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OJSC Surgutneftegas (SGGD)

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Friday 29 June, 2018

OJSC Surgutneftegas

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

OJSC Surgutneftegas (SGGD)
OJSC Surgutneftegas: Information statement on the Issuer's general shareholders' meeting and adopted resolutions

29-Jun-2018 / 15:32 CET/CEST
Dissemination of a Regulatory Announcement that contains inside information according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.


Information statement[i] 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: a meeting (joint presence of shareholders to discuss issues on the agenda and adopt resolutions put to vote) (hereinafter -"the Meeting").

 

Date of the general shareholders' meeting of the issuer: 29 June 2018

Venue of the general shareholders' meeting of the issuer: ul.Gubkina, 13, Surgut, Khanty-Mansiysky Autonomous Okrug - Yugra, Tyumenskaya Oblast, Russian Federation.

Time of the general shareholders' meeting of the issuer: time when the registration of persons entitled to participate in the Meeting of OJSC "Surgutneftegas" starts - 08:00 a.m., time when the registration of persons entitled to participate in the Meeting finishes - 10:50 a.m., time when the Meeting starts - 10:00 a.m., time when the vote counting at the Meeting starts - 11:15 a.m., time when the Meeting closes - 12:15 p.m.

 

Quorum of the general shareholders' meeting of the issuer:

The number of votes held by the persons included in the list of persons entitled to participate in the Meeting (as of 04.06.2018) was:

on Items No. 1, 2, 3, 4, 5, 7, 8, 9, 10, 11, 12, 13 of the agenda: 35,725,994,705 votes;

on Item No. 6 of the agenda: 321,533,952,345 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 -  21,273,699,369 votes;

on Item No. 2 of the agenda of the Meeting -  21,273,626,869 votes;

on Item No. 3 of the agenda of the Meeting -  21,273,626,869 votes;

on Item No. 4 of the agenda of the Meeting -  20,229,685,469 votes;

on Item No. 5 of the agenda of the Meeting -  21,273,679,369 votes;

on Item No. 6 of the agenda of the Meeting -  191,443,870,021 votes;

on Item No. 7 of the agenda of the Meeting -  21,138,427,369 votes;

on Item No. 8 of the agenda of the Meeting -  21,273,649,369 votes;

on Item No. 9 of the agenda of the Meeting -  21,109,880,479 votes;

on Item No. 10 of the agenda of the Meeting - 21,273,699,369 votes;

on Item No. 11 of the agenda of the Meeting -  21,273,699,369 votes;

on Item No. 12 of the agenda of the Meeting -  20,229,685,469 votes;

on Item No. 13 of the agenda of the Meeting -  21,273,676,869 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 OJSC "Surgutneftegas" for 2017.

2) Approval of the annual accounting (financial) statements of OJSC "Surgutneftegas" for 2017.

3) Approval of the distribution of profit (including payment (declaration) of dividends) and loss of OJSC "Surgutneftegas" for 2017, approval of the size, form and procedure for 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 OJSC "Surgutneftegas".

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

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

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

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

9) Authorization of an interested party transaction.

10) Approval of the Charter of OJSC "Surgutneftegas" in a new wording.

11) Approval of the Procedure for the General Shareholders' Meeting of OJSC "Surgutneftegas" in a new wording.

12) Approval of the Regulations on the Board of Directors of OJSC "Surgutneftegas" in a new wording.

13) Approval of the Regulations on the Auditing Committee of OJSC "Surgutneftegas" in a new wording.

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" 21,252,231,098

- Votes "Against" 2,164,355

- Votes "Abstained" 16,285,300

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

- Votes "For" 21,251,262,098

- Votes "Against" 2,164,355

- Votes "Abstained" 16,320,800

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

- Votes "For" 21,252,845,477

- Votes "Against" 3,624,565

- Votes "Abstained" 13,659,765

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

- Votes "For" 19,928,823,480

- Votes "Against" 293,625,719

- Votes "Abstained" 4,086,250

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

- Votes "For" 21,254,339,174

- Votes "Against" 324,549

- Votes "Abstained" 15,395,995

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

- Votes "For" 186,899,894,885 

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

No. Last, first, middle name of a candidate Number of votes cast for each nominee

 

1. Bogdanov Vladimir Leonidovich 25,205,998,893

2. Bulanov Alexander Nikolaevich 17,513,130,734

3. Dinichenko Ivan Kalistratovich           18,364,729,565

4. Egorov Valery Nikolaevich           19,246,815,874

5. Erokhin Vladimir Petrovich           18,936,396,807

6. Krivosheev Viktor Mikhailovich           18,915,457,324

7. Matveev Nikolai Ivanovich           18,939,170,352

8. Mukhamadeev Georgy Rashitovich 15,245,408,774

9. Raritsky Vladimir Ivanovich            7,221,250,081

10. Usmanov Ildus Shagalievich           17,476,952,553

11. Shashkov Vladimir Aleksandrovich  9,834,583,928

- Votes "Against"                                         2,515,998,951

- Votes "Abstained"                               1,877,499,225

 

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" 20,558,048,105

- Votes "Against" 562,870,218

- Votes "Abstained" 14,793,740

7.2. for the candidate: Oleynik Tamara Fedorovna

- Votes "For" 20,557,956,860

- Votes "Against" 563,035,143

- Votes "Abstained" 14,581,190

7.3. for the candidate: Prishchepova Lyudmila Arkadyevna

- Votes "For" 20,526,465,615

- Votes "Against" 428,090,584

- Votes "Abstained" 180,841,209

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

- Votes "For" 20,940,059,357

- Votes "Against" 281,285,987

- Votes "Abstained" 46,197,930

Results of voting by ballot papers on Item No. 9:

- Votes "For" 20,821,107,419

- Votes "Against" 268,274,249

- Votes "Abstained" 16,115,895

Results of voting by ballot papers on Item No. 10:

- Votes "For" 20,088,114,796

- Votes "Against" 1,006,931,746

- Votes "Abstained" 175,863,414

Results of voting by ballot papers on Item No. 11:

- Votes "For" 20,087,938,461

- Votes "Against" 1,007,332,716

- Votes "Abstained" 175,736,779

Results of voting by ballot papers on Item No. 12:

- Votes "For" 19,789,357,775

- Votes "Against" 414,376,240

- Votes "Abstained" 23,260,001

Results of voting by ballot papers on Item No. 13:

- Votes "For" 20,087,850,501

- Votes "Against" 1,006,904,246

- Votes "Abstained" 176,230,709

 

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 OJSC "Surgutneftegas" for 2017."

   

On Item No. 2 the Meeting resolved:

"To approve the annual accounting (financial) statements of OJSC "Surgutneftegas" for 2017."

 

On Item No. 3 the Meeting resolved:

"To approve the distribution of profit (loss) of OJSC "Surgutneftegas" for 2017. To declare dividend payment: RUB 1,38 per preference share of OJSC "Surgutneftegas", RUB 0,65 per ordinary share of OJSC "Surgutneftegas"; dividends shall be paid in accordance with the procedure recommended by the Board of Directors. To set 19 July 2018 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 OJSC "Surgutneftegas" who does not act as a 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 a member of the Board of Directors in the amount determined by the Regulations on the Board of Directors of OJSC "Surgutneftegas". To pay to the member of the Board of Directors who acted as a 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 OJSC "Surgutneftegas."

 

On Item No. 5 the Meeting resolved:

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

On Item No. 6 the Meeting resolved:

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

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 OJSC "Surgutneftegas":

1. Musikhina Valentina Viktorovna,

2. Oleynik Tamara Fedorovna,

3. Prishchepova Lyudmila Arkadyevna."

On Item No. 8 the Meeting resolved:

"To approve Limited Liability Company "Crowe Expertiza" as the Auditor of OJSC "Surgutneftegas" for 2018."

On Item No. 9 the Meeting resolved:

"To authorize Open Joint Stock Company "Surgutneftegas" to conclude the contract on insurance of liability of the directors of OJSC "Surgutneftegas."

On Item No. 10 the Meeting resolved:

"To approve the Charter of "Surgutneftegas" Public Joint Stock Company in a new wording."

On Item No. 11 the Meeting resolved:

"To approve the Regulations on the general shareholders' meeting of "Surgutneftegas" Public Joint Stock Company in a new wording."

On Item No. 12 the Meeting resolved:

"To approve the Regulations on the Board of Directors of "Surgutneftegas" Public Joint Stock Company in a new wording."

On Item No. 13 the Meeting resolved:

"To approve the Regulations on the Auditing Committee of "Surgutneftegas" Public Joint Stock Company in a new wording."

Date and number of the minutes of the general shareholders' meeting of the issuer: 29 June 2018, No. 29.

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.

 


[i] This Statement is a disclosure of insider information.



ISIN: US8688612048
Category Code: RAG
TIDM: SGGD
LEI Code: 2138002GZLU65FRAC894
Sequence No.: 5693
EQS News ID: 700283

 
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