5.2. Dividend Policy

Rosneft BoD recommended dividend payout for 2015 at 35 % of IFRS net profit providing 43 % growth YoY

On June 5, 2015, the Dividend policy¹ of Rosneft was approved by the Company Board of Directors; it formalised the basic principles used by the Company in the payment of dividends, and established rules, clear and transparent for the shareholders to perform the calculation, accrual and payment of dividends.

The Dividend Policy of Rosneft regulates the procedure for the determination of the profit allocated for payment of dividends, the conditions under which dividends are declared, the procedure for the calculation of the amount of dividends on shares, and the procedure for the payment of dividends.

The Dividend Policy of Rosneft is based on the following principles:

• Compliance with the requirements of the laws of the Russian Federation, the Company’s Charter and internal documents;
• Maintaining the balance of short-and long-term interests of shareholders;
• Ensuring shareholders’ commitment in improving the Company’s profitability;
• Increasing Rosneft’s investment appeal;
• Ensuring sustainable dividend growth given net profit increase;
• Providing shareholders with the most convenient way to receive dividends;
• Payment of dividends in the shortest possible time.

The resolution on dividend payout (including the amount of dividends and the form of payment) is passed by the General Meeting of Rosneft Shareholders upon recommendation of the Board of Directors. As stated in the Company Dividend Policy, in determining dividend amounts the Board of Directors is guided by the level of net income as determined in OJSC Rosneft financial statement prepared under Russian Accounting Standards as well consolidated financial statements prepared under International Financial Reporting Statements. The recommended amount of dividends to be paid is determined by the Board of Directors based on the Company’s financial performance in the reporting year, but is usually not less than 25 % of the Company’s IFRS net profit.

The dividend amount can be affected by the following factors: the Company’s development prospects, its financial position and funding needs, the overall macroeconomic situation and market conditions and other factors, including those related to taxation and legislation.

On April 23, 2015 the Board of Directors recommended the General Meeting of Shareholders to allocate RUB 87,011 million for the payment of dividends for 2014, representing RUB 8.21 per one ordinary share. On June 17, 2014 the Annual General Meeting of Shareholders accepted the Board recommendation for the payment of dividends. A total of RUB 86,931 million were paid to Rosneft shareholders in the form of dividends.

Dividends were paid to all persons recorded in the Rosneft Shareholder Register, except for (1) persons who had not informed the Registrar of the issuer in a timely fashion of changes in the data recorded on their registration form, (2) returns sent to the Company by nominee shareholders in accordance with clause 42 of the Federal Law on Join-Stock Companies.

A total of RUB 60,473 million were paid to the Russian State in the form of dividends (to OJSC ROSNEFTEGAZ which is 100% in federal ownership). As of 2015 year end Rosneft had no dividends payments outstanding to either Federal budget or OJSC ROSNEFTEGAZ.

On April 22, 2016 the Rosneft Board of Directors recommended the General Meeting of Shareholders to allocate 35 % of 2015 IFRS net profit, or RUB 124,529 million, for the payment of dividends for 2015. The recommended dividend per share therefore equals to RUB 11.75, exceeding the previous year level by 43 %.

Rosneft Dividend History