General meeting

of shareholders

The sole shareholder of Zarubezhneft is the Russian Federation, as represented by the Federal Agency for State Property Management. According to Clause 3 of Article 47 of Federal Law No. 208-FZ dated December 26, 1995 “On Joint-Stock Companies”, at a Company where all voting shares belong to a single shareholder, decisions on issues that fall within the purview of the General Meeting of Shareholders shall be taken solely by the shareholder and be documented in writing.

In 2020, the Federal Agency for State Property Management issued two directives on the decisions of the Company’s General Meeting of Shareholders:

  1. No. 314-r dated August 17, 2020 “On the Decisions of the Extraordinary General Meeting of Shareholders of Zarubezhneft”, at which the new version of the Zarubezhneft Charter was adopted
  2. No. 337-r dated August 27, 2020 “On the Decisions of the Annual General Meeting of Shareholders of Zarubezhneft Joint-Stock Company”, at which the following decisions were adopted:
  • The 2019 Annual Report of Zarubezhneft was adopted
  • The 2019 Annual Accounting (Financial) Statements of Zarubezhneft were adopted per Russian Accounting Standards (RAS)
  • The allocation of Zarubezhneft’s profit for 2019 in the amount of RUB 111,997,212,415 thousand was approved
    • RUB 6,655,000,000 were allocated for the payment of dividends
    • RUB 1,199,721,242 were allocated for the reserve fund of Zarubezhneft
    • RUB 27,008,743 were allocated for the payment of remuneration to members of the Board of Directors
    • RUB 200,000 were allocated for the payment of remuneration to members of the Revision Commission
    • RUB 4,115,282,431 were allocated to fund the Company’s 2020 Investment Plan, which was endorsed by a resolution of the Board of Directors (Minutes No. 175 dated December 26, 2019)
  • Decisions were made to pay remuneration to members of the Board of Directors and the Revision Commission
  • Thef Board of Directors was elected
  • Thef Revision Commission was elected
  • Crowe Expertiza was approved as the auditor of Zarubezhneft for 2020