The Rosneft Board of Directors held a meeting on March 4, 2013 and ruled to call the Annual Meeting of Company’s Shareholders (for 2012) in the form of holding a General Meeting (compresence of Company’s shareholders) in St Petersburg on June 20, 2013.
The list of those entitled to participate in the AGM of Rosneft shareholders will be drawn up as of COB on May 6, 2013.
The Board of Directors set the final date for accepting voting ballots, as well as confirming the addresses to which completed ballots can be sent and the procedure for informing shareholders about the general meeting.
The Board of Directors also considered Rosneft shareholders’ proposals of items to be put on the agenda of the AGM and the candidates for the BOD and the Audit Commission.
The Board of Directors ruled:
1. to include the following items into the meeting agenda as proposed by the Company’s shareholder OJSC ROSNEFTEGAS:
• Approval of the Company’s annual report.
• Approval of the Company’s annual financial (accounting) statements, including profit and loss reports (profit and loss statements).
• Approval of the distribution of 2012 Company profit.
• The size of dividends for 2012 and payment procedure and timeframe.
• Election of members of the Board of Directors.
• Election of members of the Internal Audit Commission.
• Approval of the Company’s auditor.
2. to include into the list for voting in the elections to Rosneft BOD the following candidates, proposed jointly by the Rosneft shareholders – OJSC ROSNEFTEGAS and Federal Agency for State Property Management, and also candidates, proposed by Rosneft shareholder RN-Razvitie LLC:
• Matthias Warnig – Managing Director, Nord Stream AG;
• Robert Dudley – President, British Petroleum p.l.c.;
• Andrey L. Kostin – President and Chairman of the Managing Board, VTB Bank (OJSC);
• Nikolai P. Laverov – Vice President of the Russian Academy of Sciences;
• John Mack – Senior Advisor at KKR & Co. L.P.;
• Alexander D. Nekipelov – Vice President, Russian Academy of Sciences;
• Igor I. Sechin – President, OJSC Rosneft Oil Company;
• Donald Humphreys;
• Sergey V. Chemezov – Chief Executive Officer, Russian Technologies;
• Dmitry Evgenievich Shugayev – Deputy CEO, Russian Technologies.
3. to include into the list for voting in the elections to the Rosneft Audit Commission candidates who were jointly nominated by shareholders.
The final agenda and decisions on other issues to be taken within the framework of the preparations for the Annual General Meeting of Rosneft Shareholders are subjects for further discussion and approval by the Board of Directors.
The Board of Directors also took decisions on a number of aspects of the Company’s operations.