Information statement on the Issuer's general shareholders' meeting and adopted resolutions

 

Type of the general shareholders' meeting of the issuer: annual.

 

Form of the general shareholders' meeting of the issuer: absentee voting.

 

Date of the general shareholders' meeting of the issuer: 30 June 2020.

 

Venue of the general shareholders' meeting of the issuer: Russian Federation, Tyumenskaya Oblast, Khanty-Mansiysky Autonomous Okrug - Yugra, Surgut, ul.Grigoriya Kukuyevitskogo, 1, building 1.

 

Time of the general shareholders' meeting of the issuer: -

 

Quorum of the general shareholders' meeting of the issuer:

The number of votes held by the persons included in the list of the persons entitled to participate in the annual general shareholders' meeting of "Surgutneftegas" PJSC (hereinafter - the Meeting) (as of 05.06.2020) was:

on Items No. 1, 2, 3, 4, 5, 7, 8 of the agenda of the Meeting - 35,725,633,105 votes;

on Item No. 6 of the agenda of the Meeting - 321,530,697,945 votes.

The number of votes held by the persons who participated in the Meeting was:

on Item No. 1 of the agenda of the Meeting - 19,909,427,134 votes;

on Item No. 2 of the agenda of the Meeting - 19,909,427,134 votes;

on Item No. 3 of the agenda of the Meeting - 19,909,427,134 votes;

on Item No. 4 of the agenda of the Meeting - 19,306,266,154 votes;

on Item No. 5 of the agenda of the Meeting - 19,909,427,134 votes;

on Item No. 6 of the agenda of the Meeting - 179,175,936,026 votes;

on Item No. 7 of the agenda of the Meeting - 19,777,188,134 votes;

on Item No. 8 of the agenda of the Meeting - 19,909,427,134 votes.

In accordance with the Federal Law of the Russian Federation "On Joint Stock Companies" the Meeting had the quorum on all items of the agenda of the Meeting.

 

Agenda of the general shareholders' meeting of the issuer:

1) Approval of the annual report of "Surgutneftegas" PJSC for 2019.

2) Approval of the annual accounting (financial) statements of "Surgutneftegas" PJSC for 2019.

3) Approval of the distribution of profit (including payment (declaration) of dividends) and loss of "Surgutneftegas" PJSC for 2019, approval of the size, form and procedure of dividend payment on shares of each category, setting the date as of which the persons entitled to dividends are determined.

4) Payment of remuneration to the members of the Board of Directors of "Surgutneftegas" PJSC.

5) Payment of remuneration to the members of the Auditing Committee of "Surgutneftegas" PJSC.

6) Election of the members to the Board of Directors of "Surgutneftegas" PJSC.

7) Election of the members to the Auditing Committee of "Surgutneftegas" PJSC.

8) Approval of the Auditor of "Surgutneftegas" PJSC.

 

Results of voting on items of the agenda of the general shareholders' meeting of the issuer on which the meeting had a quorum:

Results of voting by ballot papers on Item No. 1:

- Votes "For" 19,896,488,824

- Votes "Against" 10,982,218

- Votes "Abstained" 727,385

Results of voting by ballot papers on Item No. 2:

- Votes "For" 19,896,396,064

- Votes "Against" 11,021,338

- Votes "Abstained" 765,260

Results of voting by ballot papers on Item No. 3:

- Votes "For" 19,686,293,876

- Votes "Against" 221,283,521

- Votes "Abstained"    638,050

Results of voting by ballot papers on Item No. 4:

- Votes "For" 18,933,746,793

- Votes "Against" 325,112,262

- Votes "Abstained" 32,797,139

Results of voting by ballot papers on Item No. 5:

- Votes "For" 19,900,978,465

- Votes "Against" 5,055,827

- Votes "Abstained" 2,353,580

Results of cumulative voting by ballot papers on Item No. 6:

- Votes "For" 176,950,270,345

 

The votes were cast for the candidates to the members of the Board of Directors as follows:

 

- Votes "Against" 2,134,473,894

- Votes "Abstained"      3,547,170

Results of voting by ballot papers on Item No. 7 (excluding votes held by the members of the Board of Directors):

7.1. for the candidate: Musikhina Valentina Viktorovna

- Votes "For" 19,356,472,064

- Votes "Against"      417,381,508

- Votes "Abstained"       2,241,590

7.2. for the candidate: Oleynik Tamara Fedorovna

- Votes "For" 19,356,260,014

- Votes "Against"      417,522,058

- Votes "Abstained" 2,310,120

7.3. for the candidate: Prishchepova Lyudmila Arkadyevna

- Votes "For" 19,548,566,033

- Votes "Against"      225,097,564

- Votes "Abstained" 2,325,840

Results of voting by ballot papers on Item No. 8:

- Votes "For" 19,637,017,914

- Votes "Against"      237,843,328

- Votes "Abstained"      33,430,660

 

Resolutions adopted by the general shareholders' meeting of the issuer are worded as follows:

On Item No. 1 the Meeting resolved:

"To approve the annual report of "Surgutneftegas" PJSC for 2019."

On Item No. 2 the Meeting resolved:

"To approve the annual accounting (financial) statements of "Surgutneftegas" PJSC for 2019."

On Item No. 3 the Meeting resolved:

"To approve the distribution of profit (loss) of "Surgutneftegas" PJSC for 2019. To declare dividend payment: RUB 0.97 per preference share of "Surgutneftegas" PJSC, RUB 0.65 per ordinary share of "Surgutneftegas" PJSC; dividends shall be paid in accordance with the procedure recommended by the Board of Directors. To set 20 July 2020 as the date as of which the persons entitled to dividends are determined."

On Item No. 4 the Meeting resolved:

"To pay to each member of the Board of Directors of "Surgutneftegas" PJSC who does not act as Chairperson of the Board of Directors or Director General of the Company and is not an employee of the Company basic remuneration for the period when he/she acted as the member of the Board of Directors in the amount determined by the Regulations on the Board of Directors of "Surgutneftegas" PJSC. To pay to the member of the Board of Directors who acted as Chairperson of the Audit Committee of the Board of Directors additional remuneration in the amount determined by the Regulations on the Board of Directors of "Surgutneftegas" PJSC."

On Item No. 5 the Meeting resolved:

"To pay to each member of the Auditing Committee of "Surgutneftegas" PJSC remuneration in the amount determined by the Regulations on the Auditing Committee of "Surgutneftegas" PJSC."

On Item No. 6 the Meeting resolved:

"To elect the following persons to the Board of Directors of "Surgutneftegas" PJSC:

1. Bogdanov Vladimir Leonidovich,

2. Bulanov Alexander Nikolaevich,

3. Dinichenko Ivan Kalistratovich,

4. Egorov Valery Nikolaevich,

5. Erokhin Vladimir Petrovich,

6. Krivosheev Viktor Mikhailovich,

7. Matveev Nikolai Ivanovich,

8. Mukhamadeev Georgy Rashitovich,

9. Usmanov Ildus Shagalievich."

On Item No. 7 the Meeting resolved:

"To elect the following persons to the Auditing Committee of "Surgutneftegas" PJSC:

1. Musikhina Valentina Viktorovna,

2. Oleynik Tamara Fedorovna,

3. Prishchepova Lyudmila Arkadyevna."

On Item No. 8 the Meeting resolved:

"To approve "Crowe Expertiza" Limited Liability Company as the Auditor of "Surgutneftegas" PJSC for 2020."

 

Date and number of the minutes of the general shareholders' meeting of the issuer: 30 June 2020, No. 31.

 

Identifying attributes of the shares the holders of which are entitled to participate in the general shareholders' meeting of the issuer

Class, category (type) of the securities: ordinary registered non-documentary shares.

Issues state registration numbers, state registration date and international securities identification number (ISIN): ordinary shares: 1 01 00155-А dated 24 June 2003, RU0008926258.

 

 

 

 

 

 

      

 

 

 

 

 

 

 

This Statement is a disclosure of insider information