Moscow, June 28, 2012 – The Annual General Shareholders Meeting of OJSC TNK-BP Holding approved today the Annual Report, annual accounting statements, including OJSC TNK-BP Holding profit and loss account for year 2011. Additionally, the shareholder meeting approved ZAO PricewaterhouseCoopers Audit as OJSC TNK-BP Holding auditor for 2012.
The shareholder meeting also approved distribution of OJSC TNK-BP Holding profits and losses based on 2011 results and resolved to pay dividends based on 2011 results at 9.96 rubles per one common registered share and one preference registered share of OJSC TNK-BP Holding. The dividend comes in addition to interim dividends of 3.41 rubles per share for the first half of 2011, endorsed at the Extraordinary General Shareholders Meeting of OJSC TNK-BP Holding in September 2011.
The OJSC TNK-BP Holding dividends based on 2011 results will be paid to the shareholders of record as of May 14, 2012, in Russian rubles by bank transfer to the accounts of the shareholder or its designee within 60 days following the decision date.
OJSC TNK-BP Holding's largest shareholder is Novy Investments Ltd., a TNK-BP Group member. Dividend payout in favor of Novy Investments Ltd. is technical in nature and will not result in a distribution of profits in favor of the shareholders of the parent company, TNK-BP Ltd. (AAR and BP). It is expected that dividends paid to Novy Investments Ltd. will be used to fund TNK-BP capital expenditures and to settle mutual accounts among TNK-BP Group companies.
Shareholders elected the new OJSC TNK-BP Holding Board of Directors of 9 persons, including four representatives from each major shareholder group of TNK-BP Ltd., and one independent director. The following persons were elected to the new Board of Directors of OJSC TNK-BP Holding:
1. Anatoly Dmitrievich Akimenko, Vice-President, Access Industries CIS, LLC;
2. Jacky Baudon, independent director, consultant, Freshfields Bruckhaus Deringer LLP;
3. John Murphy Brame, manager, Moscow branch of BP Exploration Operating Company Limited;
4. Pavel Viktorovich Nazaryan, Executive Director, Alfa Finance Holdings SA;
5. Robin Renee Dennis, Head of Finance, Economics and Administrative Function, Moscow branch of BP Exploration Operating Company Limited;
6. David Brian Skidmore, Vice President Refining & Marketing, Moscow branch of BP Exploration Operating Company Limited;
7. Igor Vladimirovich Cheremikin, Director, Legal Matters, CJSC RENOVA Group of Companies;
8. Peter Anthony Charow, Vice-President for Russia, BP plc;
9. Denis Vladimirovich Shumilin, head of internal audit division, OJSC Alfa Bank.
The shareholders also elected the internal audit commission consisting of 3 people:
1. Ekaterina Borisovna Vladimirova; 2. Anzor Ayubovich Dzhabrailov; 3. Valentina Sergeevna Savchenko. The shareholder meeting resolved to pay compensation to Board members A.D. Akimenko, P.V. Nazaryan, A.V. Savchenko, I.V. Cheremikin in the amount of 12,000 US dollars to each on account of their service to the OJSC TNK-BP Holding Board of Directors during the period from June 30, 2011 through June 28, 2012. Additionally, the meeting resolved to pay 60,000 US dollars to D. Lasfargue on account of his service to the OJSC TNK-BP Holding Board of Directors during the same period.
The shareholder meeting further resolved to set the amount of compensation to Jacky Baudon, the independent Board member, at 100,000 euros for his service to the OJSC TNK-BP Board of Directors until the next OJSC TNK-BP Holding Annual General Shareholders Meeting.
The Annual General Shareholders Meeting agenda included the issue of endorsing related-party transactions, however, vote was not taken on this agenda item due to lack of quorum.