenure in senior management positions: experience in management positions in the public and/or private sector of the economy in the energy sector, or in civil service or equivalent positions - at least 5 years; experience as a member of the Supervisory Board for at least 3 years during this period will be considered an advantage;
• Educational requirements: availability and willingness to provide confirmation of higher education;
• Language requirements: рroficiency in Ukrainian — for citizens of Ukraine, English — for foreign citizens;
• Other requirements:

• impeccable business reputation, integrity and impartiality;
• ability to devote at least 50 working days per year to performing the duties of a member of the Supervisory Board, participate in meetings in person or remotely (using audio/video communication) and willingness to travel to Ukraine to participate in Supervisory Board meetings;
• not to be a member of the supervisory boards of more than four legal entities at the same time.

Areas of competence

Each member of the supervisory board - an independent member or a representative of the state of the business entity - must meet the requirements in at least one of the following areas.

1. Business strategy and change management (in the relevant energy sector as defined in the “General information about business entities” section of this announcement):

• Successful experience in managing complex strategic processes and developing business models;
• Development and implementation of corporate strategies in large energy, industrial or infrastructure companies;
• Experience in managing transformational processes and complex projects involving organizational change in senior management positions such as CEO, COO, CSO, EVP Strategy, VP Corporate Development or similar, as well as a deep understanding of the general challenges associated with operating at the senior management level in companies in the energy or other industries;
• Experience in managing a company or its critical functions in crisis situations (operational accidents, power outages, cyberattacks, regulatory or market shocks), including developing and implementing anti-crisis plans, ensuring business continuity, and coordinating actions with stakeholders in conditions of high uncertainty.

2. Operational management and security in the energy sector (in the relevant energy sector defined in the “General information about business entities” part of this announcement)

• Experience in executive positions (C-level) in international and/or Ukrainian companies operating in the energy sector in OECD countries and/or Ukraine, with a staff of over 500 people for at least 5 years;
• Operational leadership in high-risk or high-complexity environments, including conflict areas, difficult offshore/onshore conditions, or stringent regulatory regimes.
• Interacting with engineering standardization bodies, regulators or international partners on HSE, environmental compliance and technical excellence issues.
• Ability to transform technical conclusions into strategic decisions at the Supervisory Board level.
• Independence, integrity and the ability to professionally and constructively challenge management decisions in technically complex and high-risk situations.

3. Financial planning, audit and investments:

• In-depth knowledge in the field of financial accounting and financial auditing;
• Analytical skills and broad knowledge in investments and transactions in the energy sector, as well as in other industries;
• Financial and audit experience, preferably in the energy industry, as well as in other industries, including experience in investment projects and debt restructuring at senior management level (C level) or as a member/chair of a supervisory board committee;
• Successful experience in financial planning, preferably in the energy sector.

4. Risk management, internal control, internal audit and the three lines of defense model:

• Experience working in international audit firms (Big Four) or leading legal/forensic firms related to complex audits, control system assessments and corporate governance issues.
• Developing and implementing risk management systems, internal control frameworks or compliance programs in organizations with complex structures.
• Roles in government or international institutions with a supervisory, regulatory or investigative mandate.
• Regular interaction with external auditors, regulators, inspection bodies and international financial institutions on issues of transparency, governance, control and risks.

5. Legal support and compliance:

• Experience in managing the legal aspects of transformation processes and complex organizational and cultural change projects; knowledge of general industry challenges related to the activities of companies operating preferably in the energy industry;
• Extensive knowledge of risk management and anti-corruption compliance and experience in senior compliance/risk management roles, in established companies in the power or energy sector, or in an academic institution. Knowledge of legal frameworks related to liability, both domestically and internationally, is a valuable asset.

6. Corporate transformation, corporate governance (one or more competencies):

• Experience in implementing corporate governance, including the formation and development of control systems, policies, procedures and accountability models in large public or private companies, preferably in the energy sector, in accordance with OECD principles and international standards;
• Developing or evaluating policies, regulatory frameworks, and legislation governing the energy sector, state-owned enterprises, or critical infrastructure;
• Experience in management positions in the public sector, including ministries, regulators, public property management bodies, international organizations or EU institutions;
• Membership in the supervisory boards of strategic enterprises or large corporations, including serving as chairman or member of committees (audit, nominations, risks, etc.);
• Practical experience in the formation, launch and operation of supervisory board committees (audit, risks, strategy, appointments and remuneration);
• Supervision as a member of the board of directors of the development / organization / conduct of competitive selection of the company's management, as well as conducting assessments of the company's management activities, preferably in the energy sector.

7. Public policy, government engagement, regulatory issues and international strategic coordination:

• Deep understanding of the mechanisms of public policy formation, decision-making processes, functions of public institutions and the role of regulators in the energy sector;
• Experience of interacting with government authorities, parliament, regulatory and supervisory bodies at a high management level, including preparing positions, explanatory materials, analytics or proposals on policy and regulation;
• Experience in participating in international negotiations, intergovernmental consultations, strategic dialogues or multilateral initiatives related to energy policy, security, integration or sanctions regimes;
• Practical experience in interacting with international financial institutions, donors and partners (World Bank, EBRD, IFC, IMF, EU, governments of other countries), including forming positions, attracting support or technical assistance.

8. Digital technologies and innovations:

• Experience in a senior IT role, CIO, CTO, CISO, or senior executive with digital/innovation portfolio;
• Experience working with large-scale digital transformation, cybersecurity leadership, or emerging technologies;
• Understanding of enterprise-level IT governance and digital risks.

9. It will be an advantage:

• English language proficiency.
• Knowledge of the European Union regulatory framework, including rules for the functioning of energy markets, state aid, cybersecurity requirements, environmental and climate policies, as well as regulations of ACER, ENTSO-E, ENTSOG and other relevant institutions;
• Experience in M&A, privatization, IPO, project financing;
• Understanding of global energy markets, energy transition trends, EU-ESG requirements;
• Completed higher technical, and/or legal, and/or economic, and/or accounting education;
• Education or specialization in management, corporate governance or public policy. International certifications: ACCA, CFA, CIA, CPA, other relevant;
• Additionally, experience in managing relationships with stakeholders, investors and/or energy fuel suppliers.

Cross-functional competencies

These competencies are mandatory for all members of the supervisory board.

• • Demonstrated leadership skills and motivation to contribute to strategic development of the energy industry Ukraine, perseverance and drive;
  • Excellent interpersonal and communication skills, ability to manage conflicts, negotiate and facilitate;
  • Demonstrated resilience and ability to adapt to constant and numerous external pressures and changes, independence of judgment.

LIST OF DOCUMENTS TO BE SUBMITTED BY APPLICANTS, DOCUMENTS FORMATTING REQUIREMENTS, AND DEADLINE AND PROCEDURE FOR SUBMITTING DOCUMENTS

1. Application for participation in the selection indicating the title of the position (independent member or state representative), in Ukrainian or English.

2.  Candidate’s questionnaire in Ukrainian (the prescribed form must be used).

3. A signed statement from the applicant stating that he or she has no criminal record.

4. Biographical information (resume).

5. Consent to personal data processing in the prescribed form, in Ukrainian or English.

6. Recommendations (if any).

7. Statement of compliance with independence criteria (for independent members) in Ukrainian or English.

Deadline for submission of documents: until December 23, 2025, by 18:00 (Kyiv time).

Email address for submitting documents: [email protected]

Contact phone: +38 (044) 200 47 73*3225, +38 (044) 200 47 73*3226

Email address for consultations: [email protected]

Documents should be submitted electronically using a CEP or advanced electronic signature, in Ukrainian or English.

Additional information:

• Only applicants with a complete package of documents are allowed to participate.

• Submission of false data is grounds for rejection.

• The commission ensures transparency of selection and assesses business reputation.

• Winners are determined based on the results of a documentary review and interviews.

Selection dates: 24–31 December 2025.

Information about the selection organizer:

The Commission for the Selection of Members of Supervisory Boards of Business Entities was established by the Ministry of Economy, Environment and Agriculture of Ukraine.

Organizational support is provided by the Ministry of Economy, Environment and Agriculture of Ukraine.