Tatneft-3 — Proxy Solicitation & Information Statement 2025

Apr 11, 2025

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author: "Vasily Mozgovoi"
date: 2024-04-25 11:52:00+00:00
processor: python-docx+mammoth
status: success

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11 April 2025

AGM Notice and Dividend Recommendation

The Board of Directors of PJSC Tatneft (the "Company") resolved to convene an annual general shareholders meeting (AGM) on 22 May 2025 and in case of lack of quorum a repeat AGM on 04 June 2025 with the following agenda:

1. Approval of the annual report of the Company for 2024.
2. Approval of the annual financial statements of the Company for 2024.
3. Approval of profit distribution (including payment (declaration) of dividends) based on the results of the reporting year.
4. Appointment of the Company's auditor.
5. Election of the Board of Directors of the Company.
6. Election of the Revision Commission of the Company.

In relation to the AGM, the Board of Directors also resolved to:

• hold the annual general meeting of shareholders in the form of a meeting combined with absentee voting, while the voting ballots must be received by the Company before 23:59 Moscow time on May 19, 2025, and in the event of a repeat general meeting of shareholders - before 23:59 on June 1, 2025;

- to set 27 April 2025 as the record date on which the list of persons entitled to participate in the AGM (including the repeat meeting, if required) will be drawn up;

• to make materials relating to the AGM available to the shareholders in accordance with applicable law within 20 days prior to the AGM.

The Board of Directors of the Company resolved to recommend to the AGM to approve the dividends for 2024, taking into account previously paid dividends for the six and nine months of 2024, as follows:

preferred shares: 98 Rubles 70 Kopecks per share;

ordinary shares: 98 Rubles 70 Kopecks per share.

The 2024 final dividend (in addition to the interim dividends for the six and nine months of 2024 of 55 Rubles 59 Kopecks) of 43 Rubles 11 Kopecks per each preferred and ordinary share to be paid in cash pursuant to the requirements of Russian law.

The Board of Directors recommended to the AGM to establish 2 June 2024 (if the dividend is approved at the AGM on 22 May 2025) and 15 June 2025 (if the dividend is approved at the repeat AGM on 04 June 2025) as the date for determining the persons entitled to receive the dividends based on the results of 2024.

The remaining net income of the Company, after the dividends’ payment, shall be accounted for as accumulated income.

This material contains inside information.

Forward-looking statements:  This announcement may contain certain forward-looking statements of PJSC Tatneft.  PJSC Tatneft does not guarantee occurrence of any events mentioned in such statements as well as term of their occurrence.