Resolutions taken by the Board of Directors

 

Moscow, Russian Federation (7 May 2020) - Public Joint Stock Company "MegaFon", a pan-Russian operator of digital opportunities ("MegaFon" or the "Company"), announces that that the Company's Board of Directors, at a meeting held by absentee voting on 6 May 2020, adopted the following resolutions:

 

1. To approve preliminary the 2019 Annual report of the Company together with the report on the interested party transactions, made by the Company in 2019 calendar year.
2. To recommend to the Annual General Shareholders Meeting ("AGM") of the Company not to distribute the Company's Net Profit earned in 2019 financial year, and, accordingly, not to declare and pay dividends.
3. To approve the following list of candidates to be elected to the Company's Board of Directors at the AGM:

• Maxim Anipkin;
• Emin Antonyan;
• Evgeny Bystrykh;
• Johan Dennelind;
• Khachatur Pombukhchyan;
• Vladimir Streshinskiy;
• Anton Cherepennikov.

4. To approve the following list of candidates to be elected to the Company's Revision Commission at the AGM:

• Yuri Zheimo;
• Stanislav Kiselev;
• Radik Nasibullin.

5. To approve the following list of candidates to be elected to the Company's Management Board at the AGM:

• Gevork Vermishyan;
• Frederic Vanoosthuyze;
• Valentina Vatrak;
• Vlad Wolfson;
• Elena Martynova;
• Nikita Orlov;
• Sergey Pereverzev;
• Alexander Sobolev.

Board of Directors of MegaFon has also approved the calling of the AGM in the form of absentee voting on 8 June 2020, and the following Agenda of the AGM:

1. Approval of the Company's 2019 Annual Report.
2. Approval of 2019 Annual Accounting (Financial) Statements of the Company.
3. Distribution of profit, including payment (declaration) of dividends, and losses of the Company based on 2019 Financial Year results.
4. Election of the Board of Directors of the Company.
5. Approval of the number of seats in the Management Board of the Company and election of the Management Board of the Company.
6. Approval of the Company's Auditor.
7. Election of the Revision Commission of the Company.
8. Approval of the new version of Regulations on the Company's General Shareholders' Meeting (Version No.3);
9. Approval of the new version of the Regulations on the Company's Management Board (Version No.3);
10. Approval of the new version of the Regulations on the Company's Revision Commission (Version No.2);
11. Provision of consent to settle the interested party transaction;
12. Determination of the amount of additional remuneration payable to the members of the Company's Board of Directors.

 

17 May 2020 was approved as the record date for the purpose of compiling the list of persons entitled to participate in the AGM on the basis of information from the Company's register.

 

For more information:

PJSC MegaFon

Media:                                   Tel: + 7 925 696 0507 

Investors:   Tel: +7 495 926 2012 

 

Notes to Editors

MegaFon PJSC is a pan-Russian operator of digital opportunities, operating in all segments of the telecommunications markets in Russia, and in the Republics of Abkhazia, South Ossetia and Tajikistan. MegaFon is a recognised market leader in the provision of mobile data services, was the first operator in Russia to launch commercial operation of a third generation (3G) network and was the first operator in the world to launch commercial operation of an LTE Advanced (4G) data network. Additional information about MegaFon and the products and services provided by MegaFon can be found at: .

 

Cautionary Statement Regarding Forward Looking Statements

Some of the information in this document may contain or refer to projections or other forward-looking statements regarding future events or the future financial performance of the Company. You can identify forward looking statements by terms such as "expect", "believe", "anticipate", "estimate", "forecast", "intend", "will", "could", "may", or "might" the negative of such terms or other similar expressions. The Company wishes to caution you that these statements are only predictions, and are based upon various assumptions which are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control. We may not achieve or accomplish these plans or predictions. The Company does not necessarily intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in projections or forward-looking statements of the Company, including, among others, general economic conditions, the competitive environment, risks associated with operating in Russia, rapid technological and market change in the industries in which the Company operates, as well as many other risks specifically related to the Company and its business and operations.