General Shareholders Meeting

The General Shareholders Meeting is Rosneft’s supreme governing body. In the reporting year, two General Shareholders Meetings were held – one Annual and one Extraordinary Meeting.

Annual General Shareholders Meeting

On 22 June 2017, Rosneft’s Annual General Shareholders Meeting was held in Sochi, attended by holders of 92.0% of the Company shares.

The Annual General Shareholders Meeting approved the Annual Report, the Company’s Annual Accounting (Financial) Statements, and Net Profit Distribution of Rosneft for the fiscal year 2016. The Meeting also elected the Board of Directors and the Audit Commission, determined their remuneration, and approved the External Auditor of the Company.

It was resolved to distribute RUB 63.4 bln as dividend on Rosneft shares (RUB 5.98 per outstanding share).

The Annual General Shareholders Meeting approved amendments to the Charter, driven by enhanced joint-stock company laws and Rosneft’s corporate governance practice. The Meeting also approved a number of related party transactions.

The Meeting was broadcast live to shareholders in locations where the Company is present: Gubkinsky, Krasnodar, Krasnoyarsk, Moscow, Neftekumsk, Nefteyugansk, Ryazan, Samara, St. Petersburg, Tyumen, Tuapse, Usinsk, Ufa, and the Vankor field. While viewing the broadcast, shareholders could ask their questions on the agenda.

As at 31 December 2017, the resolutions adopted by the Annual General Shareholders Meeting were fully complied with.

Extraordinary General Shareholders Meeting

On 29 September 2017, Rosneft’s Extraordinary General Shareholders Meeting was held in St. Petersburg, attended by holders of 91.78% of the Company shares.

The Extraordinary General Shareholders Meeting approved amendments to the Charter, increasing the number of the Board members from 9 to 11. The new Board of Directors was elected.

The Extraordinary General Shareholders Meeting also resolved to distribute RUB 40.6 bln as interim dividend on Rosneft shares (RUB 3.83 per outstanding share), based on 1H 2016 results. This resolution complies with the amendments to the Rosneft Dividend Policy approved in 2017.

As at 31 December 2017, the resolutions adopted by the Extraordinary General Shareholders Meeting were fully complied with.