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INFORMATION (MATERIALS) PROVIDED TO SHAREHOLDERS IN PREPARATION FOR THE ANNUAL GENERAL SHAREHOLDERS’ MEETING OF JSC «GAZPROM» IN 2015

Moscow, 2015

List of Information (Materials) Provided to Shareholders in Preparation for the Annual General Shareholders’ Meeting of JSC «Gazprom»

1. Announcement of the annual General Shareholders’ Meeting of JSC «Gazprom». 2. JSC «Gazprom» Annual Report for 2014 and Annual Financial Statements for 2014, including the Auditor’s Report. 3. Opinion of JSC «Gazprom» Internal Audit Commission as to the reliability of the data contained in JSC «Gazprom» Annual Report for 2014 and Annual Financial Statements for 2014. 4. Review of JSC «Gazprom» Auditor’s Report by the Audit Committee of JSC «Gazprom» Board of Directors. 5. Profit allocation recommendations of JSC «Gazprom» Board of Directors, in particular, the amount, timing and form of payment of the annual dividends on the Company’s shares and the date, as of which the persons entitled to dividends are determined. 6. Information on the candidature for JSC «Gazprom» Auditor. 7. Proposals as to the amount of remuneration payable to members of JSC «Gazprom» Board of Directors. 8. Proposals as to the amount of remuneration payable to members of JSC «Gazprom» Internal Audit Commission. 9. New version of the draft Articles of Association of JSC «Gazprom». 10. Information on the related party transactions that can be concluded by JSC «Gazprom» in the future, in the course of its ordinary business activities. 11. Information on candidates to JSC «Gazprom» Board of Directors, in particular, on the availability of their consent to be elected. 12. Information on candidates to JSC «Gazprom» Internal Audit Commission, in particular, on the availability of their consent to be elected. 13. JSC «Gazprom» Annual Environment Report. 14. Draft resolutions of the annual General Shareholders’ Meeting of JSC «Gazprom». 15. Information on shareholders’ agreements.

Announcement of the annual General Shareholders’ Meeting of JSC «Gazprom»

The Board of Directors of Gazprom Open Joint Stock Company (registered address of JSC «Gazprom»: 16, Nametkin Street, , Russian Federation) notifies of the annual General Shareholders’ Meeting of JSC «Gazprom» (hereinafter the “Meeting”) scheduled for June 26, 2015. The meeting will be held at the registered address of JSC «Gazprom», in the conference hall of Building 2. The meeting is scheduled to begin at 10:00 a.m. The meeting is held as an assembly (joint presence of shareholders to discuss agenda items and to make decisions on issues put to vote). The list of persons entitled to attend the Meeting is drafted based on the data from JSC «Gazprom» Shareholders’ Register as of the close of business on May 7, 2015. The Meeting participants shall be registered by the Counting Board on June 24, from 10.00 a.m. to 5.00 p.m., and on June 26, from 9.00 a.m. to the time when the last agenda item of the Meeting, for discussion of which the quorum is available, is finalized, at the following address: 16, Nametkin Street, Building 2, Conference Hall, Moscow, Russian Federation. Counting Board phone number: (495) 719 40 15. To get registered, a Meeting participant shall present:- Shareholder (individual): an ID; Shareholder’s (individual’s) representative: a Power of Attorney issued by the shareholder and the representative’s ID; Representative of the shareholder (legal entity): a Power of Attorney issued by the legal entity and the representative’s ID; Head of the legal entity being the Company’s shareholder: the document evidencing his/her powers to attend the Meeting and his/her ID; Legal successors of the persons included into the list of persons entitled to participate in the Meeting shall also present the documents evidencing the powers of the legal successors. As of May 7, 2015, the number of JSC «Gazprom» shareholders is several hundreds of thousands of holders of shares, residents in the Russian Federation and abroad, which complicates the personal attendance of the Meeting by all shareholders. In view of the above, it is recommended to shareholders to exercise their right to attend the Meeting through their representatives by proxy or by sending filled-in voting ballots to the Company. The ballots can be sent by mail at: JSC «Gazprom», 16, Nametkin Street, Moscow, GSP-7, 117997, or handed in personally at: 16, Nametkin Street, Moscow. The ballots received at JSC «Gazprom» before 6:00 p.m. on June 23, 2015, will be counted in determining the Meeting quorum and in summing up the voting results.

Agenda of the annual General Shareholders’ Meeting of JSC «Gazprom»:-

1. Approval of the Company’s Annual Report. 2. Approval of the annual Financial Statements, in particular, the Company’s Financial Performance Report. 3. Approval of the Company’s profit allocation in 2014. 4. On the amount of dividends, the timing and form of their payment based on the 2014 performance, and on establishing the date, as of which the persons entitled to receive dividends are determined. 5. Approval of the Company’s Auditor. 6. On payment of the remuneration for serving on the Board of Directors (the Supervisory Board) to the Board of Directors members, other than civil servants, in the amount established in the Company’s internal documents. 7. On payment of the remuneration for serving on the Internal Audit Commission to the Internal Audit Commission members, other than civil servants, in the amount established in the Company’s internal documents. 8. On approval of a new version of JSC «Gazprom» Articles of Association. 9. On approval of the related party transactions that can be entered into by JSC «Gazprom» in the future, in the course of ordinary business operations. 10. Election of members of the Company’s Board of Directors (Supervisory Board). 11. Election of members of the Company’s Internal Audit Commission (Internal Auditor).

The information (materials) provided in preparation for the Meeting is/are available from May 19, 2015, in the premise of JSC «Gazprom» at: 16, Nametkin Street, Room 329 CD, Building 2, Moscow (telephone: (495) 719 26 01); and from the Registrar, SR-DRAGa CJSC, the branches of SR-DRAGa CJSC and the regional depositaries of Gazprombank (Joint Stock Company) at the addresses below.

Addresses of the Registrar, SR-DRAGa CJSC, the branches of SR-DRAGa CJSC, and the list of Gazprombank (Joint Stock Company) regional depositaries s/r # Corporate name 1. SR-DRAGa CJSC 71/32, Novocheremushkinskaya Street, Moscow 117420 Tel.: (+7 495) 719 39 29. 2. SR-DRAGa CJSC Volgograd Branch (DRAGa-Volgograd) 32a, Klinskaya Street, Volgograd 400001 Telefax: (+7 8442) 99 05 35, 99 05 36. 3. SR DRAGa CJSC Ivanovo Branch (DRAGa-Ivanovo) 22A, Sovetskaya Street, Office 306, Ivanovo 153012 Telefax: (+7 4932) 34 51 31. 4. SR DRAGa CJSC Branch (DRAGa-Kazan) 66, Narimanov Street, Kazan, Republic of , 420021 Telefax: (+7 843) 292 54 79. 5. SR DRAGa CJSC Korolev Branch (DRAGa-Korolev) 4A, Tsiolkovsky Street, Korolev, Moscow Region 141070 Telefax: (+7 495) 513 88 54. 6. SR DRAGa CJSC Samara Branch (DRAGa-Samara) 35, Academician Pavlov Street, Samara 443011 Telefax: (+7 846) 276 63 10, 276 63 11. 7. SR DRAGa CJSC St. Petersburg Branch (DRAGa-St. Petersburg) 4, Izmailovsky Pr., Letter A, Premise 3, St. Petersburg 190005 Telefax: (+7 812) 676 18 13. 8. SR DRAGa CJSC Saratov Branch (DRAGa-Saratov) 11/15, Shelkovichnaya Street, Saratov 410017 Telefax: (+7 8452) 39 22 70, 39 22 72. 9. GPB Bank (JSC) Depositary Center Bldg. 11, 9, 2nd Verkhniy Mikhailovsky Proezd, Moscow 115419 GPB Bank (JSC) Help Desk: (495) 913 74 74, Tel. (495) 913 74 01 (answering machine), fax (495) 719 18 62. 10. GPB Bank (JSC) Central Branch, Moscow Region 1-1a, Proletarsky Prospect, Schelkovo, Moscow Region 141100 Tel. (496) 255 65 55 ext. 4096, (328) 4096 11. GPB Bank (JSC) Central Branch, Operational Office, Moscow Region 8A, Sovetskaya Street, Kostroma 156000 Telefax (4942) 490 983 12. GPB Bank (JSC) Central Branch, Operational Office, Moscow Region 15, Pushkin Street, Yaroslavl 150000 (4852) 590 000 ext. 5503 13. GPB Bank (JSC) Central Branch, Operational Office, Moscow Region 21, Volodarsky Street, Tver 170000 (4822) 633 044 ext. 5004, (4822) 633 044 ext. 5006 14. GPB Bank (JSC) Astrakhan Branch 5, Naberezhnaya Privolzhskogo Zatona Street, Letter A, Astrakhan 414024 Tel. (8512) 45 10 33, (8512) 45 10 32 15. GPB (JSC) Bank Branch 36G, Kostiukov Street, Belgorod 308012 Telefax (4722) 58 81 59 16. GPB (JSC) Bank Belgorod Branch, Subsidiary Office 1A, Solnechny estate, Stary , Belgorod Region 309502 Tel. (4712) 32 43 30 17. GPB (JSC) Bank Belgorod Branch, Operational Office 100, Krasnaya Armiya Street, Kursk 305035 Tel. (4712) 54 92 00 18. GPB (JSC) Bank Volgograd Branch 34A, Kozlovskaya Street, Volgograd 400074 Tel. (8442) 97 53 54, 93 16 67 19. GPB (JSC) Bank Voronezh Branch 11, Kirov Street, Voronezh 394018 Tel. (473) 200 81 67 20. GPB (JSC) Bank Voronezh Branch, Operational Office 24/1, Kosmonavtov Street, Lipetsk 398016 Tel. (4742) 505 537, (4742) 505 513 21. GPB (JSC) Bank Branch 7, Uritsky Street, Yekaterinburg 620014 Telefax (343) 269 72 19 22. GPB (JSC) Bank Yekaterinburg Branch, Subsidiary Office 9, Krasnoarmeiskaya Street, , Sverdlovsk Region 622018 Telefax: (3435) 42 31 00, (3435) 42 31 04 23. GPB (JSC) Bank Yekaterinburg Branch, Subsidiary Office 37, Kommunistichesky Prospect, Lesnoy, Sverdlovsk Region 624200 Telefax: (34342) 4 62 94 24. GPB (JSC) Bank Yekaterinburg Branch, Subsidiary Office 15, Vainer Street, , Sverdlovsk Region 623102 Tel. (3439) 24 84 01 25. GPB (JSC) Bank Yekaterinburg Branch, Subsidiary Office 132A, Lenin Street, , Sverdlovsk Region 624130 Telefax: (34370) 6 18 16 26. GPB (JSC) Bank Yekaterinburg Branch, Operational Office 44, 40 Let Oktiabrya Street, Nizhnyaya , Sverdlovsk Region 624222 Tel. (34342) 2 33 82 27. GPB (JSC) Bank Yekaterinburg Branch, Subsidiary Office 149A, Lenin Street, , Sverdlovsk Region 624992 Tel. (34385) 7 19 02 28. GPB (JSC) Bank Yekaterinburg Branch, Subsidiary Office 109, Gogol Street, Kurgan 640002 Tel. (3522) 29 09 07 29. GPB (JSC) Bank Yekaterinburg Branch, Operational Office 64, Efremov Street, Shadrinsk, Kurgan Region 641870 Tel. (35253) 3 20 93 30. GPB (JSC) Bank Yekaterinburg Branch, Subsidiary Office 25B, Kommunalnaya Street, Krasnoturiinsk, Sverdlovsk Region 624460 Tel. (34384) 6 95 83 31. GPB (JSC) Bank Yekaterinburg Branch, Operational Office 116, Krasnoarmeiskaya Street, 454091 Tel. (351) 268 94 72 32. GPB (JSC) Bank Irkutsk Branch 41, Sverdlov Street, Irkutsk 664011 Tel. (3952) 28 32 26 33. GPB (JSC) Bank Kazan Branch 32, Levo Bulachnaya Street, Kazan, Republic of Tatarstan 420111 Tel. (843) 221 73 37 34. GPB (JSC) Bank Kaliningrad Branch 19/21, Mira Prospect, Kaliningrad 236000 Tel. (4012) 342 852 35. GPB (JSC) Bank Kemerovo Branch 4, 50 Let Oktyabrya Street, Office 5, Kemerovo 650099 Tel. (3842) 346 202 36. GPB (JSC) Bank Krasnodar Branch 11, Dmitrievskaya Damba Street, Krasnodar 350033 Tel. (861) 210 48 07 37. GPB (JSC) Bank Krasnoyarsk Branch 87B, Academician Kirensky Street, Krasnoyarsk 660041 Tel. (391) 274 58 27 38. GPB (JSC) Bank Branch 3, Piskunov Street, Bldg. 5, Nizhny Novgorod 603005 Tel. (831) 421 82 08*3 39. GPB (JSC) Bank Nizhny Novgorod Branch, Operational Office 15, Kommunisticheskaya Street, Saransk, Republic of 430005 Tel. (8342) 77 73 33 40. GPB (JSC) Bank Nizhny Novgorod Branch, Subsidiary Office 11, Arkhangelskaya Sloboda, Ioshkar Ola, Republic of 424000 Tel. (8362) 69 16 83 41. GPB (JSC) Bank Nizhny Novgorod Branch, Operational Office 31, Moskovskaya Street, Kirov 610000 Tel. (8332) 38 25 95, (8332) 35 85 50 42. GPB (JSC) Bank Nizhny Novgorod Branch, Subsidiary Office 208, Lenin Prospect, Arzamas, Nizhny Novgorod Region 607220 Tel. (83147) 2 19 77 43. GPB (JSC) Bank Nizhny Novgorod Branch, Operational Office 5, Rechnikov Square, Premise No. 3, Cheboxary 428000 Tel. (8352) 30 30 16 44. GPB (JSC) Bank Nizhny Novgorod Branch, Subsidiary Office 79, Tsiolkovsky Prospect, Dzerzhinsk, Nizhny Novgorod Region 606033 Tel. (8313) 39 81 45 45. GPB (JSC) Bank Novy Branch 4, 26 S’ezd KPSS Street, , Yamal Nenets Autonomous Area, Region 629300 Tel. (3494) 93 54 67, fax (3494) 93 54 80 46. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office 5A, Komsomolskaya Street, , Yamal Nenets Autonomous Area, Tyumen Region 629736 Tel. (3499) 53 54 15 47. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office 22, Oktiabrskaya Street, Korotchaevo settlement, Novy Urengoy, Yamal Nenets Autonomous Area 629320 Telefax (3494) 22 25 16 48. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office 1, Hostel No. 44, Yamburg settlement, Nadym District, Yamal Nenets Autonomous Area 626718 Telefax (3494) 96 94 49 49. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office Unit B, Module 1, Novozapoliarny settlement, , Yamal Nenets Autonomous Area, Tyumen Region 629300 Tel. (3494) 96 42 21, fax(3494) 96 26 49 50. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office 36A, Estate 4, Urengoy settlement, , Yamal Nenets Autonomous Area, Tyumen Region 629860 Tel. (34934) 9 32 44 51. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office 25, Pobedy Street, Tarco Sale, Yamal Nenets Autonomous Area, Tyumen Region 629850 Telefax (34997) 2 66 85 52. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office 17, Mira Street, settlement, Nadym District, Yamal Nenets Autonomous Area, Tyumen Region 629757 Tel. (3499) 56 27 37 53. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office UKSir building, Lesnoy settlement, Nadym, Yamal Nenets Autonomous Area, Tyumen Region 629733 Telefax (3499) 54 97 24 54. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office 1, Gubkin Street, , Yamal Nenets Autonomous Area, Tyumen Region 629008 Telefax (34922) 3 56 01, (34922) 3 56 25 55. GPB (JSC) Bank Novy Urengoy Branch, Subsidiary Office 38, Studencheskaya Street, , Yamal Nenets Autonomous Area, Tyumen Region 629400 Telefax (34992) 2 12 27, (34992) 2 12 77 56. GPB (JSC) Bank 3, Oktyabrskaya Magistral Street, Novosibirsk 630099 Tel. (383) 236 28 88 57. GPB (JSC) Bank Novosibirsk Branch, Operational Office 92, Partizanskaya Street, Barnaul 656049 Tel. (3852) 539 160 58. GPB (JSC) Bank Branch 2, Magistralnaya Street, Omsk 644088 Tel. (3812) 69 62 17 59. GPB (JSC) Bank Orenburg Branch 70/2, Chkalov Street, Orenburg Telefax (3532) 76 92 41 60. GPB (JSC) Bank Orenburg Branch, Subsidiary Office 93A, Sovetskaya Street, Novotroitsk, Orenburg Region 462363 Tel. (3537) 639 949 61. GPB (JSC) Bank Perm Branch 61, Monastyrskaya Street, Perm 614000 Telefax (342) 211 05 61 62. GPB (JSC) Bank Perm Branch, Subsidiary Office 20, Mira Street, Chaikovsky, Perm Area 617763 Telefax (34241) 22 3 54 63. GPB (JSC) Bank Perm Branch, Operational Office 247G, Udmurtskaya Street, , Republic of 426034 Tel. (3412) 41 24 80 64. GPB (JSC) Bank Rostov-on-Don Branch 20/17, Voroshilovsky Prospect, Rostov-on-Don 344006 Tel. (8632) 49 77 16 65. GPB (JSC) Bank Rostov-on-Don Branch, Subsidiary Office 17, Grecheskaya Street, Taganrog/ 24, 1st Krepostnoy Pereulok, Taganrog 347922 Telefax (8634) 314 729, (8634) 314 730 66. GPB (JSC) Bank Samara Branch 30, Lev Tolstoy Street, Samara 443010 Tel. (846) 332 07 43 67. GPB (JSC) Bank Samara Branch, Subsidiary Office 8, Marshal Zhukov Street, Toliatti, Samara Region 445051 Tel. (8482) 66 33 17 68. GPB (JSC) Bank Samara Branch, Operational Office 50, Engels Street, Ulyanovsk 432017 Tel. (8422) 41 09 40 69. GPB (JSC) Bank St. Petersburg Branch 4-6, Ispolkomovskaya Street, St. Petersburg 191024 Tel. (812) 365 13 09 70. GPB (JSC) Bank St. Petersburg Branch, Operational Office 33, Lenin Prospect, Ukhta 169313 Tel. (8216) 79 67 60 71. GPB (JSC) Bank St. Petersburg Branch, Operational Office 3, Gazovikov Street, Vuktyl, Komi Republic 169716 Tel. (82146) 21 9 45, (82146) 29 5 20 72. GPB (JSC) Bank St. Petersburg Branch, Operational Office 68, Pervomaiskaya Street, Syktyvkar, Komi Republic 167610 Telefax (8212) 20 13 22, 20 21 28 73. GPB (JSC) Bank St. Petersburg Branch, Operational Office 33, Neftianikov Street, Usinsk, Komi Republic 169711 Tel. (82144) 4 91 91 74. GPB (JSC) Bank St. Petersburg Branch, Operational Office 11, Lenin Street, Vologda 160001 Tel. (8172) 59 78 90 ext. 4523 75. GPB (JSC) Bank St. Petersburg Branch, Operational Office 95, Troitsky Prospect, Bldg. 1, Arkhangelsk 163000 Tel. (8182) 639 025 76. GPB (JSC) Bank Saratov Branch 91, Volskaya Street, Saratov 410005 Tel. (8452) 675 169, (8452) 675 129 77. GPB (JSC) Bank Saratov Branch, Operational Office 4, Slava Street, Penza 440000 Tel. (8412) 52 26 31 ext. 23 11 78. GPB (JSC) Bank Saratov Branch, Subsidiary Office 107A, Chapaev Street, Balakovo, Saratov Region 413840 Tel. (8453) 44 09 70 79. GPB (JSC) Bank Stavropol Branch 114, Dzerzhinsky Street, Stavropol 355000 Tel. (8652) 26 63 17 80. GPB (JSC) Bank Stavropol Branch, Operational Office 24, Ermoshkin Street, Makhachkala, Republic of Dagestan 367012 Tel. (8722) 67 53 46 81. GPB (JSC) Bank Branch 12, Svobody Boulevard, Surgut, Khanty Mansiysk Autonomous Area – Yugra, Tyumen Region 628417 Tel. (3462) 76 99 00 82. GPB (JSC) Bank Surgut Branch, Subsidiary Office 1/1, Universitetskaya Street, Surgut, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628417 Tel. (3462) 76 99 00 83. GPB (JSC) Bank Surgut Branch, Subsidiary Office 1, Omskaya Street, , Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628609 Tel. (3466) 49 40 24, telefax (3466) 24 12 13 84. GPB (JSC) Bank Surgut Branch, Subsidiary Office 9, Stroiteli Street, Pionerskaya Zone, , Khanty Mansiysk Autonomous Area - Yugra 628309 Tel. (3463) 23 12 49 85. GPB (JSC) Bank Surgut Branch, Subsidiary Office 18V, Republika Street, , Yamal Nenets Autonomous Area, Tyumen Region 629800 Telefax (3496) 36 97 82 86. GPB (JSC) Bank Surgut Branch, Subsidiary Office 4, Estate 14, , Yamal Nenets Autonomous Area, Tyumen Region 629830 Tel. (34936) 5 26 85 87. GPB (JSC) Bank Surgut Branch, Subsidiary Office 49, Lenin Street, Noyabrsk, Yamal Nenets Autonomous Area, Tyumen Region 629800 Telefax (3496) 32 06 46 88. GPB (JSC) Bank Surgut Branch, Subsidiary Office 18, Gubkin Street, , Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628684 Tel. (34643) 36 508, (34643) 34 833 89. GPB (JSC) Bank Surgut Branch, Subsidiary Office 10, Geologicheskaya Street, Surgut, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628402 Tel. (3462) 52 30 41 90. GPB (JSC) Bank Surgut Branch, Subsidiary Office 31, Lenin Street, , Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628260 Tel. (34675) 2 07 80 91. GPB (JSC) Bank Surgut Branch, Subsidiary Office 14, Gazpromovskaya Street, Un’yugan settlement, Oktiabrsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628128 Tel. (34672) 4 84 47 92. GPB (JSC) Bank Surgut Branch, Subsidiary Office Apt. 14, Building 1, Estate 4, Pripolyarny settlement, Berezovsky District, Tyumen Region 628158 Tel. (34674) 3 44 31 93. GPB (JSC) Bank Surgut Branch, Subsidiary Office 15, Mira Street, Yugorsk, Khanty Mansiysk Autonomous Area – Yugra, Tyumen Region 628260 Tel. (34675) 2 28 43 94. GPB (JSC) Bank Surgut Branch, Subsidiary Office Ivdelskoye LPU, 1, Sverdlovsk Region 624570 Tel. (34316) 5 35 48 95. GPB (JSC) Bank Surgut Branch, Subsidiary Office 2, Stroiteli Street, Pelym settlement, Ivdel District, Sverdlovsk Region 624582 Tel. (34386) 4 55 70 96. GPB (JSC) Bank Surgut Branch, Subsidiary Office 52, Mira Street, Khanty Mansiysk, Tyumen Region 628012 Tel. (3467) 30 00 23 97. GPB (JSC) Bank Surgut Branch, Subsidiary Office 7A, Molodost Street, Beloyarsky, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628162 Telefax (34670) 3 71 37 98. GPB (JSC) Bank Surgut Branch, Subsidiary Office Office 1, 34, Tsentralnaya Street, Sorum settlement, Beloyarsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628169 Tel. (34670) 36 1 60 99. GPB (JSC) Bank Surgut Branch, Subsidiary Office Administrative Building of Bobrovsky LPU MG, Lykhma settlement, Beloyarsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628173 Telefax (34670) 48 3 09 100. GPB (JSC) Bank Surgut Branch, Subsidiary Office Apt. 11, 15, Shkolnaya Street, Sosnovka settlement, Beloyarsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628177 Telefax (34670) 46 9 06 101. GPB (JSC) Bank Surgut Branch, Subsidiary Office Apt. 38, Building 2, Estate 4, Verkhnekazymsky settlement, Beloyarsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628172 Telefax (34670) 47 8 95 102. GPB (JSC) Bank Surgut Branch, Subsidiary Office 33, Kooperativnaya Street, urban settlement, Berezovsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628146 Telefax (34674) 31 2 95 103. GPB (JSC) Bank Surgut Branch, Subsidiary Office Apt. 19, Building 10, 2nd Estate, Khulimsunt settlement, Berezovsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628156 Telefax (34674) 33 2 08 104. GPB (JSC) Bank Surgut Branch, Subsidiary Office Apt. 14, 7, Naberezhnaya Street, Svetly settlement, Berezovsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628147 Telefax (34674) 58 0 45 105. GPB (JSC) Bank Surgut Branch, Subsidiary Office 15, Sportivnaya Street, Priobie settlement, Oktyabrsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region, 628126 Telefax (34678) 51 3 83 106. GPB (JSC) Bank Surgut Branch, Subsidiary Office Apt. 1, Building 44, 2nd Estate, , Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628181 Tel. (34672) 5 54 08 107. GPB (JSC) Bank Surgut Branch, Subsidiary Office Administrative Building RSU-6, Andra urban settlement, Oktiabrsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628125 Telefax (34678) 49 1 90 108. GPB (JSC) Bank Surgut Branch, Subsidiary Office 16A, Spasennikova Street, Peregrebnoye settlement, Oktyabrsky District, Khanty Mansiysk Autonomous Area - Yugra, Tyumen Region 628109 Telefax (34678) 38 7 45 109. GPB (JSC) Bank Surgut Branch, Subsidiary Office 56, Lenin Street, Khanty Mansiysk, Tyumen Region 628012 Tel. (3467) 30 00 25 110. GPB (JSC) Bank Tomsk Branch 7, Pereulok 1905 Goda, Tomsk 634009 Tel. (3822) 610 150, (3822) 610 605, (3822) 610 626 111. GPB (JSC) Bank Tula Branch 106, Lenin Prospect, Tula 300026 Tel. (4872) 33 28 09 112. GPB (JSC) Bank Tula Branch, Operational Office 4, Ryleev Street, Kaluga 248030 Tel. (4842) 22 22 00, (4842) 79 54 64 113. GPB (JSC) Bank Tula Branch, Operational Office 56, Kudryavtsev Street, Ryazan 390000 Tel. (4912) 27 28 48, 27 07 80 114. GPB (JSC) Bank Tula Branch, Operational Office 27A, Nikolaev Street, Smolensk 214004 Tel. (4812) 35 49 88, (4812) 64 49 86 115. GPB (JSC) Bank Tula Branch, Operational Office 4, Partizan Square, Bryansk 241050 Tel. (4832) 58 94 34 116. GPB (JSC) Bank Tyumen Branch 20, Sovetskaya Street, Tyumen 625000 Tel. (3452) 54 04 88 117. GPB (JSC) Bank Tyumen Branch, Subsidiary Office 1A/6, Karl Marx Street, Ishim, Tyumen Region 627756 Telefax (34551) 7 59 42 118. GPB (JSC) Bank Tyumen Branch, Subsidiary Office 29a/1, 4th Estate, , Tyumen Region 626152 Tel. (3456) 34 30 91 119. GPB (JSC) Bank Ufa Branch 138, Mendeleev Street, Ufa, Republic of 450022 Tel. (347) 256 67 85, (347) 256 69 69 120. GPB (JSC) Bank Ufa Branch, Subsidiary Office 4, Dzerzhinsky Street, Salavat, Republic of Bashkortostan 453261 Tel. (3476) 35 29 86, (3476) 35 28 22 121. GPB (JSC) Bank Ufa Branch, Subsidiary Office 87, Khudaiberdina Street, Sterlitamak, Republic of Bashkortostan 453116 Tel. (3473) 43 65 93, (3473) 43 22 18 122. GPB (JSC) Bank Ufa Branch, Subsidiary Office 19A, Lenin Street, Neftekamsk, Republic of Bashkortostan 452681 Tel./fax: (34783) 3 44 33, (34783) 3 44 34 123. GPB (JSC) Khabarovsk Bank 46, Turgenev Street, Khabarovsk 680000 Tel. (4212) 41 69 49, (4212) 41 69 41 124. GPB (JSC) Bank Khabarovsk Branch, Operational Office 2, Svyatitel Innokentiy Pereulok, Blagoveschensk, Amur Region 675000 Tel. (4162) 31 80 03 125. GPB (JSC) Bank Khabarovsk Branch, Subsidiary Office 21, Pervostroiteli Prospect, Komsomolsk-on-Amur 681000 Tel. (4217) 24 10 03, (4217) 24 10 05 126. GPB (JSC) Bank Branch 5A, Uborevich Street, Vladivostok 690091 Tel. (4232) 65 08 35, (4232) 65 08 36 127. GPB (JSC) Bank Yuzhno Sakhalinsk Branch 30, Pobedy Prospect, Yuzhno Sakhalinsk 693007 Tel. (4242) 454 026, (4242) 454 016 128. GPB (JSC) Bank Yakutsk Branch 1st-2nd Floor, 18, Ammosov Street, Yakutsk 677000 Tel. (4112) 42 59 88 129. GPB (JSC) Yakutsk Branch, Subsidiary Office 6, Lenin Prospect, Neriungri, Republic of (Yakutia) 678960 Tel. (41147) 44 567, (41147) 32 278

JSC «Gazprom» Board of Directors OPINION of JSC «Gazprom» Internal Audit Commission as to the Reliability of the Data Contained in JSC «Gazprom» Annual Report for 2014 and JSC «Gazprom» Annual Financial Statements for 2014

Moscow April 30, 2015

The Internal Audit Commission elected by the annual General Shareholders’ Meeting of JSC «Gazprom» (hereinafter the “Company”) on June 27, 2014, acting pursuant to the Regulations on JSC «Gazprom» Internal Audit Commission, conducted the audit of the Company’s financial and economic operations for 2014, according to the Action Plan. When auditing JSC «Gazprom» financial and economic operations for 2014, the following documents were studied and used:- the Articles of Association of JSC «Gazprom»; the Regulations on the Internal Audit Commission of JSC «Gazprom»; the Regulations on the Company’s 2014 accounting policy for financial and tax accounting; and other regulations and documents. In the course of the audit, the Internal Audit Commission reviewed and analyzed, using the non-sampling method, the Annual Report, the Company’s Financial Statements for 2014, written information based on the audit of JSC «Gazprom» 2014 financial statements by PricewaterhouseCoopers Audit (audit firm), as well as resolutions of the Board of Directors and orders of the Company’s Management Committee. The source documents supporting the accounting and reporting data and other documents were reviewed and analyzed on the sampling basis.

The audit found the following:-

The Company’s Annual Report for 2014 was drafted in accordance with the applicable law of the Russian Federation; The Company’s Financial Statements for 2014 were drafted in accordance with the accounting and reporting rules applicable in the Russian Federation; and Resolutions on financial and economic operations adopted by the Company’s Management Committee and the Board of Directors meet the applicable law, the Company’s Articles of Association and the resolutions of the General Shareholders’ Meeting. Based on the audit of JSC «Gazprom» 2014 financial and economic operations,

the Internal Audit Commission confirms:

no violations of the accounting and financial statements presentation procedure established in laws and regulations of the Russian Federation, as well as in the Russian Federation laws and regulations governing financial and economic operations, which could materially influence JSC «Gazprom» financial performance, were found; JSC «Gazprom» Financial Statements are reliable and give a true and fair view of the Company’s financial standing as of December 31, 2014, and its financial and economic results for the period from January 1 to December 31, 2014; and the financial information contained in the Company’s Annual Report is reliable and conforms to the Financial Statements data.

Chairman, JSC «Gazprom» Internal Audit Commission Mikhina M.V. REVIEW of JSC «Gazprom» Auditor’s Report by the Audit Committee of JSC «Gazprom» Board of Directors1

Having considered the auditor's opinion on the statutory financial statements of JSC «Gazprom» for 2014 issued by the Company's auditor, a close joint-stock company PricewaterhouseCoopers Audit, which was approved by the annual shareholders' meeting on 27 June 2014, Audit Committee of the Board of Directors hereby decided that the auditor's opinion on the statutory financial statements of JSC «Gazprom» for 2014 issued by JSC «Gazprom»'s auditor, a close joint-stock company PricewaterhouseCoopers Audit, was prepared in accordance with the Federal Auditing Standard (FSA 1/2010) adopted by the order of the RF Ministry of Finance of 20 May 2010, No 46n and includes an unqualified opinion as to whether the statutory financial statements of JSC «Gazprom», which were prepared in accordance with the Regulations on Accounting and Reporting in the Russian Federation, are presented fairly, and whether the statutory financial statements of JSC «Gazprom» present fairly, in all material respects, Gazprom's financial position and its performance.

1 Review of JSC «Gazprom» Auditor’s Report by the Audit Committee of JSC «Gazprom» Board of Directors is cited in accordance with Minutes of the meeting of the Audit Committee of JSC «Gazprom» Board of Directors as of 14.05.2015 No.42.

Recommendations of JSC «Gazprom» Board of Directors on profit allocation, including the amount of dividends on the Company’s shares, based on the financial year performance, and on the date, as of which the persons entitled to dividends are determined

Allocation of JSC «Gazprom» profit generated, based on the Company’s performance in 20142

RUB million

1. Net profit of the reporting period 188,980.0

2. Net profit allocation 188,980.0 including:

2.1. for payment of dividends on shares 170,449.3 including:

on the shares held by the state (38.373%) 65,407.2

on the shares held by the state-controlled legal entities: ROSNEFTEGAZ OJSC (10.970%) 18,698.0 Rosgasification OJSC (0.889%) 1,514.9

2.2. for the Company’s investment purposes 18,530.7

2 Recommended for approval by the General Shareholders’ Meeting in the resolution of JSC «Gazprom» Board of Directors as of May 14, 2015, No. 2539. Recommendations

of JSC «Gazprom» Board of Directors on the amount of dividends on the Company’s shares, based on the financial year results, and on the date, as of which the persons entitled to dividends are determined3

The Board of Directors of JSC «Gazprom» recommends to the annual General Shareholders’ Meeting to resolve to:- Pay annual dividends based on the Company’s 2014 performance in the monetary form, in the amount of RUB 7.20 per JSC «Gazprom» ordinary share with the par value of RUB 5; Establish the date, as of which the persons entitled to dividends are determined - July 16, 2015; Establish the end date for the payment of dividends to the nominal holders and to the trustees that are professional securities market participants registered in JSC «Gazprom» Shareholders’ Register - July 30, 2015; and Establish the end date for the payment of dividends to other persons registered in JSC «Gazprom» Shareholders’ Register - August 20, 2015.

3 Resolution of JSC «Gazprom» Board of Directors of May 14, 2015, No. 2540. Information on the Candidature for JSC «Gazprom» Auditor

Financial and Accounting Advisors LLC (“FAA LLC”) was registered and operates in the Russian Federation in the established manner; since December 28, 2009, it has been a member of the self-regulatory auditors’ entity, Russian Audit Chamber Non-Profit Partnership (MRRN – 10201039470). FAA LLC holds a license issued by the Federal Security Service for the right to perform work related to the use of the information that constitutes state secret. FAA LLC professional risks are insured against with INGOSSTRAKH Open Joint Stock Insurance Company. FAA LLC was founded in 1990. Since its inception and till present, FAA managers and specialists have taken the most active part in development of laws and shaping the law-enforcement practice; they have made part of management bodies of the leading professional and business associations. FAA provides professional services in the following core lines of business: audit services; accounting, tax and law services; management consulting; consulting in information technologies; support to investment business; business planning; appraisals; outsourcing. In 2014, FAA LLC ranked No. 1 in the ranking of the biggest audit companies (following Expert RA version). Over 25 years of cooperation between FAA and Russian business leaders in all of the key branches of economy, the Company has managed to gain the unique hands-on experience in the implementation of major projects. Provision of comprehensive services with guaranteed quality, a broad product range and, at the same time, strong specialized appraisals, impeccable goodwill, highly qualified staff, modern technologies and methods distinguish FAA and secure the trust in its services on the part of the major companies, the governmental authorities, and the expert community. FAA has got the unique experience of dealings with fuel and energy enterprises, for which hundreds of successful projects have been implemented. Constant liaising with representatives of the oil and gas industry enables a deep insight of the Company’s experts into the industry’s urgent concerns and tasks. Since 1996, FAA has cooperated with JSC «Gazprom». As part of advisory services to the Gazprom Group of Companies, FAA professionals have implemented some 200 major projects and provided a great deal of consultations. Approx. 60 projects for drafting financial/business and feasibility studies, investment project efficiency assessments, for designing enterprise financial models, business plans and development strategies have been implemented. According to Article 5, Statutory Audit, Federal Audit Business Law No. 307-FZ of December 30, 2008, the audit of JSC «Gazprom» Financial Statements is mandatory. The audit company for the 2015 statutory audit purposes was selected by a public tender for the right to conclude a service agreement for auditing the accounts (Financial Statements) of JSC «Gazprom», the consolidated Accounting Statements of Gazprom Group and the consolidated Financial Statements of Gazprom Group under the International Financial Reporting Standards (IFRS) for 2015, in the manner envisaged in Federal Law of April 5, 2013, No. 44-FZ, On the Contractual System in Procurement of Goods, Work, Services to Meet Federal and Municipal Needs. Based on the tender results, Financial and Accounting Advisors Limited Liability Company (FAA LLC) was found the winner. The biggest customers of FAA LLC in include: Nizhny Tagil Metallurgical JSC «Gazprom» Plant OJSC* EVRAZ West Siberian Metallurgical Gazprom transgaz Yugorsk LLC* Plant CJSC* Gazprom transgaz Ukhta LLC* EVRAZ Kachkanarsky Mining&Processing Plant OJSC* Gazprom transgaz Surgut LLC* SIBUR Holding Public Company Gazprom transgaz St. Petersburg Atomenergoprom OJSC* LLC* Gazprom transgaz Moscow LLC* Rosenergoatom Concern OJSC* Gazprom Dobycha Yamburg LLC* Atomredmetzoloto JSC* Gazprom Dobycha Urengoy LLC* GAZPROMBANK (JSC) Gazprom Dobycha Nadym LLC* RUSNANO OJSC Gazprom Dobycha Astrakhan LLC* Evrokhim MСС OJSC* Gazprom Dobycha Orenburg LLC* Azot NMJSC OJSC* Gazprom Pererabotka LLC* Nevinnomysskiy Azot OJSC* Gazpromneft – Regionalnye Prodazhi ALROSA JSC* LLC* Gazpromneft-NNG OJSC* Olimpstroy SC* Gazpromneft-Hantos LLC* Deposit Insurance Agency SC* ROSNEFTEGAZ OJSC* Vnesheconombank SC Central Bank of the Russian Federation Russian Railways OJSC (Bank of Russia)* Sberbank of Russia OJSC Rosorobonexport OJSC* Rosseti OJSC Apatit JSC* Transneft JSC OJSC CV Protek Firm CJSC* Transnefteproduct JSC OJSC* Pharmstandard OJSC* EvrazHolding LLC*

* – audit services

Proposals on the amount of remuneration to members of JSC «Gazprom» Board of Directors4

The Board of Directors of JSC «Gazprom» recommends the General Shareholders’ Meeting to establish the following remunerations to JSC «Gazprom» Board of Directors members, who do not hold public offices in the Russian Federation and state civil service positions:- to the Chairman of the Board of Directors, RUB 25,589,500; to the Deputy Chairman of the Board of Directors, RUB 24,806,400; to the Board of Directors member acting the Chairman of the Audit Committee of JSC «Gazprom» Board of Directors, RUB 22,300,480; to the Board of Directors members, who are members of the Audit Committee of JSC «Gazprom» Board of Directors, RUB 21,360,760; and to the Board of Directors members not performing any additional functions on the Board of Directors, RUB 20,890,900.

4 Resolution of JSC «Gazprom» Board of Directors of May 14, 2015, No. 2543.

Proposals as to the amount of remuneration to members of JSC «Gazprom» Internal Audit Commission5

The Board of Directors of JSC «Gazprom» recommends the annual General Shareholders’ Meeting to establish the following remunerations to JSC «Gazprom» Internal Audit Commission members, who do not hold public offices in the Russian Federation and state civil service positions:- to the Chairman of the Internal Audit Commission, RUB 4,850,685; and to the Internal Audit Commission members, RUB 3,334,933.

5 Resolution of JSC «Gazprom» Board of Directors of May 14, 2015, No. 2543.

New version of draft Articles of Association of JSC «Gazprom»6

ARTICLES OF ASSOCIATION OF

GAZPROM PUBLIC JOINT STOCK COMPANY

CHAPTER I

General Provisions. The Company’s Legal Status

Article 1. General Provisions

1.1. Gazprom Joint Stock Company (hereinafter the “Company”) is a public joint stock company. The Company, jointly with its subsidiaries (hereinafter the “subsidiaries”) involved in ensuring the efficient operation and development of the Unified Gas Supply System and in reliable gas supply to consumers, operates as a single entity. 1.2. The Company’s founder is the Government of the Russian Federation. 1.3. The Company was established pursuant to the Russian Federation Presidential Decree No. 1333 of November 5, 1992, On Transformation of State Gas Concern Gazprom into Russian Joint Stock Company Gazprom, and the Russian Federation Council of Ministers Resolution No. 138 of February 17, 1993, On Establishment of Russian Joint Stock Company Gazprom. 1.4. The Company’s legal status, rights and obligations of its shareholders are defined in these Articles of Association in accordance with the Civil Code of the Russian Federation, Federal Joint Stock Companies Law, and Federal Law on Gas Supply in the Russian Federation. Particular features of the Company’s legal status as the Company established at the time of going private of the state-owned enterprise, with the state owning over 25% of its shares, are defined by the federal law on privatization of federal and municipal enterprises. 1.5. The Company shall exist indefinitely.

Article 2. Company’s Corporate Name and Location

2.1. The Company’s full corporate name in Russian shall be: Публичное акционерное общество «Газпром». The Company’s abbreviated corporate name in Russian shall be: ПАО «Газпром». The abbreviated corporate name in English shall be: PJSC GAZPROM. 2.2. The Company shall be located in the city of Moscow, Russian Federation.

6 The new version of draft Articles of Association of JSC «Gazprom» were made on the initiative of JSC «Gazprom» Board of Directors (JSC «Gazprom» Board of Directors Resolution of May 14, 2015, No. 2545). 2.3. The Company shall have a round seal, stamps and letterheads with its full and/or abbreviated corporate name, emblem and indication of its location, may have a trademark (service mark) registered in the established manner and other visual identification means.

Article 3. Company’s Goals, Objectives and Subject Matter

3.1. The Company shall be a corporate for-profit organization, the principal goal of which shall be to arrange for efficient work and to generate profit in/from supply of gas, gas condensate, oil and their refined products to domestic and foreign consumers under direct contracts as well as in/from gas export from the Russian Federation under multi-national and inter-governmental treaties. The Company shall:- pursue the single scientific, technical and investment policy in the Unified Gas Supply System reconstruction and development; build and fund high-pressure gas pipeline branches for the countryside gasification; control over the Unified Gas Supply System operations; develop current and long-term forecasts, target scientific, technical, economic, social and other entity development programs; purchase licenses for subsoil exploration and use in the Russian Federation, on its continental shelf and within the exclusive economic area of the Russian Federation, as well as abroad; provide any companies operating in the Russian Federation with a non- discriminatory access to free capacities of the gas transportation and distribution networks belonging to the Company, in the manner established by the Government of the Russian Federation; enhance the Unified Gas Supply System management, the economic forms and methods in this field; develop and hold environmental efforts, efforts aimed at the protection of the aboriginal habitat and traditional lifestyle of small ethnos as well as the sustainable use of energy efficient and environment friendly technologies and power saving equipment in field development, production, transportation and processing of hydrocarbon raw materials and carrying out any other production and business activities; and protect the Company’s rights and legitimate interests; provide legal assistance to its subsidiaries. 3.2. The Company’s core lines of business shall be:- Comprehensive development of the gas supply system, with the fullest possible integration of economic and production opportunities to produce gas, oil, gas condensate, to manufacture processed products thereof and other products, at the lowest cost; Carrying out an investment business in accordance with the law, including own securities (including shares, bonds and derivatives) issue, securities purchase and sales, investment services provision, creation of investment institutions to secure interests of the Company and its subsidiaries; Field design and development; construction of wells, gas pipelines and other facilities of the gas supply system, as well as social facilities; Management of the gas supply system; ensuring reliable and safe gas facility operations according to the applicable standards and rules; Concentration of scientific, technical and production potential on development and implementation of new, state-of-the-art types of equipment, technologies and materials; Fulfillment of prospecting and evaluation, exploration, development of gas, gas condensate, oil and oil/gas condensate fields, with the integrated development of gas, gas condensate and oil resources and the application of advanced field exploration, prospecting and development methods and technologies of extracting the valuable components contained therein, in compliance with the established requirements to the subsoil sustainable use and conservation and the environment enhancement; Creation of a profitable facility for offshore production of gas, gas condensate and oil, with the involvement of conversion enterprises and fleet; use of the sea bottom for construction, operation and maintenance of the structures required for development of continental shelf oil and gas fields; Development and operation of gas transportation systems and underground gas storages; Design and expert review of field development projects, drilling of wells, construction of new facilities, expansion, reconstruction and refurbishment of the existing facilities, arranging for completed facility commissioning in the established manner; Production of natural gas, condensate, oil; natural gas, condensate and oil pipeline transportation services; natural gas storage; Supply/sales of natural gas, condensate, oil; Participation in gasification, to meet the single technological requirements in the gas supply to consumers; Control over subsidiary compliance with the Unified Gas Supply System facility construction, reconstruction and operation standards and rules; Participation in addressing issues as to the manufacturing of new, gas- consuming equipment; sending recommendations to phase out non-economical gas- consuming equipment to enterprises and companies; Contracting for and export of gas, condensate, oil and processed products thereof under international treaties and direct contracts with foreign buyers, according to the established foreign economic activity procedures; Entering into export and import transactions for goods, scientific and technical services; development of new forms of mutually advantageous foreign economic relations, trade, economic and scientific/technical cooperation with foreign firms; Development of the social and labor sphere and improvement of its resource base; arrangement for on-site supply and trade; Creation of occupational safety conditions; development and approval of occupational health rules, standards and standard instructions in the established manner; introduction of new accident, fire, open gas/oil fountain prevention means and methods; Development of the continuous staff training and further training system; prospective planning of the labor demand; scientific and methodical support to HR; Arrangement for and holding, together with the governmental authorities, of mobilization training and civil defense efforts; and Securing of the Company’s facilities and employees; ensuring its economic security. 3.3. The Company shall carry out foreign economic activities in the established manner, namely:- Carry out export and import transactions; Participate in design, construction and operation of gas industry facilities abroad, on the contractual basis; Carry out scientific and technical cooperation with foreign countries, for efficient and dynamic development of the national gas industry; Engage foreign companies and firms in the construction of gas industry facilities, both in the Russian Federation and abroad; Create joint ventures with foreign partners in the Russian Federation and abroad in the established manner, engage foreign firms in provision of services of entering into and execution of foreign economic transactions; set up technical and technical&commercial centers (offices), representative offices, repairs and service companies, bases and warehouses abroad; and Use the credit of Russian and foreign banks and the commercial credit in foreign currency, as well as purchase currency in the manner provided for by law. 3.4. The Company shall also be entitled to carry out any other lines of business not prohibited by the federal laws.

Article 4. Company’s Legal Status

4.1. The Company is a legal entity, has civil rights and obligations required for carrying out any lines of business not prohibited by the federal laws. The Company may pursue certain lines of business, as listed in the federal laws, in virtue of a special permit (license) only. 4.2. The Company owns separate property accounted for on its own Balance Sheet (the Company’s Balance Sheet). The Company owns the property transferred to it as contributions to the share capital by its shareholders, in particular, the Russian Federation, the property obtained as a result of its business activities, and the property purchased otherwise, as permitted by law. The Company also owns funds generated by it from the sales of the securities owned by the Company. 4.3. The Company may acquire and exercise civil rights and incur civil obligations, sue and be sued in a court of law on its own behalf. 4.4. The Company shall be entitled to participate in setting up other companies in the Russian Federation and abroad, purchase stakes (shares) in their share capitals, buildings, structures, land, the rights to use mineral resources, securities, as well as any other assets that can be the property according to the law, in the established manner. The Company may obtain subsoil use licenses and licenses for carrying out any other licensable lines of business, in the established manner. 4.5. To raise additional funds, the Company shall be entitled to issue securities of different types, the circulation of which is permitted in accordance with the federal laws and international treaties of the Russian Federation, including registered shares, bonds and any other securities, by independently defining the terms and conditions of their issue and placement, according to the Russian law and these Articles of Association. 4.6. The Company shall independently plan its business, proceeding from the demand for manufactured products. For settlements among the companies making part of the Unified Gas Supply System, the Company shall determine the domestic settlement prices for gas and the domestic settlement tariffs for gas transportation services, as well as the settlement procedure for supplies of gas and other products and for provision of gas transportation services. 4.7. The Company shall manage gas flows, flexibly plan gas production and supplies by quarters and by months, proceeding from the actual demand of regions and individual consumers and taking into account the production capacity of the Company’s and its subsidiaries’ facilities. The Company shall ensure constant supervisory control over the Unified Gas Supply System facility operations, as well as operations of the gas supply facilities connected to the System in their connection points, centralized technological and supervisory control over connected facilities, no matter who owns them. The Company shall give binding gas supply and gas consumption instructions to gas suppliers and consumers, according to the applicable laws and regulations in this field. 4.8. The Company shall participate in operations of the interested governmental authorities for drafting subsoil use and gas industry laws, shall develop and submit the related projects for approval in the established manner. 4.9. As concerns the gas, gas condensate and liquefied gas production, processing, transportation and storage facilities as well as the use of gas as motor fuel for vehicles, the Company shall:- Participate in elaboration of construction standards and rules approved in the established manner; Participate in development and submit for approval in the established manner the federal and industry technological design standards as well as the industry construction standards; and Participate in development and submit for approval in the established manner the safe operation rules for the above facilities. 4.10. The Company’s representatives shall, by resolution of the appropriate governmental authorities, be entitled to take part in negotiations on entering into multi-national and inter-governmental agreements for the Company’s gas and condensate (oil) supplies. 4.11. The relations between the Company and governmental agencies and municipal authorities of the territories where the Company carries out its business shall be governed by contracts and agreements, taking into account the interests of the Company and the population of the above territories. 4.12. The Company shall be entitled to open bank accounts in the Russian Federation and abroad in the established manner. 4.13. The Company shall be liable for its obligations with all of its property. The Company shall not be liable for obligations of the Russian Federation and its other shareholders. The Company’s shareholders, including the Russian Federation, shall not be liable for the Company’s obligations and shall bear the risk of losses related to its operations to the extent of the value of the shares held by them, unless envisaged otherwise in Article 3.3, Federal Joint Stock Companies Law, and other federal laws. 4.14. The Company may create its branches and representative offices operating pursuant to the regulations on them, both in the Russian Federation and abroad, in the established manner. Branches and representative offices are not legal entities; their heads act on behalf of the Company under Powers of Attorney. The Company has the branch Gazprom PJSC Motor Enterprise in Moscow, the Branch for Management of Gazprom PJSC Office Buildings in Moscow, branches: Bogorodskoye Reception House in Moscow, Morozovka Recreation House and Soyuz Recreation House in the Moscow Region, Gazprom PJSC Corporate Security Service in Moscow, Gazprom PJSC Central Inter-Regional Security Department in the Moscow Region, Gazprom PJSC North Western Inter-Regional Security Department in St. Petersburg, Gazprom PJSC Southern Inter-Regional Security Department in Krasnodar, Gazprom PJSC Volga Inter-Regional Security Department in Samara, Gazprom PJSC North Urals Inter-Regional Security Department in Novy Urengoy, Gazprom PJSC South Urals Inter-Regional Security Department in Yekaterinburg, Gazprom PJSC Siberian Inter- Regional Security Department in Tomsk, Gazprom PJSC Far Eastern Inter-Regional Security Department in Khabarovsk as well as representative offices in Ukraine (Kyiv), the Sakhalin Region (Yuzhno Sakhalinsk), the People’s Democratic Republic of Algeria (Algiers), the Islamic Republic of Iran (Tehran), the Turkish Republic (Ankara), the People’s Republic of China (Beijing), India (New Delhi), .the Federative Republic of Brazil (Rio de Janeiro), the State of Qatar (Doha), the Kingdom of Belgium (Brussels), Japan (Tokyo), Turkmenistan (Ashkhabad), the Latvian Republic (Riga), the Republic of Kazakhstan (Astana), the Republic of Moldova (Kishinev), the Kyrgyz Republic () and the Republic of Belarus (). Making amendments to these Articles of Association in connection with creation of branches, opening of the Company’s representative offices and their liquidation shall be carried out by resolution of the Company’s Board of Directors. These amendments and supplements to the Company’s Articles of Association shall take effect for third parties upon notification of the authority in charge of state registration of legal entities. The Company shall also be entitled, according to the applicable law, to participate in the capital of other joint stock and business companies and partnerships, in particular, to have subsidiaries in the Russian Federation and abroad. 4.15. The subsidiaries are legal entities. The Company shall not be liable for obligations of the subsidiaries, and they shall not be liable for the Company’s obligations, except for the cases provided for by law. 4.16. The Company shall be free to establish additional vacations, business half-days and other social benefits for its employees. The Company may determine a portion of the net profit to be allocated for distribution among the Company’s employees, including in the cases of their retirement, in particular, as a financial incentive, and may also transfer shares in the Company, out of those accounted for on its Balance Sheet, to the Company’s employees, either free of charge or at a discount.

CHAPTER II

Company’s Share Capital. Shares, Bonds, and Other Securities of the Company. Company’s Net Assets

Article 5. Company’s Share Capital

5.1. The Company’s share capital shall be RUB 118,367,564,500. The Company’s share capital shall be divided into 23,673,512,900 ordinary registered shares with the par value of RUB 5 each, purchased by shareholders. 5.2. The share capital shall be made in accordance with the law, out of the contribution of the Company’s founder, by transferring a 100% stake in the share capital of the Company’s enterprises, the controlling stakes (at least 51%) in subsidiary joint-stock companies established according to Appendix 2 to the Russian Federation Presidential Decree No. 1333 of November 5, 1992, as well as the participatory interest (stakes) held by Gazprom State Gas Concern in assets of Russian and foreign enterprises, associations and companies and any other assets of the said Concern, which can be privatized according to the law. Shares of the first issue were placed pursuant to Section 4 of the Russian Federation Presidential Decree No. 1333 of November 5, 1992, and Sections 4 and 5 of the Russian Federation Presidential Order No. 58-rp of January 26, 1993. 5.3. The Company’s share capital may be, if necessary:- Increased by increasing the share par value or placing additional shares; Reduced by reducing the share par value or quantity, in particular, by purchase and repayment of some of the Company’s placed shares, in accordance with these Articles of Association. The resolution to increase the share capital by increasing the share par value shall be adopted by the General Shareholders’ Meeting. Additional shares may only be placed by the Company to the extent of the quantity of declared shares as specified in the Company’s Articles of Association. The resolution to increase the Company’s share capital by placing additional shares shall be adopted by the Company’s Board of Directors, unless the Federal Joint Stock Companies Law refers this issue to the General Shareholders’ Meeting competence. Such resolution shall be adopted by the Board of Directors, unanimously by all of its members, without counting votes of the Company’s Board of Directors former members. Increase in the Company’s share capital by issuing additional shares shall be carried out in compliance with the requirements of Article 28, Federal Joint Stock Companies Law. The resolution to reduce the share capital and to make the appropriate amendments to the Company’s Articles of Association shall be adopted by the General Shareholders’ Meeting in compliance with the requirements of Articles 29 and 30, Federal Joint Stock Companies Law.

Article 6. Shares, Bonds and Other Securities of the Company

6.1. All of the issued and placed shares in the Company shall be ordinary registered uncertified shares of the same par value. The value of shares shall be denominated in rubles, irrespective of the form and method of payment for them. 6.2. Where one share is held by several persons, all of them shall be deemed one shareholder with respect to the Company and one of them or their joint representative shall exercise their rights. Joint holders of a share shall be jointly liable for the shareholders’ obligations. 6.3. A shareholder’s rights towards the Company shall be determined by the category and type of shares held by such shareholder. 6.4. Holders of ordinary shares in the Company shall be entitled to:- а) participate in the General Shareholders’ Meeting of the Company with the right to vote on all issues referred to the General Meeting competence, according to the Company’s Articles of Association; b) receive dividends; and c) receive some the Company’s assets in case of its liquidation. The Company’s shareholders shall also have other rights stipulated in the Russian Federation laws. Conversion of ordinary shares into preferred shares, bonds and other securities shall be prohibited. Each of the Company’s ordinary shares shall provide its holder with the equal scope of rights. The Company’s shareholders may dispose of their shares without any consent of other shareholders and the Company. The Company’s shareholder rights shall be exercised in accordance with the law, these Articles of Association and resolutions of the Company’s management bodies adopted within their competence envisaged in these Articles of Association. 6.5. Shareholders may exercise their rights either directly or through representatives, in whose capacity any third parties, including other shareholders as well as the Company’s officials, may act. Shareholders shall be free to appoint their representatives in the manner envisaged in the Civil Code of the Russian Federation and the Federal Joint Stock Companies Law. 6.6. The Company shall be entitled to issue and place bonds and other securities provided for by the securities laws and regulations of the Russian Federation. Placement of bonds and other securities shall be carried out by resolution of the Company’s Board of Directors, except for the cases of their placement by resolution of the General Shareholders’ Meeting according to Article 39, Federal Joint Stock Companies Law. 6.7. The Company shall provide purchasers of its securities with comprehensive information on the conditions of issue, placement and circulation of the Company’s securities, as stipulated in these Articles of Association and other documents.

Article 7. Company’s Provisions and Net Assets

7.1. The Company shall create a surplus fund of 7.3% of the share capital, by statutory annual allocations of 7.3 percent of the Company’s net profit until the above-mentioned amount is reached. The surplus fund shall only be used to cover the Company’s losses and to repay bonds and to redeem the Company’s shares, in the absence of any other funds. 7.2. The Company shall create a special share ownership fund of the Company’s employees out of its net profit. This fund may only be expended to purchase the Company’s shares sold by shareholders, for their subsequent placement among the Company’s employees. In case of any paid sales of the shares purchased out of the share ownership fund of the Company’s employees to the Company’s employees, the proceeds shall be channeled to the said fund. The Regulations on the Special Share Ownership Fund of the Company’s employees shall be approved by the Board of Directors. 7.3. To secure the Company’s obligations, its production and social development, the appropriate special purpose provisions shall be created out of the Company’s profit and other proceeds. 7.4. The Company’s net assets shall be valuated based on the accounting data, in the legally established manner.

CHAPTER III

Company’s Placement of Shares and Other Securities. Purchase and Repurchase of Shares

Article 8. Company’s Placement of Shares and Other Securities

8.1. The Company shall place shares and other securities in accordance with the requirements of the Federal Joint Stock Companies Law, the Federal Securities Market Law and other laws. 8.2. The Company shall be free to place additional shares and other securities by subscription and other methods envisaged in the Federal Joint Stock Companies Law. 8.3. The Company shall be entitled to place the Company’s shares and convertible securities by resolution of the Company’s Board of Directors, unless the Federal Joint Stock Companies Law refers the right of making such resolutions to the General Shareholders’ Meeting competence. The resolutions to place shares and convertible securities, which are referred to the General Shareholders’ Meeting competence according to Article 39, Federal Joint Stock Companies Law, shall be adopted by a three fourths majority of votes of the shareholders – holders of voting shares, which take part in the General Shareholders’ Meeting. 8.4. The Company’s additional shares placed by subscription shall be paid at the price that is determined, or the determination procedure for which is established, by the Company’s Board of Directors in accordance with the Federal Joint Stock Companies Law, but not less than at their par value. The placement price for any additional shares placed by subscription or its determination procedure shall be contained in the resolution to increase the Company’s share capital by placing additional shares, unless this resolution establishes that such price or its determination procedure is to be established by the Company’s Board of Directors on or before the commencement of the additional share placement. 8.5. The shareholders’ pre-emptive right to purchase shares of new issues shall be exercised in accordance with Articles 40 and 41, Federal Joint Stock Companies Law.

Article 9. Company’s Purchase of Placed Shares

9.1. The Company shall be entitled to purchase its placed shares by resolution of the General Shareholders’ Meeting as to reduction in the Company’s share capital by purchasing some placed shares to reduce their total quantity. The resolution to reduce the share capital by this method shall not be adopted if the par value of the outstanding shares becomes less than the minimum share capital amount envisaged in the Federal Joint Stock Companies Law. The shares purchased pursuant to the General Shareholders’ Meeting resolution to reduce the share capital shall be repaid at their purchase. 9.2. The Company shall be free to purchase its placed shares by resolution of the Board of Directors. Such resolution may be adopted if the par value of the Company’s outstanding shares is not less than 90% of the Company’s share capital. Purchased shares shall not provide any voting right; they shall not be counted in voting; no dividends shall accrue on them. Such shares shall be sold at a price not lower than their fair market value within one year from their purchase date. Otherwise, the General Shareholders’ Meeting shall resolve to reduce the Company’s share capital by repaying these shares. 9.3. The resolution to purchase shares shall define the categories (types) of shares to be purchased, the number of shares of each category (type) to be purchased, the acquisition price, the form of payment and the due date, as well as the period, during which the shares are to be purchased. The shares shall be paid for at their purchase in cash or other assets of the Company. The acquisition price shall be determined in accordance with Article 77, Federal Joint Stock Companies Law. The period of time, during which the shares are purchased, shall not be less than 30 days. 9.4. Each shareholder – holder of shares of certain categories (types), the resolution to purchase which has been made, shall be entitled to sell the said shares, and the Company shall be obliged to purchase them. If the total number of shares, for the purchase of which an application has been received, exceeds the number of shares the Company is entitled to purchase, the shares shall be purchased from shareholders pro rata the submitted requests. 9.5. At least 30 days prior to the start of the period, during which shares are to be purchased, the Company shall be obliged to notify shareholders – holders of shares of certain categories (types) to be purchased as resolved. The notice shall contain the information specified in Paragraph 1, Section 9.3, of these Articles of Association. 9.6. No shares shall be purchased in the circumstances envisaged in Article 73, Federal Joint Stock Companies Law.

Article 10. Consolidation and Fractionation of Shares

10.1. Consolidation of placed shares, which results in converting two or more of the Company’s shares into one new share of the same category (type), may be carried out by resolution of the General Shareholders’ Meeting. In this case, the appropriate changes to the par value and the quantity of placed and declared shares in the Company, which belong to the respective category (type), shall be made to the Articles of Association. If a shareholder cannot purchase an integer number of shares in case of the shares consolidation, parts of shares (fractional shares) shall be formed. A fractional share shall provide its holder with the rights conferred by a share of the respective category (type), to the extent of the portion in the integer share. 10.2. By resolution of the General Shareholders’ Meeting, the Company shall be free to split the Company’s placed shares, as a result of which one share in the Company is converted into two or more shares of the same category (type) in the Company. In this case, the appropriate amendments shall be made to the Company’s Articles of Association concerning the par value and the quantity of placed and declared shares in the Company of the appropriate category (type).

Article 11. Company’s Repurchase of Shares at Shareholders’ Request

11.1. Shareholders – holders of voting shares shall be free to require that the Company repurchases all or some of shares held by them in the following cases:- Reorganization of the Company or entering into a major transaction, the resolution to approve of which is adopted by the General Shareholders’ Meeting according to Section 3, Article 79, Federal Joint Stock Companies Law; Making amendments and supplements to the Company’s Articles of Association (adoption by the General Shareholders’ Meeting of the resolution that is the grounds to make amendments and supplements to the Company’s Articles of Association) or approval of a new version of the Company’s Articles of Association, which limit shareholders rights; and Adoption by the General Shareholders’ Meeting of the resolution to apply for the Company’s shares and/or the Company’s convertible securities delisting. This request may be submitted by the shareholders, who have voted against the Company’s adoption of the respective resolutions or have not taken part in the voting on these issues. 11.2. The list of shareholders entitled to require the repurchase of shares shall be drafted based on the Company’s Shareholders’ Register data as of the date of drafting the list of persons entitled to participate in the General Shareholders’ Meeting, the agenda of which includes the issues, voting on which may entail the right to require the repurchase of shares. 11.3. A notice of the General Shareholders’ Meeting, the agenda of which includes the issues indicated in Section 11.1 of this Article, shall include information on the availability of the right to require the repurchase, the price and procedure for the repurchase of shares. 11.4. A shareholder’s request for the repurchase of his/her/its shares shall be sent in writing to the Company, specifying the shareholder’s residential address (registered address) and the number of shares required to be repurchased. The signature of an individual shareholder or his/her/its representative on the shareholder’s request for the repurchase of his/her/its shares and on the withdrawal of the said request shall be certified by a notary public or the holder of the Company’s Shareholders’ Register. The shareholders’ requests for the Company’s repurchase of their shares shall be submitted to the Company within 45 days from the date the respective resolution is adopted by the General Shareholders’ Meeting. Within 30 days from the end of the above-mentioned period for submission of the respective claims, the Company shall repurchase shares from the shareholders who have submitted the repurchase requests. 11.5. The Company shall repurchase shares at the price determined by the Company’s Board of Directors, but not lower than the fair market value, which shall be determined by an independent appraiser without regard for its change as a result of the Company’s actions that have entailed the right to request the valuation and repurchase of shares. In the case envisaged in Paragraph 4, Section 11.1, of these Articles of Association, the Company’s share repurchase price shall not be less than their weighted average price determined based on the regulated market trade results for the six month preceding the date when the resolution to hold the General Shareholders’ Meeting, the agenda of which includes the submission of the application to delist the Company’s shares and/or the Company’s convertible securities, is adopted. 11.6. The total funds channeled by the Company for the share repurchase shall not exceed 10% of the Company’s net asset value as of the date when the resolution that has entailed the shareholders’ right to require the repurchase of their shares by the Company is adopted. If the total number of shares, for which the repurchase requests have been submitted, exceeds the number of shares the Company can repurchase, taking into account the above limitation, the shares shall be repurchased from shareholders pro rata the submitted requests. 11.7. The shares repurchased by the Company shall be at its disposal. These shares shall not provide the voting right, they shall not be counted in voting, and no dividends shall accrue on them. These shares shall be sold at a price not lower than their fair market value within one year from the date the title to the repurchased shares has passed to the Company; otherwise, the General Shareholders’ Meeting shall resolve to reduce the Company’s share capital by repaying these shares.

CHAPTER IV

Company’s Dividends

Article 12. Dividends

12.1. The Company shall be entitled to pay dividends for the first quarter, half- year, nine months of the fiscal year and/or the entire fiscal year. Dividends shall be paid in the monetary form. 12.2. The resolution to pay dividends shall be adopted by the General Shareholders’ Meeting. This resolution shall define the amount of dividends on shares of each category (type), the form of their payment, the date, as of which the persons entitled to receive dividends are determined. In this case, the resolution to establish the date, as of which the persons entitled to receive dividends are determined, shall be adopted at the Board of Directors proposal only. The amount of dividends shall not exceed the amount recommended by the Board of Directors. The General Meeting shall be free to resolve not to pay dividends. 12.3. The Company shall not be entitled to resolve to pay (to declare) dividends on shares:- until the entire share capital of the Company has been paid up in full; until all the shares to be repurchased according to Article 11 hereof have been repurchased; if, as of the date when the resolution is adopted, the Company meets, or will meet as a result of the dividend payment, insolvency (bankruptcy) criteria in accordance with the Russian Federation insolvency (bankruptcy) laws; if, as of the date when the resolution is adopted, the value of the Company’s net assets is, or will become as a result of making the resolution, less than its share capital and the surplus and the excess of the placed preferred shares liquidation value over the par value defined in the Articles of Association; and in other cases envisaged in the federal laws. 12.4. The Company shall be obliged to pay dividends declared on shares of each category (type), unless otherwise envisaged in the Federal Joint Stock Companies Law. Dividends shall be paid out of the Company’s net profit. No dividends shall be paid on the Company’s shares shown on its Balance Sheet. 12.5. The date, as of which, according to the resolution to pay (declare) dividends, the persons entitled to receive the same are determined, shall not be earlier than 10 days and later than 20 days from the date when the resolution to pay (declare) dividends is made. 12.6. The period of dividend payment to a nominal holder and a trust manager, who is a professional securities market participant, which are registered in the Shareholders’ Register, shall not exceed 10 business days, and to other persons registered in the Shareholders’ Register, 25 business days from the date, as of which the persons entitled to receive dividends are determined. 12.7. Dividends shall be paid to the persons, who are holders of shares of the appropriate category (type), or the persons exercising the rights on these shares according to the federal laws, as of the close of business on the date when the persons entitled to receive dividends are determined in accordance with the resolution to pay dividends. 12.8. Payment of dividends in the monetary form shall be carried out by the Company by clearing or, at its order, by the Registrar maintaining the Shareholders’ Register or by a lending institution. Payment of dividends in the monetary form to individuals, whose rights to shares are recorded in the Company’s Shareholders’ Register, shall be carried out by mail transfer or, upon the appropriate application of the said persons, by cash remittance to their bank accounts, and to other persons, whose rights to shares are recorded in the Company’s Shareholders’ Register, by cash remittance to their bank accounts. The Company’s duty to pay dividends to the above persons shall be deemed discharged from the date when the transferred money is accepted by the federal postal service or the date when the cash is received at the lending institution, with which the person entitled to such dividends has opened a bank account. The persons entitled to dividends, whose rights to shares are recorded at a nominal shareholder, shall receive dividends in the monetary form in the manner established in the Russian Federation securities laws. The nominal holder, to whom dividends have been remitted and who has defaulted on his/her obligation to transfer the same, as established in the Russian Federation securities laws, for reasons beyond his/her control, shall be obliged to repay these dividends to the Company within 10 days from the expiry of one month from the end of the dividend payment period. 12.9. The Company shall not be free to pay dividends declared on shares:- if, as of the date when the resolution is adopted, the Company meets, or will meet as a result of the dividend payment, insolvency (bankruptcy) criteria in accordance with the Russian Federation insolvency (bankruptcy) laws; if, as of the date when the resolution is adopted, the value of the Company’s net assets is, or will become as a result of making the resolution, less than its share capital and the surplus and the excess of the placed preferred shares liquidation value over the par value defined in the Articles of Association; and in other cases envisaged in the federal laws. Upon the end of the circumstances listed in this Section, the Company shall be obliged to pay the declared dividends to shareholders. 12.10. The person, who has not received the declared dividends due to the fact that the Company or the Registrar lacks any precise and necessary addresses or bank details or in connection with any other lender’s delay, shall be free to request for the payment of such dividends (unclaimed dividends) within three years from the dividend payment resolution date. If the period for making the request for payment of the unclaimed dividends is missed, it shall not be reinstated, unless the person entitled to the dividends has not submitted the request under the duress by force or by threats. Upon the said period expiry, the declared and unclaimed dividends shall be reinstated as part of the Company’s unallocated profit, and the obligation to pay the same shall lapse.

CHAPTER V

Company’s Shareholders’ Register

Article 13. Company’s Shareholders’ Register

13.1. The Company’s Shareholders’ Register shall contain information on each registered person, the quantity and categories (types) of the shares recorded in the name of each registered person, and any other information stipulated in the Russian Federation laws. 13.2. The Company’s Shareholders’ Register shall be maintained and kept by a specialized registrar. The Company’s Shareholders’ Register shall be kept in the Russian Federation. 13.3. Maintenance and keeping of the Company’s Shareholders’ Register by the Registrar shall not relieve the Company from responsibility for its maintenance and keeping. The Company shall be responsible for operating accounting, completeness, reliability and preservation of the information included into the Company’s Shareholders’ Register. 13.4. A person registered in the Company’s Shareholders’ Register shall be obliged to timely notify the holder of the Company’s Shareholders’ Register of any changes in his/her data. If such person does not provide the information on change in his/her data, neither the Company nor the Registrar shall be liable for any losses incurred in this connection. 13.5. An entry shall be made into the Company’s Shareholders’ Register at the request of a shareholder, a nominal holder of shares or in the cases envisaged in the Federal Joint Stock Companies Law at the request of any other persons, within three days from the submission of the documents specified in the Russian Federation laws. The Russian Federation laws may establish a shorter period for making an entry into the Company’s Shareholders’ Register. 13.6. The refusal to make an entry to the Company’s Shareholders’ Register shall not be allowed, unless otherwise envisaged in the Russian Federation laws. In case of such refusal, the Register holder shall, within three days from the Company’s Shareholders’ Register entry request date, send a well-substantiated notice of the refusal to make the entry to the person, who has requested to make the entry. A refusal to make the Company’s Shareholders’ Register entry may be appealed against to a court of law. By a court judgment, the Company’s Shareholders’ Register holder shall be obliged to make the appropriate entry to the said Register. 13.7. The Company’s Shareholders’ Register holder shall be obliged, at the request of a shareholder or a nominal holder of shares, to confirm his/her rights to shares by issuing an extract from the Company’s Shareholders’ Register. The extract from the Company’s Shareholders’ Register is not a security.

CHAPTER VI

General Shareholders’ Meeting

Article 14. General Shareholders’ Meeting

14.1. The General Shareholders’ Meeting shall be the supreme management body of the Company. The General Shareholders’ Meeting shall be held at the Company’s domicile and may also be held in St. Petersburg. The General Shareholders’ Meeting venue shall be determined by the Board of Directors, when making decisions on holding the General Shareholders’ Meeting. The Company shall be obliged to hold the annual General Shareholders’ Meeting every year. The annual General Shareholders’ Meeting shall be held not earlier than two months and not later than six months from the fiscal year end. The annual General Shareholders’ Meeting shall resolve issues on the election of the Company’s Board of Directors, the Company’s Internal Audit Commission, on the approval of the Company’s Auditor, Annual Reports, annual Financial Statements, including Income Statements of the Company, as well as the allocation of the Company’s profits, including the dividend payment (declaration), and losses for a fiscal year. The annual General Shareholders’ Meeting may resolve any other issues referred to the Company’s General Shareholders’ Meeting competence. Any General Shareholders’ Meetings, other than the annual General Shareholders’ Meeting, shall be extraordinary. 14.2. As concerns the procedure for preparation for, convention and holding of the General Shareholders’ Meeting, the Company shall be governed by the Federal Joint Stock Companies Law, these Articles of Association and the Company’s internal documents. The Bank of Russia may establish requirements additional to the Federal Joint Stock Companies Law requirements concerning the procedure for preparation for, convention and holding of the General Shareholders’ Meeting.

Article 15. General Shareholders’ Meeting Competence

15.1. The Company’s General Shareholders’ Meeting competence shall include:- 1) making amendments and supplements to the Company’s Articles of Association or approval of a new version of the Company’s Articles of Association; 2) reorganization of the Company; 3) winding up of the Company, appointment of the liquidation commission and approval of the intermediate and final liquidation Balance Sheets; 4) determination of the quantitative composition of the Company’s Board of Directors, election of its members and early termination of their powers; 5) determination of the quantity, par value, category/type of the declared shares and the rights conferred by these shares; 6) increase in the Company’s share capital by increasing the par value of shares, as well as by placing additional shares by private placement, and in other cases when making such resolution is referred to the General Meeting competence by the Federal Joint Stock Companies Law; 7) reduction in the Company’s share capital by reducing the par value of shares, by the Company’s purchase of some shares in order to reduce their total quantity, as well as by the repayment of shares purchased or repurchased by the Company; 8) election of the Company’s Internal Audit Commission members and early termination of their powers; 9) approval of the Company’s Auditor; 9.1) payment (declaration) of dividends based on results of the first quarter, half-year, nine months of a fiscal year; 10) approval of Annual Reports, annual Financial Statements, including Income Statements of the Company, as well as the allocation of the Company’s profits (including the dividend payment/declaration, except for the profit allocated as dividends based on results of the first quarter, half-year, nine months of a fiscal year) and losses for a fiscal year; 11) determination of the procedure for holding the General Shareholders’ Meeting; 12) fractionation and consolidation of shares; 13) resolving to approve of transactions in the cases envisaged in Article 83, Federal Joint Stock Companies Law; 14) resolving to approve of major transactions in the cases envisaged in Article 79, Federal Joint Stock Companies Law; 15) the Company’s purchase of placed shares in the cases envisaged in the Federal Joint Stock Companies Law; 16) resolving to participate in financial and industrial groups, associations and other unions of for-profit entities 17) approval of internal documents governing operations of the Company’s bodies; 17.1) resolving to apply for de-listing of the Company’s shares and/or convertible securities; and 18) resolving of any other issues envisaged in the Federal Joint Stock Companies Law. 15.2. Any issues referred to the General Shareholders’ Meeting competence shall not be referred to the Company’s executive body for resolution. Any issues referred to the General Shareholders’ Meeting competence shall not be referred to the Company’s Board of Directors for resolution, except for the issues envisaged in the Federal Joint Stock Companies Law. 15.3. The General Shareholders’ Meeting shall have no right to review and resolve on the issues not referred to its competence by the Federal Joint Stock Companies Law.

Article 16. General Shareholders’ Meeting Resolution

16.1. Except as envisaged in the federal laws, the following persons shall have the right to vote at the General Shareholders’ Meeting on issues put to vote:- Shareholders holding ordinary shares in the Company; Shareholders holding preferred shares in the Company in the cases envisaged in the Federal Joint Stock Companies Law. A voting share of the Company shall be an ordinary share or a preferred share that provides its holder with the voting right when an issue put to vote is resolved. 16.2. The General Shareholders’ Meeting resolution on any issue put to vote shall be adopted by a simple majority of votes of the shareholders holding voting shares in the Company, who attend the General Shareholders’ Meeting, unless the Federal Joint Stock Companies Law envisages otherwise for the resolution adoption. 16.3. The resolution on the issues envisaged in Paragraphs 2, 6, 12 to 17, Section 15.1 of these Articles of Association shall be adopted by the General Shareholders’ Meeting at the Company’s Board of Directors proposal only. 16.4. The resolution on the issues envisaged in Paragraphs 1 to 3, 5, 15 and 17.1, Section 15.1 of these Articles of Association, shall be adopted by the General Shareholders’ Meeting by the three fourths majority of votes of the shareholders holding voting shares, who attend the General Shareholders’ Meeting. 16.5. The resolution on the issue specified in Paragraph 17.1, Section 15.1 of these Articles of Association, shall inure if the total number of shares, for which repurchase requests have been made, does not exceed the number of shares the Company can repurchase, taking into account the limitations provided for by the Federal Joint Stock Companies Law. 16.6. The procedure for the General Shareholders’ Meeting adoption of a resolution on the procedure for holding the General Shareholders’ Meeting shall be established in an internal document approved by the General Shareholders’ Meeting. 16.7. The General Shareholders’ Meeting shall not be entitled to resolve on the issues not included into a meeting agenda or to change an agenda. 16.8. The General Shareholders’ Meeting resolutions and the composition of the Company’s shareholders attending at its making shall be confirmed by the Registrar.

Article 17. General Shareholders’ Meeting in Absentia, by Poll

17.1. A resolution of the General Shareholders’ Meeting may be adopted without holding a meeting (joint presence of shareholders for discussing its agenda and resolving on the issues put to vote), by poll. 17.2. The General Shareholders’ Meeting shall not be held in absentia, by poll, if its agenda includes the following items:- Election of the Company’s Board of Directors, Election of the Company’s Internal Audit Commission, Approval of the Company’s Auditor, and Approval of Annual Reports, annual Financial Statements, including Income Statements of the Company, as well as the allocation of the Company’s profits, including the dividend payment (declaration), and losses for a fiscal year.

Article 18. General Shareholders’ Meeting Vote Counting

18.1. Votes at the General Shareholders’ Meeting shall be counted on the issue put to vote, the right to vote on which is reserved to the shareholders holding ordinary and preferred shares in the Company, with respect to all voting shares jointly, unless the Federal Joint Stock Companies Law establishes otherwise.

Article 19. General Shareholders’ Meeting Resolution Appeal

19.1. A shareholder shall be entitled to appeal to a court of law against a resolution adopted by the General Shareholders’ Meeting in violation of the Federal Joint Stock Companies Law, other laws and regulations of the Russian Federation, these Articles of Association, if the shareholder has not taken part in the General Shareholders’ Meeting or has voted against the resolution and such resolution violates his/her rights and/or legitimate interests. The application for recognizing a resolution of the General Shareholders’ Meeting as invalid may be submitted to a court of law within three months from the date when the shareholder learns or is to learn about the resolution made and about the circumstances that substantiate its recognition as invalid. Taking into account all the case circumstances, the court of law may uphold the appealed resolution, if the shareholder’s vote could not have influenced the voting results, if the violations are minor, and if the resolution does not entail losses for this shareholder.

Article 20. Right to Attend the General Shareholders’ Meeting

20.1. The list of persons entitled to attend the General Shareholders’ meeting shall be drafted on the basis of the Company’s Shareholders’ Register data. 20.2. The date of drafting the list of persons entitled to attend the General Shareholders’ Meeting may not be less than 10 days and more than 50 days from the date when the resolution to hold the General Shareholders’ Meeting is adopted, and in the case stipulated in Article 53.2, Federal Joint Stock Companies Law, more than 80 days prior to the General Shareholders’ Meeting date. The information on the date of drafting the list of persons entitled to attend the General Shareholders’ Meeting shall be disclosed 7 days prior to such date. 20.3. For the purpose of drafting the list of persons entitled to attend the General Shareholders’ Meeting, a nominal shareholder shall provide data on the persons, in whose interests he/she holds the shares as of the list drafting date. 20.4. The list of persons entitled to attend the General Shareholders’ Meeting shall contain the name of each such person, the data required for his/her identification, the data on the quantity and category (type) of the shares, for which he/she has the voting right, the mailing address in the Russian Federation for sending the General Shareholders’ Meeting notice, voting ballots and voting report. 20.5. The list of persons entitled to attend the General Shareholders’ Meeting shall be provided by the Company for examination at the request of the persons included into the list and holding at least 1% of votes. The data of documents and the mailing address of the individuals included into the list shall only be provided with the consent of such persons. At the request of any stakeholder, the Company shall be obliged to provide the stakeholder with the extract from the list of persons entitled to attend the General Shareholders’ Meeting, containing data on such person, or the certificate that such person is not included into the list of persons entitled to attend the General Shareholders’ Meeting, within three days. 20.6. The list of persons entitled to attend the General Shareholders’ Meeting may only be amended in the case of reinstatement of violated rights of the persons not included into the said list as of the date of its drafting or in the case of correction of the errors made in drafting it.

Article 21. Notification of the General Shareholders’ Meeting

21.1. The General Shareholders’ Meeting notification shall be carried out at least 30 days prior to its date. In the cases envisaged in Paragraphs 2 and 8, Article 53, Federal Joint Stock Companies Law, the notice of an extraordinary General Shareholders’ Meeting shall be made at least 70 days prior to its date. In the above periods of time, the notice of the General Shareholders’ Meeting shall be posted on the Company’s website, www.gazprom.ru, in the Internet information and telecommunications network. The Company shall be entitled to additionally inform shareholders of the General Shareholders’ Meeting via other mass media (on TV, radio). 21.2. The notice of the General Shareholders’ Meeting shall specify:- the full corporate name of the Company and the Company’s location; the General Shareholders’ Meeting form (a meeting in presentia or in absentia, by poll); the date, venue, time of the General Shareholders’ Meeting and, in the case when filled-in ballots may be sent to the Company, according to Paragraph 3, Article 60, Federal Joint Stock Companies Law, the mailing address, at which the filled-in ballots may be sent, or in the case of the General Shareholders’ Meeting in absentia, by poll, the voting ballot receipt cut-off date and the mailing address, at which the filled-in ballots are to be sent; the date of drafting the list of persons entitled to attend the General Shareholders’ Meeting; the General Shareholders’ Meeting agenda; and the procedure for studying information (materials) to be provided in preparation for the General Shareholders’ Meeting, and the address(es), at which they may be studied. 21.3. The information (documents) to be provided to the persons entitled to attend the General Shareholders’ Meeting in preparation for the General Shareholders’ Meeting of the Company shall include: the annual Financial Statements, including the Auditor’s Opinion, the Company’s Internal Audit Commission Opinion based on the annual Financial Statements audit, information on a candidate(s) to the Company’s Board of Directors, the Company’s Internal Audit Commission, draft amendments and supplements to the Company’s Articles of Association or a new version of the Company’s draft Articles of Association, the Company’s draft internal documents, the General Shareholders’ Meeting draft resolutions, and information on the Shareholder Agreements concluded during one year before the General Shareholders’ Meeting date, as envisaged in Paragraph 5, Article 32.1, Federal Joint Stock Companies Law. The Bank of Russia may establish a list of additional information (documents) mandatory for provision to the persons entitled to attend the General Shareholders’ Meeting in preparation for the General Shareholders’ Meeting. The information (materials) envisaged in Sections 21.2 and 21.3 of these Articles of Association shall be available to the persons entitled to attend the General Shareholders’ Meeting within 20 days, and in the case of the General Shareholders’ Meeting agenda including the Company’s reorganization issue, within 30 days before the General Shareholders’ Meeting, for familiarization with it in the Company’s executive body premise and in other locations, the addresses of which are specified in the notice of the General Shareholders’ Meeting. This information (documents) shall be available to the General Shareholders’ Meeting attending persons during the meeting. At the request of the person entitled to attend the General Shareholders’ Meeting, the Company shall be obliged to provide him/her with copies of the said documents. The fee collected by the Company for these copies shall not exceed the costs of making them. 21.4. If a nominal shareholder is registered in the Company’s Shareholders’ Register, the notice of the General Shareholders’ Meeting as well as the information (documents) to be provided to the persons entitled to attend the General Shareholders’ Meeting shall be sent to the nominal shareholder in preparation for the General Shareholders’ Meeting in the electronic form (as electronic documents signed with an electronic signature). The nominal holder of shares shall be obliged to inform its depositors of the notice of the General Shareholders’ Meeting as well as the information (documents) obtained by it according to this Section, in the manner and within the periods of time established in the Russian Federation laws and regulations or the agreements with the depositors.

Article 22. Proposals to the General Shareholders’ Meeting Agenda

22.1. The shareholder(s) jointly holding at least 2 percent of the Company’s voting shares shall be entitled to introduce items into the annual General Shareholders’ Meeting agenda and to nominate candidates to the Company’s Board of Directors and the Company’s Internal Audit Commission, whose number may not exceed the quantitative composition of the appropriate body. Such proposals shall be submitted to the Company within 30 days from the fiscal year end. 22.2. If the proposed agenda of an extraordinary General Shareholders’ Meeting contains the issue as to election of the Company’s Board of Directors members, the Company’s shareholder(s) jointly holding at least 2 percent of the Company’s voting shares shall be entitled to nominate candidates to the Company’s Board of Directors, whose number shall not exceed the quantitative composition of the Company’s Board of Directors. Such proposals shall be submitted to the Company at least 30 days prior to the extraordinary General Shareholders’ Meeting date. 22.3. The proposal to introduce items to the General Shareholders’ Meeting agenda and the proposal to nominate candidates shall be made in writing, indicating the name(s) of the introducing shareholder(s), the quantity and category (type) of the shares held by them, and be signed by the shareholder(s). 22.4. The proposal to introduce items to the General Shareholders’ Meeting agenda shall contain the wording of each proposed item, and the proposal to nominate candidates, the name and data of the identification document (series and/or number of the document, date and venue of its issue, and the issuing authority) for each proposed candidate, the name of the body, to which he is proposed, as well as any other information on him/her, as envisaged in the Company’s internal documents. The proposal to introduce items into the General Shareholders’ Meeting agenda may contain the resolution wording on each proposed item. 22.5. The Company’s Board of Directors shall be obliged to consider the received proposals and to resolve to include the same into the General Shareholders’ Meeting agenda or to refuse to include the same into the said agenda within five days from the expiry of the period established in Sections 22.1 and 22.2 of these Articles of Association. The item proposed by the shareholder(s) shall be included into the General Shareholders’ Meeting agenda, just as the nominated candidates, included into the list of candidates for voting at the elections to the appropriate Company’s body, unless:- the shareholder(s) do not comply with the period of time stipulated in Sections 22.1 and 22.2 of this Article; the shareholder(s) are not holding the Company’s voting share quantity envisaged in Sections 22.1 and 22. 2 of this Article; the proposal does not meet the requirements envisaged in Sections 22.3 and 22.4 of this Article; and the item proposed for inclusion into the Company’s General Shareholders’ Meeting agenda is not referred to the competence and/or does not meet the requirements of the Federal Joint Stock Companies Law and other laws and regulations of the Russian Federation. 22.6. A well-substantiated resolution of the Company’s Board of Directors as to the refusal to include the proposed item into the General Shareholders’ Meeting agenda, or the candidate, into the list of candidates for voting at the elections to the appropriate Company’s body, shall be sent to the introducing or nominating shareholder(s) within three days from its adoption. The Company’s Board of Directors resolution to refuse to include an item into the General Shareholders’ Meeting agenda, or a candidate, into the list of candidates for voting at the elections to the appropriate Company’s body, as well as the Company’s Board of Directors evasion from making the resolution may be appealed against to a court of law. 22.7. In addition to the items proposed for inclusion into the General Shareholders’ Meeting agenda by shareholders and in the absence of such proposals, the absence or insufficiency of the candidates proposed by shareholders to form the appropriate body, the Company’s Board of Directors shall be entitled to include items into the General Shareholders’ Meeting agenda, or candidates, to the list of candidates, at its discretion.

Article 23. Preparation for the General Shareholders’ Meeting

23.1. In preparation for the General Shareholders’ Meeting, the Company’s Board of Directors shall define:- the General Shareholders’ Meeting form (a meeting in presentia or in absentia, by poll); the date, venue, time of the General Shareholders’ Meeting and, in the case when filled-in ballots may be sent to the Company, according to Paragraph 3, Article 60, Federal Joint Stock Companies Law, the mailing address, at which the filled-in ballots may be sent, or in the case of the General Shareholders’ Meeting in absentia, by poll, the voting ballot receipt cut-off date and the mailing address, at which the filled-in ballots are to be sent; the date of drafting the list of persons entitled to attend the General Shareholders’ Meeting; the General Shareholders’ Meeting agenda; the procedure for notifying the shareholders of the General Shareholders’ Meeting; the list of information (documents) provided to shareholders in preparation for the General Shareholders’ Meeting and the provision procedure; and the form and wording of the voting ballot, in the case of ballot voting. 23.2. The annual General Shareholders’ Meeting agenda shall include the election of the Company’s Board of Directors, the Company’s Internal Audit Commission, the approval of the Company’s Auditor, the Annual Reports, the annual Financial Statements, in particular, the Company’s Income Statements as well as the allocation of the Company’s profits, including the dividend payment (declaration), and losses for a fiscal year.

Article 24. Extraordinary General Shareholders’ Meeting

24.1. An extraordinary General Shareholders’ Meeting shall be held by resolution of the Company’s Board of Directors, on its own initiative, at the request of the Company’s Internal Audit Commission, the Company’s Auditor as well as the shareholder(s) holding at least 10 percent of the Company’s voting shares as of the request date. The extraordinary General Shareholders’ Meeting shall be convened by the Company’s Board of Directors at the request of the Company’s Internal Audit Commission, the Company’s Auditor or the shareholder(s) holding at least 10 percent of the Company’s voting shares. 24.2. An extraordinary General Shareholders’ Meeting convened at the request of the Company’s Internal Audit Commission, the Company’s Auditor or the shareholder(s) holding at least 10 percent of the Company’s voting shares shall be held within 50 days from the extraordinary General Shareholders’ Meeting request submission. If the proposed extraordinary General Shareholders’ Meeting agenda contains the issue as to election of the Company’s Board of Directors members, such General Shareholders’ Meeting shall be held within 95 days from the extraordinary General Shareholders’ Meeting request submission. 24.3. If the Company’s Board of Directors is obliged to resolve to hold an extraordinary General Shareholders’ Meeting according to Articles 68 and 70, Federal Joint Stock Company’s Law, such General Shareholders’ Meeting shall be held within 40 days from the Company’s Board of Directors resolution to hold the same. If the Company’s Board of Directors is obliged to resolve to hold the extraordinary General Shareholders’ Meeting to elect of the Company’s Board of Directors members, according to the Federal Joint Stock Companies Law, such General Shareholders’ Meeting shall be held within 90 days from the Company’s Board of Directors resolution to hold the same. 24.4. The request for an extraordinary General Shareholders’ Meeting shall specify the issues to be included into the meeting agenda. The request for an extraordinary General Shareholders’ Meeting may contain the resolution wordings on each of these items as well as the proposal on the General Shareholders’ Meeting form. If the request for an extraordinary General Shareholders’ Meeting contains a proposal to nominate candidates, such proposal shall be covered by the appropriate provisions of Article 53, Federal Joint Stock Companies Law. The Company’s Board of Directors shall not be entitled to reword the agenda items, the resolutions on such items and to change the proposed form of the extraordinary General Shareholders’ Meeting convened at the request of the Company’s Internal Audit Commission, the Company’s Auditor or the shareholder(s) holding at least 10% of the Company’s voting shares. 24.5. If the request for an extraordinary General Shareholders’ Meeting originates from the shareholder(s), it shall contain the name(s) of the shareholder(s) requesting the meeting convention and the quantity, category (type) of their shares. The request for an extraordinary General Shareholders’ Meeting shall be signed by the person(s) requesting the extraordinary General Shareholders’ Meeting convention. 24.6. The Company’s Board of Directors shall resolve to convene or to refuse to convene an extraordinary General Shareholders’ Meeting, within five days from the date of the request by the Company’s Internal Audit Commission, the Company’s Auditor or the shareholder(s) holding at least 10 percent in the Company’s voting shares. The resolution to refuse to convene an extraordinary General Shareholders’ Meeting at the request of the Company’s Internal Audit Commission, the Company’s Auditor or the shareholder(s) holding at least 10% of the voting shares in the Company may be adopted if:- the procedure for the extraordinary General Shareholders’ Meeting request submission, as established in this Article, is not complied with; the shareholder(s) requesting an extraordinary General Shareholders’ Meeting convention are not holders of the Company’s voting share quantity envisaged in Section 24.1 of this Article; none of the issues proposed for inclusion into the General Shareholders’ Meeting agenda is referred to its competence and/or meets the requirements of the Federal Joint Stock Companies Law and other laws and regulations of the Russian Federation. 24.7. The Company’s Board of Directors resolution to convene an extraordinary General Shareholders’ Meeting or a well-substantiated resolution to refuse to convene the same shall be sent to the requesting persons within three days from its adoption. The Company’s Board of Directors resolution to refuse to convene an extraordinary General Shareholders’ Meeting may be appealed against to a court of law. 24.8. If the Company’s Board of Directors does not resolve to convene an extraordinary General Shareholders’ Meeting or resolves to refuse to convene the same, within the term established in Section 24.6 of this Article, the extraordinary General Shareholders’ Meeting may be convened by the bodies and persons requesting its convention. In this case, the bodies and persons convening the extraordinary General Shareholders’ Meeting shall have the powers envisaged in the Federal Joint Stock Companies Law and necessary for the convention and holding of the General Shareholders’ Meeting. In this case, the General Shareholders’ Meeting preparation and holding costs may be reimbursed out of the Company’s funds by resolution of the General Shareholders’ Meeting.

Article 25. Counting Board

25.1. According to the Federal Joint Stock Companies Law, the counting board functions in the Company shall be performed by the Registrar. 25.2. The Counting Board shall verify the powers and register the persons participating in the General Shareholders’ Meeting, determine the General Shareholders’ meeting quorum, explain the issues arising in connection with the shareholders’ (their representatives’) exercising of the voting right at the General Meeting, explain the procedure for voting on the issues put to vote, ensure the established voting procedure and the shareholders’ rights to participate in voting, count votes and sum up voting results, draft the Minutes of the voting results, and transfer voting ballots to the archive.

Article 26. Procedure for Shareholders' Participation in the General Shareholders' Meeting

26.1. The right to participate in the General Shareholders’ Meeting shall be exercised by a shareholder personally and via its representative. A shareholder shall be at any time entitled to replace his/her representative at the General Shareholders’ Meeting or to personally participate in the General Shareholders’ Meeting. A shareholder’s representative at the General Shareholders’ Meeting shall act in accordance with the powers, upon the instructions of the federal laws or the regulations of duly authorized governmental authorities or local authorities or a Power of Attorney in writing. A proxy shall contain information on the represented person and the representative (for an individual: the name, the identification document data (document series and/or number, its issue date, place and issuing authority), for a legal entity: the name, the location information). A proxy shall be issued according to the requirements of Sections 3 and 4, Article 185.1, Civil Code of the Russian Federation, or notarized. 26.2. If the share is transferred after the date of drafting of the list of persons entitled to participate in the General Shareholders’ Meeting and before the General Shareholders’ Meeting date, the person included into this list shall be obliged to issue a proxy to the purchaser or to vote at the General Shareholders’ Meeting in accordance with the share purchaser’s instructions, if it is envisaged in the Share Transfer Contract. 26.3. If a share in the Company is in joint ownership of several persons, the powers to vote at the General Shareholders’ Meeting shall be exercised at their discretion by one of the joint owners or by their joint representative. The powers of each of these persons shall be duly formalized.

Article 27. General Shareholders’ Meeting Quorum

27.1. The General Shareholders’ Meeting shall be competent (have quorum) if the shareholders jointly holding more than a half of votes on the Company’s placed voting shares attend it. The shareholders registered for participation in the General Shareholders’ Meeting and the shareholders whose ballots are received at least two days prior to the General Shareholders’ Meeting date shall be regarded as having participated in the General Shareholders’ Meeting. The shareholders whose ballots are received before the ballot receipt cut-off date shall be deemed to have attended the General Shareholders’ Meeting held in absentia, by poll. 27.2. If the General Shareholders’ Meeting agenda also includes the issues, voting on which is carried out by a different voter compositions, determination of the quorum for resolving on these issues shall be carried out separately. In this case, the absence of quorum for resolving on the issues, voting on which is carried out by one voter composition, shall not prevent from resolving on the issues, voting on which is carried out by another voter composition and for the adoption of which the quorum is available. 27.3. In the absence of the annual General Shareholders’ Meeting quorum, a repeated General Shareholders’ Meeting with the same agenda shall be held. In the absence of an extraordinary General Shareholders’ Meeting quorum, a repeated General Shareholders’ Meeting with the same agenda may be held. The repeated General Shareholders’ Meeting shall be competent (have quorum) if the shareholders jointly holding at least 30% of the Company’s placed voting shares attend it. The notice of the repeated General Shareholders’ Meeting shall be made according to the requirements of Article 52, Federal Joint Stock Companies Law. In this case, provisions of Paragraph 2, Section 1, Article 52, Federal Joint Stock Companies Law, shall not be applied. The voting ballot delivery, sending and publication to hold the repeated General Shareholders’ Meeting shall be carried out in accordance with the requirements of Article 60, Federal Joint Stock Companies Law. 27.4. When a repeated General Shareholders’ Meeting is held less than 40 days after the failed General Shareholders’ Meeting, the persons entitled to participate in the General Shareholders’ Meeting shall be determined according to the list of persons entitled to participate in the failed General Shareholders’ Meeting.

Article 28. General Shareholders’ Meeting Voting

28.1. Voting at the General Shareholders’ Meeting shall be carried out on the principle of “one voting share in the Company – one vote”, except for the cumulative voting in the case envisaged in the Federal Joint-Stock Companies Law.

Article 29. Voting Ballots

29.1. Voting on the General Shareholders’ Meeting agenda items, in particular, on the agenda items of the General Shareholders’ Meeting held in absentia, by poll, shall be carried out by voting ballots. 29.2. When the General Shareholders’ Meeting is held, in particular, in absentia, by poll, the voting ballot shall be sent by ordinary mail or delivered against signature to each person from the list of persons entitled to participate in the General Shareholders’ Meeting, at least 20 days prior to the General Shareholders’ Meeting. 29.3. When the General Shareholders’ Meeting is held, except for the General Shareholders’ Meeting in absentia, by poll, the persons included into the list of persons entitled to participate in the General Shareholders’ Meeting (their representatives) shall be free to attend the meeting or to send filled-in ballots to the Company. When determining the quorum and summing up the voting results, the votes represented by the voting ballots received by the Company at least two days prior to the General Shareholders’ Meeting date shall be counted. 29.4. A voting ballot shall specify:- the full corporate name of the Company and its location; the General Shareholders’ Meeting form (a meeting in presentia or in absentia, by poll); the date, venue, time of the General Shareholders’ Meeting and, in the case when filled-in ballots may be sent to the Company, according to Section 29.3 of these Articles of Association, the mailing address, at which the filled-in ballots may be sent, or in the case of the General Shareholders’ Meeting in absentia, by poll, the voting ballot receipt cut-off date and the mailing address, at which the filled-in ballots are to be sent; the resolution wordings on each agenda item (each candidate’s name), voting on which/whom is carried out by this ballot; the voting options for each agenda item, expressed by the wordings of “in favor”, “against” or “abstained”; and the note that the voting ballot is to be signed by a shareholder. In the case of cumulative voting, a voting ballot shall indicate that and contain an explanation of the cumulative voting subject matter.

Article 30. Ballot Vote Counting

30.1. In the case of ballot voting, the votes on the items, for which the voter leaves only one of the available voting options, shall be counted. The voting ballots filled-in in violation of the above requirement shall be deemed invalid, and the votes on the items therein shall not be counted. If a voting ballot contains several items put to vote, non-compliance with the above requirement with respect to one or more items shall not entail the voting ballot recognition as invalid in general.

Article 31. Minutes and Voting Report

31.1. Based on the voting, the Registrar acting as the Counting Board shall draft the Minutes of the voting results and sign the same. The Minutes of voting results shall be drafted within three business days from the General Shareholders’ Meeting closure or, when the General Shareholders’ Meeting is held in absentia, by poll, from the ballot receipt cut-off date. 31.2. Upon drafting of the Minutes of voting results and signing of the Minutes of the General Shareholders’ Meeting, the voting ballots shall be sealed by the Counting Board and transferred to the Company’s archive for safe custody. 31.3. The Minutes of voting results shall supplement the Minutes of the General Shareholders’ Meeting. 31.4. The resolutions adopted by the General Shareholders’ Meeting and the voting results may be announced at the General Shareholders’ Meeting where the voting takes place and shall be communicated to the persons included into the list of persons entitled to participate in the General Shareholders’ Meeting in the form of the voting report in the manner envisaged for the notification of the General Shareholders’ Meeting, within four business days from the General Shareholders’ Meeting closure date or, when the General Shareholders’ Meeting is held in absentia, by poll, from the ballot receipt cut-off date. If a nominal shareholder is registered in the Company’s Shareholders’ Register as of the date of drafting the list of persons entitled to participate in the General Shareholders’ meeting, the voting report shall be sent electronically (as an electronic document signed with an electronic signature) to the nominal shareholder.

Article 32. General Shareholders’ Meeting Minutes

32.1. The Minutes of the General Shareholders’ Meeting shall be drafted in duplicate within three business days from the General Shareholders’ Meeting closure. Both copies shall be signed by the General Shareholders’ Meeting Chairman and Secretary. 32.2. The Minutes of the General Shareholders’ Meeting shall specify:- the General Shareholders’ Meeting venue and time; the total number of votes the shareholders holding voting shares in the Company have; the number of votes the shareholders participating in the General Shareholders’ Meeting have; and the General Shareholders’ Meeting Chairman (Presidium) and Secretary, the General Shareholders’ Meeting agenda. The Minutes of the Company’s General Shareholders’ Meeting shall contain key points of the speeches, the issues put to vote, the voting results thereon, and the resolutions adopted by the General Shareholders’ Meeting.

CHAPTER VII

Company’s Board of Directors and Company’s Executive Bodies

Article 33. Company’s Board of Directors

33.1. The Company’s Board of Directors shall carry out the overall management of the Company’s operations, except for the resolution of the issues referred to the General Shareholders’ Meeting competence by the Federal Joint Stock Companies Law. 33.2. By resolution of the General Shareholders’ Meeting, the Company’s Board of Directors members may be paid remuneration and/or reimbursed for the performance-related costs in the period of their performance as the Company’s Board of Directors members. The amounts of such remuneration and reimbursement shall be established by resolution of the General Shareholders’ Meeting.

Article 34. Company’s Board of Directors Competence

34.1. The Company’s Board of Directors competence shall include handling of issues of the overall management of the Company’s business, except for the issues referred to the General Shareholders’ Meeting competence by the Federal Joint Stock Companies Law. The Company’s Board of Directors competence shall include:- 1) determination of the top priority lines of the Company’s business; approval of the prospective plans and the main programs of the Company’s business, including the Company’s annual Budget and investment programs; 2) convention of the annual and extraordinary General Shareholders’ Meetings, except for the cases envisaged in Section 8, Article 55, Federal Joint Stock Companies Law; 3) approval of the General Shareholders’ Meeting agenda; 4) determination of the date of drafting the list of persons entitled to participate in the General Shareholders’ Meeting; preliminary approval of the Company’s Annual Report and other issues referred to the Company’s Board of Directors competence according to Chapter VII and other provisions of the Federal Joint Stock Companies Law and related to the preparation for and holding of the General Shareholders’ Meeting; 5) decision-making to increase the Company’s share capital by placing additional shares to the extent of the quantity and categories (types) of declared shares, unless such decision-making is referred to the General Shareholders’ Meeting competence by the Federal Joint Stock Companies Law; 6) the Company’s placement of additional shares, into which the Company’s placed preferred shares of a certain type convertible into the ordinary shares or preferred shares of any other types are converted, unless such placement is related to increase in the Company’s share capital, as well as the Company’s placement of bonds or any other securities, except for shares; 7) determination of the asset price (valuation), the placement price or its determination procedure, and the securities repurchase price in the cases envisaged in the Federal Joint Stock Companies Law; 8) purchase of the Company’s placed shares, bonds and any other securities in the cases envisaged in the Federal Joint Stock Companies Law; 9) establishment of the Company’s executive bodies and early termination of their powers; establishment of the amount of remuneration and compensations to Chairman of the Company’s Management Committee and members of the Company’s Management Committee; agreement of the issue as to their concurrent service in management positions at other companies; 10) agreement, at the recommendation of the Company’s Management Committee Chairman, of the appointment to and the dismissal from the position of Deputy Chairmen of the Company’s Management Committee; 11) recommendations on the remuneration and compensation amounts paid to the Company’s Internal Audit Commission members and determination of the Company’s Auditor fee; 12) recommendations on the share dividend amount and its payment procedure; 13) use of the Company’s surplus and other provisions; 14) approval of the Company’s internal documents, except for the internal documents, approval of which is referred to the General Shareholders’ Meeting competence by the Federal Joint Stock Companies Law, and any other internal documents of the Company, approval of which is referred to the Company’s executive bodies’ competence by these Articles of Association; 15) creation of branches and opening of representative offices of the Company, their liquidation; making the appropriate amendments to the Company’s Articles of Association; 16) approval of major transactions in the cases envisaged in Chapter X, Federal Joint Stock Companies Law; 17) approval of the transactions envisaged in Chapter XI, Federal Joint Stock Companies Law; 18) establishment of the procedure for entering into transactions; 19) establishment of the procedure for liaising with the business entities and companies, in which the Company holds shares and stakes, and decision-making on the issues referred to the Company’s Board of Directors competence according to the procedure; 20) approval of the Company’s Registrar and terms and conditions of an agreement with it, as well as the agreement termination; 21) setting up committees and commissions at the Company’s Board of Directors; approval of their compositions and the regulations thereon; 22) decision-making on the Company’s participation in other companies (except for the companies specified in Article 48.1.18, Federal Joint Stock Companies Law) and the participation termination; 22.1) applying for the listing of the Company’s shares and/or convertible securities; and 23) any other issues of the Company’s business. 34.2. The issues referred to the Company’s Board of Directors competence shall not be referred to the Company’s executive body for resolution.

Article 35. Election of the Company’s Board of Directors

35.1. The Company’s Board of Directors members shall be elected by the General Shareholders’ Meeting in the manner envisaged in the Federal Joint Stock Companies Law and these Articles of Association, till the next annual General Shareholders’ Meeting. If the annual General Shareholders’ Meeting is not held within the periods of time specified in Article 47.1, Federal Joint Stock Companies Law, the Company’s Board of Directors powers shall terminate, except for the powers to prepare for, convene and hold the annual General Shareholders’ Meeting. 35.2. The persons elected to the Company’s Board of Directors may be re- elected indefinitely. By resolution of the General Shareholders’ Meeting, the powers of all members of the Company’s Board of Directors may be early terminated. 35.3. The Company’s Board of Directors member shall be an individual only. A member of the Company’s Board of Directors may not be the Company’s shareholder. The Company’s collegial executive body members may not account for more than one fourth of the Company’s Board of Directors. The person acting as the sole executive body shall not be the Company’s Board of Directors Chairman at the same time. 35.4. The quantitative composition of the Company’s Board of Directors shall be determined by the General Shareholders’ Meeting but shall not be less than 9 members. 35.5. The Company’s Board of Directors member elections shall be carried out by cumulative voting. In the case of cumulative voting, the number of votes held by each shareholder shall be multiplied by the number of persons to be elected to the Company’s Board of Directors, and a shareholder shall be free to give the votes so obtained for one candidate only or to share the same among two and more candidates. The candidates with the greatest number of received votes shall be deemed elected to the Company’s Board of Directors.

Article 36. Company’s Board of Directors Chairman

36.1. The Company’s Board of Directors Chairman shall be elected out of the Company’s Board of Directors members by such members, by a majority of the total number of the Company’s Board of Directors members’ votes. The Company’s Board of Directors shall elect the Board of Directors Deputy Chairman out of the Board of Directors members, by a majority of the total number of the Board of Directors members’ votes. The Company’s Board of Directors shall be entitled to re-elect its Chairman and/or its Deputy at any time, by a qualified majority of votes – at least two thirds of the Board of Directors members’ votes. 36.2. By resolution of the Company’s Board of Directors, the Company’s Board of Directors Chairman or its Deputy or the Company’s Management Committee Chairman shall chair at the General Shareholders’ Meeting. 36.3. The Company’s Board of Directors Chairman shall arrange for its operations, convene the Company’s Board of Directors meetings and chair at them, and arrange for keeping the Minutes at the meetings. 36.4. If there is no Chairman of the Company’s Board of Directors, its functions shall be performed by the Board of Directors Deputy Chairman, and if there is no Chairman of the Board of Directors and no Deputy Chairman of the Board of Directors, one of the Company’s Board of Directors members, by resolution of the Company’s Board of Directors.

Article 37. Company’s Board of Directors Meetings

37.1. A meeting of the Company’s Board of Directors shall be convened by the Company’s Board of Directors Chairman on his/her own initiative, at the request of the Board of Directors member, the Management Committee, the Management Committee Chairman, the Internal Audit Commission or the Company’s Auditor. 37.2. The quorum for a meeting of the Company’s Board of Directors with the agenda items, resolutions on which are adopted by a majority of votes of the Board of Directors members participating in the meeting, shall be more than a half of the Board of Directors elected members. If the number of the Company’s Board of Directors members becomes less than the established quorum, the Company’s Board of Directors shall resolve to hold an extraordinary General Shareholders’ Meeting to elect a new composition of the Company’s Board of Directors. 37.3. Resolutions at the Company’s Board of Directors meeting shall be adopted by a majority of votes of the Board of Directors members participating in the meeting (a simple majority of votes), unless envisaged otherwise in the Federal Joint Stock Companies Law or these Articles of Association. When determining the quorum and the results of voting on the agenda items, resolutions on which are adopted by a simple majority of votes, a written opinion of the Board of Directors member, who does not attend the meeting, may be taken into account in the cases and the manner envisaged in the Regulations on the Company’s Board of Directors, as approved of by the General Shareholders’ Meeting. 37.4. Resolutions of the Company’s Board of Directors shall be adopted unanimously, by all members of the Board of Directors, on the following issues:- On putting forward to the General Shareholders’ Meeting for review, and on including into the General Shareholders’ Meeting agenda, of the issues as to the Company’s reorganization or winding up and the liquidation commission appointment; On entering into a major transaction, the subject matter of which is the property valued from 25% to 50% of the book value of the Company’s assets as of the date of the resolution to enter into the transaction; On the Company’s placement of convertible bonds and other convertible securities; and On the increase in the Company’s share capital by placement of additional shares to the extent of the quantity of declared shares. When the Company’s Board of Directors decision-making requires unanimity, the votes of the Board of Directors former members shall not be taken into account. 37.5. The qualified majority of votes – at least two thirds of the Board of Directors members’ votes – shall resolve on the following:- to refuse to convene an extraordinary General Shareholders’ Meeting; to refuse to include an item into the General Shareholders’ Meeting agenda, or a candidate, into the list of candidates for the election to the Company’s Board of Directors and the Company’s Internal Audit Commission, in the cases envisaged in Article 55.6 and Article 53.5, Federal Joint Stock Companies Law; to early re-elect the Company’s Board of Directors Chairman and/or its Deputy. When the Company’s Board of Directors makes decisions that require the qualified majority of votes, the votes of the Board of Directors former members shall not be taken into account. 37.6. Resolutions of the Company’s Board of Directors that require unanimity or a qualified majority of votes shall only be adopted at the Company’s Board of Directors meetings in the presence of the Board of Directors members, by voting in person. Any other resolutions may be adopted by voting in absentia (poll). 37.7. The procedure for convention and holding of the Company’s Board of Directors meetings and for the Company’s Board of Directors decision-making in absentia, by poll, shall be defined in the Regulations on the Board of Directors, as approved of by the General Shareholders’ Meeting. 37.8. The Company’s Board of Directors members shall perform their duties related to the Board of Directors membership personally. Appointment of another person, including another member of the Board of Directors, by members of the Board of Directors as their representative for the participation in the Board of Directors meeting, or assigning of another person to sign a voting ballot for decision- making in absentia, by poll, shall not be allowed. 37.9. Each member of the Company’s Board of Directors shall have one vote, unless envisaged otherwise in Article 77 and Article 83.3, Federal Joint Stock Companies Law. A voting right transfer by the Company’s Board of Directors member to another person, including another member of the Board of Directors, shall be prohibited. In the case of equality of votes of the Company’s Board of Directors members, the Board of Directors Chairman shall have a casting vote. The Board of Directors Deputy Chairman or another member of the Board of Directors acting as the Board of Directors Chairman in the latter’s absence shall not have a casting vote at the Board of Directors meetings. 37.10. The Company’s Board of Directors shall keep minutes at its meetings. The Minutes of the Company’s Board of Directors meeting shall be drafted within three days from its holding. The meeting Minutes shall specify:- Its venue and time; The persons attending the meeting; The meeting Agenda; The items put to vote and the results of voting thereon; and The resolutions adopted. The Minutes of the Company’s Board of Directors meeting shall be signed by the meeting Chairman responsible for the proper drafting of the Minutes. 37.11. If the Company’s Board of Directors adopts resolutions by poll, the following shall be recorded in the meeting (absentee voting) Minutes:- the meeting date (the date of the filled-in ballot submission to the Board of Directors, as specified in the ballot, or, if all of the ballots are received before that date, the date of the Board of Directors receipt of the last signed ballot); the Board of Directors members who have submitted the signed voting ballots on or before the meeting date; the agenda; the items put to vote and the results of voting thereon; and the resolutions adopted. The meeting (absentee voting) Minutes shall be drafted within 3 days from the meeting date. The meeting (absentee voting) Minutes shall be signed by the Company’s Board of Directors Chairman. The Minutes shall be accompanied with the voting ballots signed by the Company’s Board of Directors members. 37.12. A member of the Company’s Board of Directors, who has not taken part in the voting or has voted against the resolution adopted by the Company’s Board of Directors in violation of the procedure established in the Federal Joint Stock Companies Law, other laws and regulations of the Russian Federation, these Articles of Association, shall be entitled to appeal against such resolution to a court of law, if this resolution violates his/her rights and legitimate interests. Such resolution may be submitted to a court of law within one month from the date when the Company’s Board of Directors member learns or should learn about the adopted resolution.

Article 38. Company’s Executive Bodies. Company’s Sole Executive Body

38.1. The Company’s executive bodies shall be: the Company’s Management Committee Chairman (the sole executive body) and the Company’s Management Committee (collegial executive body). The executive bodies shall be accountable to the Company’s Board of Directors and the General Shareholders’ Meeting. 38.2. The competence of the Company’s executive bodies shall include all of the Company’s current operations management issues, except for the issues referred to the competence of the General Shareholders’ Meeting or the Company’s Board of Directors. The Company’s executive bodies shall arrange for the fulfillment of the resolutions adopted by the General Shareholders’ Meeting and the Company’s Board of Directors. 38.3. The Company’s Management Committee Chairman shall be entitled to resolve all of the Company’s current operations management issues, except for the issues referred to the competence of the Company’s General Shareholders’ Meeting, the Company’s Board of Directors and the Company’s Management Committee. The Company’s Management Committee Chairman shall act on the Company’s behalf without a Power of Attorney, in particular, represent its interests, enter into transactions on the Company’s behalf, approve of the manning table, issue orders, instructions, assignments, which are binding upon all employees, sign all documents on the Company’s behalf, approve of the Company’s internal documents that govern its current operations, except for the internal documents on the Company’s operations, approval of which is referred to the competence of the Company’s General Shareholders’ Meeting, the Company’s Board of Directors and the Company’s Management Committee in accordance with these Articles of Association. The Company’s Management Committee Chairman shall also be entitled, upon agreement with the Company’s Board of Directors, to appoint its deputies to act in accordance with the competence divided among them by the Management Committee Chairman. The Company’s Management Committee Chairman shall be entitled to appoint a person out of the Company’s officials to temporarily act as the Management Committee Chairman for the time of his/her absence and in any other circumstances. 38.4. The Company’s Management Committee Chairman shall represent the Company’s Management Committee at the Board of Directors meetings and the General Shareholders’ Meetings. 38.5. The Company’s Management Committee Chairman and Company’s Management Committee members shall be elected for 5 years by the Company’s Board of Directors. The Company’s Board of Directors shall be entitled to resolve to early terminate the powers of the Company’s Management Committee Chairman, the Company’s Management Committee members and to set up new executive bodies at any time. 38.6. Rights and obligations of the Company’s Management Committee Chairman and the Company’s Management Committee members in the Company’s current operations management shall be defined by the Federal Joint Stock Companies Law, other laws and regulations of the Russian Federation, and the agreement each of them concludes with the Company. The agreement shall be signed on the Company’s behalf by the Company’s Board of Directors Chairman or the person authorized by the Company’s Board of Directors. Relations between the Company and the Company’s Management Committee Chairman and the Company’s Management Committee members shall be governed by the Russian employment law to the extent it does not contradict the Federal Joint Stock Companies Law provisions. Concurrent service of the person acting as the Company’s Management Committee Chairman and of the Company’s Management Committee members in the management positions at other companies shall only be allowed upon the Company’s Board of Directors consent.

Article 39. Company’s Collegial Executive Body

39.1. The Company’s Management Committee shall act pursuant to the Company’s Articles of Association and the Regulations on the Company’s Management Committee, as approved by the General Shareholders’ Meeting, which establishes the time of, procedure for the convention and holding of the Company’s Management Committee meetings, as well as the procedure for its decision-making. 39.2. The Company’s Management Committee competence shall include:- 1) elaboration of the Company’s business prospective plans and programs to be submitted to the Company’s Board of Directors, including the Company’s annual Budget and investment programs; drafting of progress reports on their implementation and development and approval of the Company’s current business plans; 2) arranging for the gas flow management, gas transportation, sales and carrying out of the control over the Unified Gas Supply System of the Russian Federation functioning; 3) approval of the domestic gas settlement prices and domestic settlement tariffs for gas transportation services; establishment of the procedure for settlements for gas and other product supplies as well as for the gas transportation services provision; 4) arranging for the control over the Company’s long-term and current plans and programs fulfillment, over the Company’s investment, financial and other projects implementation; 5) approval of the rules that secure the proper and reliable accounting in the Company and the timely filing of the Annual Report and other Financial Statements with the appropriate bodies as well as the Company’s business information provided to its shareholders, lenders and to mass media; 6) establishment of the procedure for shareholders’ studying of the information on the Company; 7) establishment of the accounting procedure for the Company’s affiliates; 8) approval of the Company’s internal documents falling within the Company’s Management Committee competence; and 9) resolution of any other issues of the Company’s current operations, which are put forward by the Company’s Management Committee Chairman for the Company’s Management Committee consideration. 39.3. A meeting of the Company’s Management Committee shall be competent (have quorum) if at least a half of the Company’s Board of Directors elected members take part in it. 39.4. If the number of the Company’s Management Committee members becomes less than the number that constitutes the quorum indicated in Section 39.3 of these Articles of Association, the Company’s Board of Directors shall be obliged to set up the Management Committee that is competent to make resolutions. 39.5. Minutes shall be kept at the Company’s Management Committee meetings. The Minutes of the Company’s Management Committee meeting shall be provided to members of the Board of Directors, the Internal Audit Commission and the Company’s Auditor at their request. The Company’s Management Committee Chairman shall arrange for the Company’s Management Committee meetings. The Company’s Management Committee member voting right transfer to another person, including another member of the Company’s Management Committee, shall not be allowed.

Article 40. Company’s Board of Directors Member, Company’s Management Committee Chairman and Company’s Management Committee Members Responsibility

40.1. The Company’s Board of Directors members, the Company’s Management Committee Chairman, the Company’s Management Committee members shall, in exercising their rights and performing their duties, act in the Company’s interests, exercise their rights and perform their duties with respect to the Company in good faith and reasonably, and keep confidential the Company’s business information that constitutes business or commercial secret. 40.2. The Company’s Board of Directors members, the Company’s Management Committee Chairman, the Company’s Management Committee members shall be liable in accordance with the Russian law.

CHAPTER VIII

Major Transactions

Article 41. Major Transaction

41.1. A major transaction shall be a transaction (including a loan, credit, pledge, surety) or several related transactions for the purchase, disposal or potential disposal by the Company, directly or indirectly, of the property valuated at 25 and more percent of the book value of the Company’s assets, based on its Financial Statements as of the most recent reporting date, except for the transactions entered into in the ordinary course of the Company’s business, the transactions related to the Company’s ordinary share placement by subscription (sales), the transactions related to the placement of securities convertible into the Company’s ordinary shares, and the transactions, conclusion of which is mandatory for the Company in accordance with the federal laws and/or any other laws and regulations of the Russian Federation and settlements under which are made at the prices determined in the manner established by the Russian Federation Government or at the prices and tariffs established by a federal executive authority authorized by the Russian Federation Government. In the case of any property disposal or potential disposal, the book value of the Company’s assets shall be compared with the value of such property, as determined based on the accounting data, and in case of a property purchase, with the its purchase price. 41.2. To enable the Company’s Board of Directors and the General Shareholders’ Meeting to resolve to approve a major transaction, the disposed or purchased property (services) price shall be determined by the Company’s Board of Directors in accordance with Article 77, Federal Joint Stock Companies Law.

Article 42. Major Transaction Approval Procedure

42.1. A major transaction shall be approved by the Company’s Board of Directors or the General Shareholders’ Meeting in accordance with this Article. 42.2. The resolution to approve a major transaction for the property valuated from 25% to 50% of the book value of the Company’s assets shall be adopted by all members of the Company’s Board of Directors unanimously, without taking into account the votes of the Company’s Board of Directors former members. If the unanimity of the Company’s Board of Directors on approval of a major transaction is not reached, the approval of a major transaction may be referred, by resolution of the Company’s Board of Directors, to the General Shareholders’ Meeting for resolution. In this case, the resolution to approve of a major transaction shall be adopted by the General Shareholders’ Meeting by a majority of votes of the shareholders holding voting shares and attending the General Shareholders’ Meeting. 42.3. A resolution to approve a major transaction for the property valuated at over 50% of the book value of the Company’s assets shall be adopted by the General Shareholders’ Meeting by the three fourths majority of votes of the shareholders holding voting shares and attending the General Shareholders’ Meeting. 42.4. The resolution to approve a major transaction shall specify the person(s) being a party (parties) to or the beneficiary(ies) of the transaction, the price, the transaction subject matter, and any other material conditions. 42.5. If a major transaction is also a related party transaction, provisions of Chapter XI, Federal Joint Stock Companies Law, shall only apply to its conclusion procedure. 42.6. A major transaction entered into in violation of this Article may be recognized as invalid at the Company’s or any shareholder’s claim.

Article 43. Purchase of over 30% Stake in the Company

More than 30% stake in the Company shall be purchased in accordance with the provisions of Chapter XI.1, Federal Joint Stock Companies Law.

CHAPTER IX

Interest in the Company’s Entering into Transaction

Article 44. Interest in the Company’s Entering into Transaction 44.1. Any transactions (including ф loan, credit, pledge, surety), in which the Company’s Board of Directors member, the Company’s Management Committee Chairman, the Company’s Management Committee member or the Company’s shareholder holding, jointly with its affiliates, 20 and more percent of the Company’s voting shares, as well as the person entitled to give binding instructions to the Company, is interested, shall be concluded by the Company in accordance with the provisions of this Chapter of the Company’s Articles of Association. These persons shall be recognized as interested in the Company’s entering into a transaction in the cases when they, their spouses, parents, children, siblings and half-brothers and sisters, adoptive parents and adopted children and/or their affiliates:- are a party to, a beneficiary of, an intermediate or a representative under the transaction; hold (each of them individually or jointly) 20 and more percent of shares (stakes) of the legal entity being a party to, a beneficiary of, an intermediate or a representative under the transaction; and hold management positions at the legal entity being a party to, a beneficiary of, an intermediate or a representative under the transaction, as well as management positions at the management company of such legal entity. 44.2. The provisions on approval of related party transactions shall not apply to some transaction categories provided for by the Federal Joint Stock Companies Law.

Article 45. Information on Interest in the Company’s Entering into Transaction

45.1. The persons specified in Article 44 of these Articles of Association shall communicate the following information to the Company’s Board of Directors, the Company’s Internal Audit Commission and the Company’s Auditor:- on the legal entities, in which they hold, either individually or jointly with their affiliate(s), 20 or more percent of voting shares (stakes); on the legal entities, where they hold management positions; and on the concluded or to-be-concluded transactions they are aware of, under which they may be recognized as the interested persons.

Article 46. Related Party Transaction Approval Procedure

46.1. A related party transaction shall be approved by the Company’s Board of Directors or the General Shareholders’ Meeting before its conclusion in accordance with this Article. 46.2. The resolution to approve a related party transaction shall be adopted by the Company’s Board of Directors by a majority of votes of the independent directors disinterested in entering into it. If all members of the Company’s Board of Directors are recognized as interested and/or are not independent directors, the transaction may be approved by the General Shareholders’ Meeting resolution adopted in the manner envisaged in Section 46.3 of these Articles of Association. An independent director shall be a member of the Company’s Board of Directors, who is not and has not been during one year preceding the decision- making date:- a person acting as the Company’s sole executive body, including its manager, its collegial executive body member, and the person holding management positions at the management company; a person whose spouse, parents, children, siblings or half-brothers and systems, adoptive parents and adopted children are the persons holding management positions in the above-mentioned bodies of the Company, at the management company of the Company or being the Company’s manager; and the Company’s affiliate, except for the Company’s Board of Directors member. 46.3. The resolution to approve a related party transaction shall be adopted by the General Shareholders’ Meeting by a majority of votes of all shareholders disinterested in the transaction and holding voting shares in the following cases:- if the subject matter of a transaction or several related transactions is the property, the value of which, according to the Company’s accounting data (the purchased property offer price), accounts for 2 and more percent of the book value of the Company’s assets, according to its accounting data as of the most recent reporting date, except for the transactions envisaged in Paragraphs 3 and 4 of this Section; if a transaction or several related transactions are the placement by subscription or sales of the shares that represent over 2% of the ordinary shares earlier placed by the Company and the ordinary shares, into which the earlier placed convertible securities may be converted; and if a transaction or several related transactions are the placement by subscription of convertible securities that may be converted into ordinary shares representing over 2% of the ordinary shares earlier placed by the Company and the ordinary shares, into which the earlier placed convertible securities may be converted. 46.4. A related party transaction shall not be approved by the General Shareholders’ Meeting, as envisaged in Section 46.3 of these Articles of Association, if the transaction conditions do not materially differ from conditions of similar transactions concluded between the Company and the interested person in the ordinary course of the Company’s business before the time the interested person is recognized as such. This exception shall only apply to the related party transactions entered into in the period from the date the interested person is recognized as such to the date of the next annual General Shareholders’ Meeting. 46.5. The person(s) being a party (parties) to or a beneficiary (beneficiaries) of the transaction, its price, subject matter and its other material conditions shall be specified in the related party transaction approval resolution. The General Shareholders’ Meeting may resolve to approve a transaction (transactions) between the Company and the interested party, which may be entered into in the ordinary course of the Company’s business in the future. In this case, the General Shareholder’s Meeting resolution shall also specify the maximum amount of such transaction(s). The resolution shall be effective till the next annual General Shareholders’ Meeting. 46.6. To enable the Company’s Board of Directors and the General Shareholders’ Meeting to resolve to approve of a related party transaction, the disposed or purchased property or services price shall be determined by the Company’s Board of Directors in accordance with Article 77, Federal Joint Stock Companies Law. 46.7. The Bank of Russia may establish any additional requirements to the procedure for entering into a related party transaction.

Article 47. Related Party Transaction Requirement Non-Compliance Consequences

47.1. A related party transaction entered into in violation of the requirements to the transaction, as specified in the Federal Joint Stock Companies Law, may be recognized as invalid at the Company’s or any shareholder’s claim. 47.2. An interested party shall be liable to the Company in the amount of losses incurred by the Company through this party’s actions. If several persons are liable, their liability to the Company shall be joint.

CHAPTER X

Control over the Company’s Financial and Business Operations

Article 48. Company’s Internal Audit Commission

48.1. To control over the Company’s financial and business operations, the General Shareholders’ Meeting shall elect the Company’ Internal Audit Commission. By resolution of the General Shareholders’ Meeting, the Company’s Internal Audit Commission members may be paid remuneration and/or reimbursed for their performance-related costs in the period of their performance of duties. The amounts of such remuneration and reimbursement shall be established by resolution of the General Shareholders’ Meeting. 48.2. In addition to the matters envisaged in the Federal Joint Stock Companies Law, the Company’s Internal Audit Commission competence shall include:- - audit and analysis of the Company’s financial standing, its solvency, operations of the internal control system and the financial and operating risk management systems, the asset liquidity, the equity to borrowings ratio; - audit of timeliness and correctness of settlements with the counterparties, the budget as well as the salary, social insurance, dividend accrual and payment and other settlements; - audit of compliance with the applicable standards and rules, approved estimates and other documents that govern the Company’s operations as well as fulfillment of the General Shareholders’ Meeting resolutions, when using materials, labor and financial resources in production and financial/business operations; - audit of legitimacy of the Company’s business transactions entered into under the contracts and deals concluded on the Company’s behalf; - audit of the Company’s cash and property, efficient use of the Company’s assets and other resources, identification of reasons for non-productive losses and costs; - audit of fulfillment of the orders to eliminate any violations and drawbacks found by the Internal Audit Commission earlier; and - audit of conformity of the resolutions on financial and business issues, which are adopted by the Company’s Management Committee and the Company’s Board of Directors, to the Company’s Articles of Association and the General Shareholders’ Meeting resolutions. The operating procedure of the Company’s Internal Audit Commission shall be defined by the Regulations on the Internal Audit Commission, as approved by the General Shareholders’ Meeting. 48.3. The Company’s financial and business operations shall be audited (inspected) based on the Company’s annual performance as well as at any time on the Company’s Internal Audit Commission initiative, by resolution of the General Shareholders’ Meeting, the Company’s Board of Directors or at the request of the Company’s shareholder(s) jointly holding at least 10 percent of the Company’s voting shares. 48.4. At the request of the Company’s Internal Audit Commission, the persons holding management positions at the Company’s shall be obliged to provide the documents on the Company’s financial and business operations. 48.5. The Company’s Internal Audit Commission shall be entitled to require that an extraordinary General Shareholders’ Meeting be convened in accordance with Article 55, Federal Joint Stock Companies Law. 48.6. The Company’s Internal Audit Commission members shall not be the Company’s Board of Directors members or hold other management positions at the Company at the same time. The shares held by the Company’s Board of Directors members or the persons holding management positions at the Company shall not be counted in the voting when the Company’s Internal Audit Commission members are elected.

Article 49. Company’s Auditor

49.1. The Company’s Auditor (audit company) shall audit the Company’s financial and business operations in accordance with the laws and regulations of the Russian Federation, pursuant to the contract concluded with him/her/it. 49.2. The General Shareholders’ Meeting shall approve of the Company’s Auditor. The Auditor’s fee shall be established by the Company’s Board of Directors.

Article 50. Company’s Internal Audit Commission Opinion or the Company’s Auditor Opinion

50.1. Based on the Company’s financial and business operations, the Company’s Internal Audit Commission or the Company’s Auditor shall draft the opinion that shall contain:- the reliability confirmation of the data in the Company’s reports and other financial documents; the actual information on any violation of the procedure for accounting and filing Financial Statements, as established in the Russian Federation laws and regulations, as well as of any laws of the Russian Federation, in the financial and business operations.

CHAPTER XI

Company’s Arbitration Court

Article 51. Company’s Arbitration Court

51.1. The Company shall create the standing Arbitration Court for the settlement of business disputes. 51.2. The competence of and establishment procedure for the Company’s Arbitration Court shall be defined in the regulations approved by the Company’s Board of Directors in accordance with the law. The Arbitration Court shall elaborate and approve of the regulations defining the dispute settlement procedure.

CHAPTER XII

Accounting and Reporting, the Company’s Documents. Information on the Company

Article 52. Company’s Accounting and Financial Statements

52.1. The Company shall keep accounting records and file Financial Statements in the manner established in the Federal Joint Stock Companies Law and other laws and regulations of the Russian Federation. The Company shall draft and file the consolidated accounts and the consolidated Financial Statements in the established manner. 52.2. The Company’s Management Committee Chairman shall be responsible for the establishment, state and reliability of the Company’s accounting, for the timely filing of the Annual Report and other Financial Statements to the appropriate authorities, as well as of the information on the Company’s business, to shareholders, lenders and to mass media, in accordance with the Federal Joint Stock Companies Law, other laws and regulations of the Russian Federation and these Articles of Association. 52.3. The reliability of data in the Company’s Annual Report and the Company’s Financial Statements shall be confirmed by the Company’s Internal Audit Commission. Before the Company’s publication of any documents indicated in this Section, in accordance with Article 92, Federal Joint Stock Companies Law, the Company shall engage an independent auditor with no proprietary interests with respect to the Company or its shareholders to annually audit and verify the annual accounts (Financial Statements). 52.4. The Company’s Annual Report shall be subject to the Company’s Board of Directors preliminary approval at least 30 days prior to the annual General Shareholders’ Meeting date.

Article 53. Company’s Document Safe Custody

53.1. The Company shall keep the following documents:- the Company’s Articles of Association and any amendments and supplements thereto, which are registered in the established manner, the resolution to establish the Company, the Company’s state registration document; the documents evidencing the Company’s rights to the property on its Balance Sheet; the Company’s internal documents; the Regulations on the Company’s branch or representative office; Annual Reports; accounting records; Financial Statements; Minutes of the General Shareholders’ Meetings, meetings of the Company’s Board of Directors, the Company’s Internal Audit Commission and the Company’s Management Committee; voting ballots as well as Powers of Attorney (their copies) for participation in the General Shareholders’ Meeting; independent appraisers’ reports; lists of the Company’s affiliates; lists of the persons entitled to attend the General Shareholders’ Meeting and the persons entitled to receive dividends as well as any other lists drafted by the Company to enable shareholders to exercise their rights according to the Federal Joint Stock Companies Law; Opinions of the Company’s Internal Audit Commission, the Company’s Auditor, and federal and municipal financial control authorities; Securities Prospectuses, quarterly Issuer’s Reports and other documents that contain information to be published or disclosed otherwise in accordance with the Federal Joint Stock Companies Law and other federal laws; Notices of entering into the Shareholders’ Agreements, sent to the Company, as well as the lists of persons who/that have concluded such agreements; Court Rulings on the disputes related to the Company’s establishment, management or participation in it; and any other documents envisaged in the Federal Joint Stock Companies Law, these Articles of Association, the Company’s internal documents, resolutions of the General Shareholders’ Meeting, the Company’s Board of Directors, the Company’s Management Committee Chairman, the Company’s Management Committee, as well as the documents envisaged in the laws and regulations of the Russian Federation. 53.2. The Company shall keep the documents envisaged in Section 53.1 of these Articles of Association at its Management Committee location in the manner and for the periods of time established by the Bank of Russia.

Article 54. Company’s Disclosures

54.1. The information on the Company shall be disclosed by it in accordance with the Federal Joint Stock Companies Law and other laws and regulations of the Russian Federation.

Article 55. Company’s Disclosures to Shareholders

55.1. The Company shall provide shareholders with access to the documents envisaged in Article 89.1, Federal Joint Stock Companies Law. The shareholder(s) jointly holding at least 25 percent of the voting shares in the Company shall have the right of access accounting documents and Minutes of the Company’s Management Committee meetings. 55.2. The documents envisaged in Section 55.1 of these Articles of Association shall be provided by the Company in the Company’s Management Committee premises within seven days from the appropriate familiarization request date. The Company shall, at the request of the persons entitled to access the documents envisaged in Section 55.1 of these Articles of Association, provide them with copies of the said documents. The fee charged by the Company for the provision of these copies shall not exceed the costs of making them. Any additional requirements to the procedure for providing the documents specified in this Section as well as to the procedure for providing copies of such documents shall be established in the Bank of Russia regulations. 55.3. The Company shall provide shareholders with access to the court rulings available to the Company on any dispute related to the Company’s establishment, management or participation in it, including the arbitration tribunal awards for the instigation of legal proceedings with regard to the case and the acceptance of the statement of claim or the statement on changes the grounds or the subject matter of the earlier stated claim. Within three days from the shareholder’s making the respective request, these documents shall be provided by the Company for study in the Company’s executive body premises. The Company shall, at a shareholder’s request, provide him/her with copies of the said documents. The fee charged by the Company for the provision of such copies shall not exceed the costs of making them. 55.4. The Company shall provide annual and intermediate consolidated Financial Statements to shareholders and to the Bank of Russia. The annual and intermediate consolidated Financial Statements shall be signed by the Company’s Management Committee Chairman and Chief Accountant and shall be made available to the Company’s shareholders by posting on the Company’s website, www.gazprom.ru, in the Internet information and telecommunications network. The annual consolidated Financial Statements shall be provided to the Company’s shareholders annually, before the General Shareholders’ Meeting, but in any event within 120 days from the year-end and shall be subject to mandatory audit. The Auditor’s Opinion shall be provided to shareholders and the Bank of Russia together with the annual consolidated Financial Statements. The intermediate Financial Statements shall be provided to shareholders within 10 days from their signature by the Company’s Management Committee Chairman and Chief Accountant. The annual and intermediate consolidated Financial Statements shall be provided to the Bank of Russia in the manner defined by the Bank of Russia.

Article 56. Company’s Mandatory Disclosures

56.1. The Company shall disclose:- the Company’s Annual Report, annual accounts; the Company’s Securities Prospectus in the cases envisaged in the Russian Federation laws and regulations; the Notice of the General Shareholders’ Meeting in the manner envisaged in the Federal Joint Stock Companies Law; and other information defined by the Bank of Russia. 56.2. In case of the Company’s public placement of bonds or other securities, the mandatory disclosure shall be carried out by the Company to the extent and in the manner established by the Bank of Russia. 56.3. The Company shall provide access to information on the Company’s net asset value determined in accordance with the Federal Joint Stock Companies Law to any interested person in the manner provided for by the Russian law.

Article 57. Company’s Affiliate Information

57.1. A person shall be recognized as an affiliate in accordance with the Russian law. 57.2. The Company’s affiliates shall notify the Company in writing of their shares in the Company, indicating their quantity and categories (types), within 10 days from the share purchase date. 57.3. If the said information non-disclosure or delay through the affiliate’s fault results in any proprietary damages to the Company, the affiliate shall be liable to the Company in the amount of damages caused. 57.4. The Company shall keep accounting of its affiliates and file statements on them in accordance with the requirements of the Russian Federation law.

CHAPTER XIII

Company’s Reorganization and Liquidation

Article 58. Company’s Reorganization

58.1. The Company may be reorganized voluntarily by merger, takeover, separation, split-off and transformation in the manner envisaged in the Federal Joint Stock Companies Law. Any other reasons and procedure for the Company’s reorganization shall be defined by the Russian Federation Civil Code and other federal laws. 58.2. The Company shall be deemed reorganized, except for the cases of reorganization by takeover, from the state registration date of newly established legal entities. When the Company is reorganized by takeover by another company, the Company shall be deemed reorganized upon making the Company’s operations termination entry to the Unified State Register of Legal Entities.

Article 59. Company’s Winding Up

59.1. The Company may be wound up in the manner established by the federal laws and these Articles of Association, taking into account the requirements of the Federal Law on Gas Supply in the Russian Federation. The Company’s liquidation pursuant to a court ruling shall be carried out for the reasons envisaged in the Russian Federation Civil Code. 59.2. In case of the Company’s liquidation, the Board of Directors shall put forward the issue of the Company’s liquidation and the Liquidation Commission appointment to the General Shareholders’ Meeting for resolution, taking into account the requirements of Article 21.4, Federal Joint Stock Companies Law. Upon the Liquidation Commission appointment, all powers to manage the Company’s affairs shall pass to it. The Liquidation Commission shall act in the court of law in the name of the liquidated Company. 59.3. The procedure for the Company’s liquidation and allocation of the property remaining upon the full settlements with lenders shall be defined by the Russian Federation law. 59.4. The Company’s liquidation shall be deemed completed, and the Company terminated, from the time the appropriate entry is made to the Unified State Register of Legal Entities. Information on Related Party Transactions JSC «Gazprom» May Conclude in the Ordinary Course of Business in Future

In accordance with Article 83.6, Federal Joint Stock Companies Law, and Section 46.5, JSC «Gazprom» Articles of Association, the General Shareholders’ Meeting of JSC «Gazprom» is entitled to resolve to approve of the related party transactions that may be concluded by the Company in the ordinary course of its business in the future. These resolutions are effective till the next annual General Shareholders’ Meeting.

In accordance with the legal requirements and explanations by the Supreme Arbitration Court of the Russian Federation, the General Shareholders’ Meeting draft resolution on approval of the related party transactions that may be entered into by JSC «Gazprom» in the ordinary course of its business in the future specifies the parties to, the subject matter, the maximum amount, as well as other material terms and conditions of the transactions. In accordance with Article 60.4, Federal Joint Stock Companies Law, the resolution wording on this issue is included into voting ballot No. 2 as well as the draft resolutions of the annual General Shareholders’ Meeting of JSC «Gazprom» (Paragraphs 1 to 94 of the draft resolution on agenda item 9; hereinafter “the Draft Resolution”), which are available as part of these information materials.

The Company’s entering into the transactions envisaged in Sections 1 to 27, 44, 52 of the Draft Resolution is determined by the need to create stable financial conditions for JSC «Gazprom» and its subsidiaries operations as a single production entity.

The lease contracts envisaged in Paragraphs 28 to 39 and 41 of the Draft Resolution are to be concluded by JSC «Gazprom» with its subsidiaries and permanent counterparties in order to enhance the current production and business operations, by letting out the property used for the provision of communications services to JSC «Gazprom» and its main gas transportation and gas producing companies, by supplying gas to ultimate consumers etc.

The transactions specified in Paragraphs 42, 43, 45 to 50, 53 to 60, 92 to 94 of the Draft Resolution are to be concluded by JSC «Gazprom» with its subsidiaries and permanent counterparties and intended to secure JSC «Gazprom» charter operations in the gas supply to domestic and foreign consumers, the provision of gas transportation services, as well as to increase the pool of raw materials.

Inclusion of the professional development contracts and the contracts for further training of JSC «Gazprom» executives and specialists (Paragraphs 61, 65, 71, and 72 of the Draft Resolution) into the Draft Resolution is due to the need to develop the necessary skills and competencies in employees, to retrain them to enable their efficient performance in new lines of business. The training objective is to further enhance the existing production process.

Agency contracts for the pre-commissioning procedures “under load” at JSC «Gazprom» facilities as well as service contracts for the implementation of JSC «Gazprom» investment projects of facility construction and commissioning (Paragraphs 40 and 74 of the Draft Resolution) are to create the necessary pre- requisites for JSC «Gazprom» high performance in gas supply and in the Unified Gas Supply System development.

The Company’s entering into insurance contracts (Paragraphs 73, 75 to 80, 90 of the Draft Resolution) is necessitated by:- mitigation of the consequences of possible loss, destruction of or damage to JSC «Gazprom» property, in particular, the vehicles owned by JSC «Gazprom»; preservation of health and professional abilities of JSC «Gazprom» employees, retirees and their families, which is a top priority of JSC «Gazprom» social policy; and compliance with the requirements of the Russian Federation law. By virtue of Article 935, Civil Code of the Russian Federation, the Federal Law on Mandatory Civil Liability Insurance of the Hazardous Facility Owner for Harm Caused by an Accident at the Hazardous Facility, Article 13, Customs Code of the Customs Union, and Article 61, Federal Law on Customs Regulation in the Russian Federation, the liability insurance against the harm to third parties’ life, health or property as a result of an accident at hazardous facilities and the risk of civil liability that may arise as a result of the damage to third parties’ property or the violation of contracts with third parties is the duty of JSC «Gazprom» that operates such facilities and acts as a customs representative. The scope of the Federal Law on Mandatory Civil Liability Insurance of the Hazardous Facility Owner for Harm Caused by an Accident at the Hazardous Facility covers a limited list of hazardous production facilities and does not cover the relations resulting from the environmental damage. In this connection and taking into account the provisions of Article 15, Federal Law on Safety of Fuel and Energy Facilities, it is proposed to conclude a contract that envisages voluntary liability insurance of fuel and energy facility owners, including environmental risks (Paragraph 73 of the Draft Resolution). To eliminate additional tax consequences in mutual settlements under the above-mentioned contract between the parties and the uncertainty in recording transactions in financial and tax accounting, the proposal is to conclude a liability insurance contract with numerous persons on the policyholder’s side. The research and development contracts with I.M. Gubkin Russian State Oil and Gas University (Paragraphs 51, 62 to 64, 66 to 70 of the Draft Resolution) are to be concluded with a specialized company to address the objectives the Company faces in the development of new knowledge-intensive and information technologies, in the accumulation of its research, development and innovative potential for sustainable and efficient use in field development, production, transportation and processing of hydrocarbon raw materials and in some other production and business operations of JSC «Gazprom». JSC «Gazprom» transactions with its subsidiaries and permanent counterparties for stock-taking of JSC «Gazprom» fixed assets transferred to these companies in lease (Paragraph 89 of the Draft Resolution) are to be entered into by virtue of the requirements of mandatory stock-taking when transferring property in lease (Paragraph 27, Regulations on Accounting and Reporting in the Russian Federation, as approved by the Russian Federation Finance Ministry Order of July 29, 1998, No. 34n).

License and sublicense contracts for granting the right to use JSC «Gazprom» trademarks as well as the contracts for disposal of the exclusive rights to trademarks to JSC «Gazprom» (Paragraphs 81 to 88, and 91 of the Draft Resolution) are to be concluded to strengthen JSC «Gazprom» image as a vertically integrated company, to promote goods, work and services on the market, as well as to consolidate in the Company the exclusive rights to trademarks with the GAZPROM / ГАЗПРОМ verbal element.

The transactions envisaged in the Draft Resolution fall within the related party transactions, mostly for the participation of some members of the Company’s Board of Directors and the Company’s Management Committee in management of the legal entities being parties to (beneficiaries of) the transactions.

The exception is the transactions with VTB Bank OJSC (Paragraphs 3, 6, 10, 13, 14, 16, 21, 23, and 25 of the Draft Resolution), Rosselkhozbank OJSC (Paragraphs 9 and 26 of the Draft Resolution) and Transneft JSC OJSC (Paragraph 49 of the Draft Resolution), which are related party transactions for the Russian Federation holds over a 20% stake in JSC «Gazprom» and the said companies. Information on Candidates to JSC «Gazprom» Board of Directors, Including Availability of Their Consent to Be Elected (the information on positions of the candidates is provided according to the information submitted by shareholders in their nomination proposals)

Mr. Andrey Igorevich Chairman, Gazprombank (Joint Stock Company) Akimov Management Committee (the consent is available)

Mr. Farit Rafikovich Member, JSC «Gazprom» Board of Directors Gazizullin (the consent is available)

Mr. Viktor Alekseevich Special Representative of the Russian Federation Zubkov President, Liaising with the Gas Exporting Countries Forum (the consent is available)

Ms. Elena Evgenievna Department Head, JSC «Gazprom» Karpel (the consent is available)

Mr. Timur Kulibaev Chairman, Association of Legal Entities – Kazakhstan Association of Oil, Gas and Energy Sector Companies KAZENERGY; Chairman of the Presidium, National Chamber of Entrepreneurs of the Republic of Kazakhstan (the consent is available)

Mr. Vitaly Anatolievich Deputy Chairman, JSC «Gazprom» Management Markelov Committee (the consent is available)

Mr. Viktor Georgievich Principal, I.M. Gubkin Russian State Oil and Gas Martynov University (federal state-owned budgetary educational institution of higher professional education) (the consent is available)

Mr. Vladimir Principal, the Russian Presidential Academy of Alexandrovich Mau National Economy and Public Administration (federal state-owned budgetary educational institution of higher professional education) (the consent is available)

Mr. Alexey Borisovich Chairman, JSC «Gazprom» Management Committee Miller (the consent is available)

Mr. Valery Abramovich Civil Process Chair Head, School of Law, St. Musin Petersburg State University (federal state-owned budgetary educational institution of higher professional education) (the consent is available)

Mr. Alexander Minister of Energy of the Russian Federation Valentinovich Novak (the consent is available)

Mr. Andrey Yurievich Senior Deputy Chairman – Management Committee Sapelin member, Vnesheconombank GC (the consent is available)

Mr. Mikhail Leonidovich Deputy Management Committee Chairman – Sereda Management Committee Administration Head, JSC «Gazprom» (the consent is available)

Information on Candidates to JSC «Gazprom» Internal Audit Commission, Including Availability of Their Consent to Be Elected (the information on positions of the candidates is provided according to the information submitted by shareholders in their nomination proposals)

Mr. Vladimir Ivanovich Senior Deputy Department Head, JSC «Gazprom» Alisov (the consent is available)

Mr. Alexey Anatolievich Deputy Department Director, Ministry for Economic Afonyashin Development and Trade of the Russian Federation (the consent is available)

Mr. Andrey Viktorovich Senior Deputy Department Head, JSC «Gazprom» Belobrov (the consent is available)

Mr. Vadim Kasymovich Deputy Department Head – Division Head, JSC Bikulov «Gazprom» (the consent is available)

Ms. Olga Leonidovna Department Head, UniCredit Bank CJSC Gracheva (the consent is available)

Mr. Alexander Sergeevich Senior Deputy Department Head, JSC «Gazprom» Ivannikov (the consent is available)

Mr. Viktor Viktorovich Department Director, Ministry of Energy of the Russian Mamin Federation (the consent is available)

Ms. Margarita Ivanovna Senior Deputy Head, Management Committee Mironova Administration – Department Head, JSC «Gazprom» (the consent is available)

Ms. Marina Vitalievna Counsellor to the Head, Russian Federal Agency for Mikhina State Property Management (the consent is available)

Ms. Lidia Vasilievna Deputy Chief Accountant, JSC «Gazprom» Morozova (the consent is available)

Ms. Ekaterina Sergeevna Department Director, Transneft JSC OJSC Nikitina (the consent is available)

Mr. Yury Stanislavovich Deputy Head, Management Committee Administration Nosov – Department Head, Management Committee Executive Secretary, JSC «Gazprom» (the consent is available)

Mr. Karen Iosifovich Department Head, JSC «Gazprom» Oganyan (the consent is available)

Mr. Sergey Revazovich Deputy Department Director, Finance Ministry of the Platonov Russian Federation (the consent is available)

Mr. Mikhail Nikolaevich Deputy Chief Accountant, JSC «Gazprom» Rosseev (the consent is available)

Ms. Viktoria Vladimirovna Division Head, Russian Federal Agency for State Semerikova Property Management (the consent is available)

Mr. Oleg Romanovich Supervisory Board Member, ALROSA Joint Stock Fedorov Company (OJSC) (the consent is available)

Ms. Tatiana Vladimirovna Department Director, Ministry of Energy of the Russian Fisenko Federation (the consent is available)

Draft Resolutions of JSC «Gazprom» Annual General Shareholders’ Meeting (for information)

1. On the first agenda item: Approval of the Company’s Annual Report: To approve of JSC «Gazprom» Annual Report for 2014.

2. On the second agenda item: Approval of the annual Financial Statements, in particular, the Company’s Financial Performance Report: To approve of JSC «Gazprom» annual accounts (Financial Statements) for 2014.

3. On the third agenda item: Approval of the Company’s profit allocation based on the 2014 performance: To approve of the Company’s profit allocation based on the 2014 performance.

4. On the fourth agenda item: On the amount of dividends, the time and form of their payment based on the 2014 performance, and on establishing the date, as of which the persons entitled to receive dividends are determined: To approve of the amount, time, and form of payment of annual dividends on the Company’s shares, which are proposed by the Company’s Board of Directors, and the date, as of which the persons entitled to receive dividends are determined: to pay the annual dividends based on the Company’s performance in 2014 in the monetary form, at RUB 7.20 per JSC «Gazprom» ordinary share with the par value of RUB 5; to establish the date, as of which the persons entitled to receive dividends are determined – July 16, 2015; to establish the dividend payment end date for the nominal holders and trust managers, who are professional securities market participants, as registered in JSC «Gazprom» Shareholders’ Register – July 30, 2015; to establish the dividend payment end date for other persons registered in JSC «Gazprom» Shareholders’ Register – August 20, 2015.

5. On the fifth agenda item: Approval of the Company’s Auditor: To approve of Financial and Accounting Consultants Limited Liability Company as the Company’s Auditor.

6. On the sixth agenda item: On payment of remuneration for the Board of Directors (the Supervisory Board) work to the Board of Directors members, other than civil servants, in the amount established in the Company’s internal documents: To pay remuneration to the Board of Directors members in the amounts recommended by the Company’s Board of Directors.

7. On the seventh agenda item: On payment of remuneration for the Internal Audit Commission work to the Internal Audit Commission members, other than civil servants, in the amount established in the Company’s internal documents: To pay remuneration to the Internal Audit Commission members in the amounts recommended by the Company’s Board of Directors.

8. On the eighth agenda item: On approval of the new version of JSC «Gazprom» Articles of Association: To approve of the new version of Gazprom Public Joint Stock Company Articles of Association.

9. On the ninth agenda item: On approval of the related party transactions that may be concluded by JSC «Gazprom» in the ordinary course of its business in the future:

In accordance with Chapter XI, Federal Joint Stock Companies Law, and Chapter IX, JSC «Gazprom» Articles of Association, to approve of the following related party transactions that may be entered into by JSC «Gazprom» in the ordinary course of its business in the future:- 1. Contracts between JSC «Gazprom» and Gazprombank (Joint Stock Company) for the obtaining by JSC «Gazprom» of a loan of up to USD 500 million or its EUR or RUB equivalent for up to 5 years, inclusive, with the interest payment for the provided loan (credits) use at the rate of max. 12% p.a. for USD or EUR credits, and at the rate not exceeding the Bank of Russia’s key rate applicable as of the loan agreement date plus 3% p.a., for RUB credits. 2. Contracts between JSC «Gazprom» and Sberbank of Russia OJSC for the obtaining by JSC «Gazprom» of a loan (credits) for up to USD 1.5 billion or its EUR or RUB equivalent for up to 5 years, inclusive, with the interest payment for the provided loan (credits) use at the rate of max. 12% p.a. for USD or EUR credits, and at the rate not exceeding the Bank of Russia’s key rate applicable as of the loan agreement date plus 3% p.a., for RUB credits. 3. Contracts between JSC «Gazprom» and VTB Bank OJSC for the obtaining by JSC «Gazprom» of a loan (credits) for up to USD 1 billion or its EUR or RUB equivalent for up to 5 years, inclusive, with the interest payment for the provided loan (credits) use at the rate of max. 12% p.a. for USD or EUR credits, and at the rate not exceeding the Bank of Russia’s key rate applicable as of the loan agreement date plus 3% p.a., for RUB credits. 4. Contracts between JSC «Gazprom» and Gazprombank (Joint Stock Company) concluded as part of Facility Agreement No. R2-0001/2012 of June 26, 2012, between JSC «Gazprom» and the Bank for the obtaining by JSC «Gazprom» of a loan (credits) in rubles and/or U.S. dollars and/or Euros, with the debt limit (the maximum aggregate debt amount under the Facility at any point in time) of RUB 60 billion, for up to 90 calendar days, with the interest payment for the ruble credits use at the rate not exceeding the indicative offer rate for ruble credits (deposits) on the Moscow money market (MosPrime Rate), fixed on the contract date for the lending period equal to the respective credit availability period, increased by 4% p.a.; for the foreign currency credits use, at max. LIBOR established for the currency that corresponds to the currency of the respective credit for the lending period equal to the respective credit availability period, fixed on the contract date, increased by 4% p.a. 5. Contracts between JSC «Gazprom» and Sberbank of Russia OJSC concluded as part of Facility Agreement No. 5589 of June 18, 2013, between JSC «Gazprom» and the Bank for the obtaining by JSC «Gazprom» of a loan (credits) in rubles and/or U.S. dollars and/or Euros, with the debt limit (the maximum aggregate debt amount under the Facility at any point in time) of RUB 60 billion for up to 90 calendar days, with the interest payment for the ruble credits use at a rate not exceeding the indicative offer rate for ruble credits (deposits) on the Moscow money market (MosPrime Rate), fixed on the contract date for the lending period equal to the respective credit availability period, increased by 4% p.a.; for the foreign currency credits use, at max. LIBOR established for the currency that corresponds to the currency of the respective credit for the lending period equal to the respective credit availability period, fixed on the contract date, increased by 4% p.a. 6. Transactions between JSC «Gazprom» and VTB Bank OJSC concluded by exchange of confirmations under Facility Agreement No. 3114 of August 1, 2013, between JSC «Gazprom» and the Bank for the obtaining by JSC «Gazprom» of a loan (credits) in rubles and/or U.S. dollars and/or Euros, with the debt limit (the maximum aggregate debt amount under the Facility at any point in time) of RUB 30 billion, for up to 90 calendar days, with the interest payment for the ruble credits use at a rate not exceeding the indicative offer rate for ruble credits (deposits) on the Moscow money market (MosPrime Rate), fixed on the confirmation exchange date for the lending period equal to the respective credit availability period, increased by 4% p.a.; for the foreign currency credits use, at max. LIBOR established for the currency that corresponds to the currency of the respective credit for the lending period equal to the respective credit availability period, fixed on the confirmation exchange date, increased by 4% p.a. 7. Contracts of JSC «Gazprom» with Gazprombank (Joint Stock Company) and Sberbank of Russia OJSC, whereby, upon the terms and conditions announced by the respective bank, the banks accept and credit the incoming funds to the accounts opened by JSC «Gazprom» and transact on the accounts pursuant to JSC «Gazprom» orders, as well as the deals of JSC «Gazprom» with the said banks for maintaining on the accounts opened by JSC «Gazprom» of the minimum balance of up to RUB 50 billion or its foreign currency equivalent per transaction, with the interest payment by the banks at the rate of min. 0.1% p.a. in the respective currency. 8. Contracts between JSC «Gazprom» and ROSSIYA JSB OJSC, whereby, upon the terms and conditions announced by ROSSIYA JSB OJSC, the bank accepts and credits the incoming funds to the accounts opened by JSC «Gazprom» and transacts on the accounts pursuant to JSC «Gazprom» orders, as well as the deals of JSC «Gazprom» with ROSSIYA JSB OJSC for maintaining on the account of the minimum balance of up to RUB 50 billion per transaction, with the interest payment by the bank at the rate of min. 0.1% p.a. in rubles. 9. Contracts between JSC «Gazprom» and Rosselkhozbank OJSC, whereby, upon the terms and conditions announced by Rosselkhozbank OJSC, the bank accepts and credits the incoming funds to the accounts opened by JSC «Gazprom» and transacts on the accounts pursuant to JSC «Gazprom» orders, as well as the deals of JSC «Gazprom» with Rosselkhozbank OJSC for maintaining on the account of the minimum balance of up to RUB 50 billion or its foreign currency equivalent per transaction, with the interest payment by the bank at the rate of min. 0.1% p.a. in the respective currency. 10. Contracts between JSC «Gazprom» and VTB Bank OJSC, whereby, upon the terms and conditions announced by VTB Bank OJSC, the bank accepts and credits the incoming funds to the accounts opened by JSC «Gazprom» and transacts the on accounts pursuant to JSC «Gazprom» orders, as well as the deals of JSC «Gazprom» with VTB Bank OJSC for maintaining on the account of the minimum balance of up to RUB 50 billion or its foreign currency equivalent per transaction, with the interest payment by the bank at the rate of min. 0.1% p.a. in the respective currency.

11. Contracts of JSC «Gazprom» with Gazprombank (Joint Stock Company), Sberbank of Russia OJSC and ROSSIYA JSB OJSC, whereby the banks provide services to JSC «Gazprom» using the electronic settlement system of the respective bank, in particular, accept electronic payment documents from JSC «Gazprom» for debiting accounts, provide electronic account statements and carry out other electronic document processing, as well as provide JSC «Gazprom» with the verification center services of the above banks, and JSC «Gazprom» pays for the provided services at the respective bank rates effective at the service provision time. 12. Foreign currency purchase/sales transactions between JSC «Gazprom» and Gazprombank (Joint Stock Company) concluded as part of Master Agreement for Conversion Transactions between JSC «Gazprom» and the bank No.3446 of September 12, 2006, at the rate agreed upon by the parties at entering into the respective transaction, for up to USD 500 million or its equivalent in rubles, Euros or another currency per transaction, without charging any commission by the bank. 13. Foreign currency purchase/sales transactions between JSC «Gazprom» and VTB Bank OJSC concluded as part of Master Agreement on General Terms and Conditions of Conversion Transactions using the Reuter Dealing System between JSC «Gazprom» and the bank No.1 of July 26, 2006, for up to USD 500 million or its equivalent in rubles, Euros or another currency per transaction. 14. Master Agreement on Financial Market Futures and Forward Deals between JSC «Gazprom» and VTB Bank OJSC, as well as the contracts concluded as part of this Master Agreement between JSC «Gazprom» and the bank, which represent financial derivatives, and the contracts, which do not represent financial derivatives, the object of which is foreign currency and/or securities, for up to USD 300 million or its equivalent in rubles, Euros or another currency per contract. 15. Foreign currency purchase/sales transactions with the value date falling on or before the second business day after the transaction date and forward transactions between JSC «Gazprom» and Sberbank of Russia OJSC concluded as part of Master Agreement on General Terms and Conditions of Conversion Transactions and Forward Transactions between JSC «Gazprom» and the bank No. К/015 of December 9, 2013, for up to USD 300 million or its equivalent in rubles, Euros or another currency per transaction.

16. Agreement on the Procedure for Entering into Deposit Transactions between JSC «Gazprom» and VTB Bank OJSC, for up to 5 years, as well as deposit transactions between JSC «Gazprom» and VTB Bank OJSC concluded as part of the Agreement, upon the terms and conditions agreed upon by the parties at entering into the respective deposit transaction, for up to RUB 150 billion or its foreign currency equivalent per transaction, with the deposit interest rate of at least 4% p.a. for transactions in Russian rubles, or of min. 1% p.a., for foreign currency transactions. 17. Bank deposit agreements between JSC «Gazprom» and Gazprombank (Joint Stock Company) concluded as part of Master Agreement on the Procedure for Entering into Deposit Transactions between JSC «Gazprom» and the bank No. D1- 0001/2013 of September 12, 2013, upon the terms and conditions agreed upon by the parties at entering into the respective bank deposit agreement, for up to RUB 150 billion or its foreign currency equivalent per transaction, with the deposit interest rate of at least 4% p.a. for transactions in Russian rubles, or min. 1% p.a., for foreign currency transactions. 18. Agreement on the Procedure for Entering into Deposit Transactions between JSC «Gazprom» and Sberbank of Russia OJSC, for up to 5 years, as well as deposit transactions between JSC «Gazprom» and Sberbank of Russia OJSC concluded as part of the Agreement, upon the terms and conditions agreed upon by the parties at entering into the respective deposit transaction, for up to RUB 150 billion or its foreign currency equivalent per transaction, with the deposit interest rate of at least 4% p.a. for transactions in Russian rubles, or of min. 1% p.a., for foreign currency transactions. 19. Contracts between JSC «Gazprom» and Gazprombank (Joint Stock Company), whereby JSC «Gazprom» provides sureties to secure performance of JSC «Gazprom» subsidiaries’ obligations to Gazprombank (Joint Stock Company) under the bank guarantees provided to the Russian Federation tax authorities in connection with the subsidiaries’ disputing of any tax authority claims in the courts of law, for the total maximum amount equivalent to USD 500 million, for up to 14 months. 20. Contracts between JSC «Gazprom» and Sberbank of Russia OJSC, whereby JSC «Gazprom» provides sureties to secure performance of JSC «Gazprom» subsidiaries’ obligations to Sberbank of Russia OJSC under the bank guarantees provided to the Russian Federation tax authorities in connection with the subsidiaries’ disputing of any tax authority claims in the courts of law, for the total maximum amount equivalent to USD 500 million, for up to 14 months. 21. Contracts between JSC «Gazprom» and VTB Bank OJSC, whereby JSC «Gazprom» provides sureties to secure performance of JSC «Gazprom» subsidiaries’ obligations to VTB Bank OJSC under the bank guarantees provided to the Russian Federation tax authorities in connection with the subsidiaries’ disputing of any tax authority claims in the courts of law, for the total maximum amount equivalent to USD 500 million, for up to 14 months. 22. Contracts between JSC «Gazprom» and Gazprombank (Joint Stock Company), whereby the bank issues guarantees for the benefit of the Russian Federation tax authorities in connection with disputing by JSC «Gazprom» of any tax authority claims in the courts of law, for the total maximum amount equivalent to USD 500 million, for up to 12 months. 23. Contracts between JSC «Gazprom» and VTB Bank OJSC, whereby the bank issues guarantees for the benefit of the Russian Federation tax authorities in connection with disputing by JSC «Gazprom» of any tax authority claims in the courts of law, for the total maximum amount equivalent to USD 500 million, for up to 12 months. 24. Contracts between JSC «Gazprom» and Sberbank of Russia OJSC, whereby the bank issues guarantees for the benefit of the Russian Federation tax authorities in connection with disputing by JSC «Gazprom» of any tax authority claims in the courts of law, for the total maximum amount equivalent to USD 500 million, for up to 12 months. 25. Contracts between JSC «Gazprom» and VTB Bank OJSC, whereby VTB Bank OJSC provides services to JSC «Gazprom» using the bank’s electronic settlement system, in particular, receives electronic payment documents from JSC «Gazprom» for debiting the accounts, provides electronic account statements and carries out other electronic document processing, as well as provides JSC «Gazprom» with the verification center services of the bank, and JSC «Gazprom» pays for the provided services at VTB Bank OJSC rates effective at the service provision time. 26. Contracts between JSC «Gazprom» and Rosselkhozbank OJSC, whereby Rosselkhozbank OJSC provides services to JSC «Gazprom» using the bank’s electronic settlement system, in particular, receives electronic payment documents from JSC «Gazprom» for debiting accounts, provides electronic account statements and carries out other electronic document processing, as well as provides JSC «Gazprom» with the verification center services of the bank, and JSC «Gazprom» pays for the provided services at Rosselkhozbank OJSC rates effective at the service provision time. 27. Contracts between JSC «Gazprom» and Gazprombank (Joint Stock Company) for JSC «Gazprom» obtaining of the overdraft (crediting an account) for up to RUB 25 billion, with the maximum period of continuous debt of 30 days, with the interest payment for the provided money (credits) use at the rate not exceeding the indicative offer rate for ruble credits (deposits) on the Moscow money market (MosPrime Rate) for 1-day (overnight) ruble credits and increased by 1.5%. 28. Contracts between JSC «Gazprom» and Tsentrenergogaz OJSC Subsidiary of JSC «Gazprom», whereby JSC «Gazprom» provides to Tsentrenergogaz OJSC Subsidiary of JSC «Gazprom» in the temporary possession and use the building and equipment of the repairs and mechanical workshop of the Oil and Gas Producing Department base, Zapolyarny gas/oil condensate field located in the Yamal Nenets Autonomous Area, Tazovsky District, Novozapolyarny settlement, the building and equipment of the repairs and mechanical workshop of the Southern Regional Repairs Base, located in the Stavropol Region, Izobilny town, for max. 12 months, and Tsentrenergogaz OJSC Subsidiary of JSC «Gazprom» pays the maximum amount of RUB 123.8 million for the buildings and equipment use. 29. Contracts between JSC «Gazprom» and Gazprombank (Joint Stock Company), whereby JSC «Gazprom» provides to Gazprombank (Joint Stock Company) in the temporary use and possession the non-residential premises in the building located at: 31, Lenin Street, Yugorsk town, Tyumen Region, used as the location of Gazprombank (Joint Stock Company) branch, with the total area of 1,600 sq.m., and the 3,371 sq.m. land plot under the building, which is required for the building use (hereinafter collectively referred to as the Property), for the period of max. 12 months, and Gazprombank (Joint Stock Company) pays the maximum amount of RUB 1.8 million for the Property use. 30. Contracts between JSC «Gazprom» and Gazprom Neft OJSC, whereby JSC «Gazprom» provides to Gazprom Neft OJSC in the temporary possession and use the special communications device М-468R, as well as the following software/hardware – JSC «Gazprom» Management System for Property and Other Assets of Gazprom Neft OJSC (Unified Register of Title to Real Estate - URTRE) Level, the System of Accounting for and Analysis of Long-Term Investments in JSC «Gazprom» System (AALTI) of Gazprom Neft OJSC Level, the System of Accounting for and Analysis of Information on Non-Core Assets in JSC «Gazprom» System (AAIA) of Gazprom Neft OJSC Level, the Electronic Archive Module of Gazprom Neft OJSC Level, and the Information Security Subsystem of the Electronic Archive System (ISS of EAS) of Gazprom Neft OJSC Level, for up to 12 months, and Gazprom Neft OJSC pays the maximum amount of RUB 2.95 million for the special communications device and software/hardware use. 31. Contracts between JSC «Gazprom» and Vostokgazprom OJSC, whereby JSC «Gazprom» provides to Vostokgazprom OJSC in the temporary use and possession the special communications device М-468R for up to 12 months, and Vostokgazprom OJSC pays the maximum amount of RUB 502 for the special communications device use. 32. Contracts between JSC «Gazprom» and Gazprom Kosmicheskie Sistemy OJSC, whereby JSC «Gazprom» provides to Gazprom Kosmicheskie Sistemy OJSC in the temporary use and possession the following software/hardware – JSC «Gazprom» Management System for Property and Other Assets of Gazprom Kosmicheskie Sistemy OJSC (URTRE) Level, the System of Accounting for and Analysis of Long-Term Investments in JSC «Gazprom» System (AALTI) of Gazprom Kosmicheskie Sistemy OJSC Level, the Electronic Archive Module of Gazprom Kosmicheskie Sistemy OJSC Level, and the Information Security Subsystem of the Electronic Archive System (ISS of EAS) of Gazprom Kosmicheskie Sistemy OJSC Level, for up to 12 months, and Gazprom Kosmicheskie Sistemy OJSC pays the maximum amount of RUB 2.3 million for the software/hardware use. 33. Contracts between JSC «Gazprom» and Gazprom Mezhregiongaz LLC, whereby JSC «Gazprom» provides to Gazprom Mezhregiongaz LLC in the temporary use and possession the following software/hardware – JSC «Gazprom» Management System for Property and Other Assets of Gazprom Mezhregiongaz LLC (URTRE) Level, the System of Accounting for and Analysis of Long-Term Investments in JSC «Gazprom» System (AALTI) of Gazprom Mezhregiongaz LLC Level, the System of Accounting for and Analysis of Information on Non-Core Assets in JSC «Gazprom» System (AAIA) of Gazprom Mezhregiongaz LLC Level, the Electronic Archive Module of Gazprom Mezhregiongaz LLC Level, and the Information Security Subsystem of the Electronic Archive System (ISS of EAS) of Gazprom Mezhregiongaz LLC Level, for up to 12 months, and Gazprom Mezhregiongaz LLC pays the maximum amount of RUB 2.3 million for the software/hardware use. 34. Contracts between JSC «Gazprom» and Gazprom Komplektatsia LLC, whereby JSC «Gazprom» provides to Gazprom Komplektatsia LLC in the temporary use and possession the special communications device M-468R, as well as the following software/hardware – JSC «Gazprom» Management System for Property and Other Assets of Gazprom Komplektatsia LLC (URTRE) Level, the System of Accounting for and Analysis of Long-Term Investments in JSC «Gazprom» System (AALTI) of Gazprom Komplektatsia LLC Level, the System of Accounting for and Analysis of Information on Non-Core Assets in JSC «Gazprom» System (AAIA) of Gazprom Komplektatsia LLC Level, the Electronic Archive Module of Gazprom Komplektatsia LLC Level, the Information and Management System of JSC «Gazprom» Material and Technical Resources (IMS of MTR), and the Information Security Subsystem of the Electronic Archive System (ISS of EAS) of Gazprom Komplektatsia LLC Level, for up to 12 months, and Gazprom Komplektatsia LLC pays the maximum amount of RUB 432.5 million for the special communications device and software/hardware use. 35. Contracts between JSC «Gazprom» и Gazprom Tsentrremont LLC, whereby JSC «Gazprom» provides to Gazprom Tsentrremont LLC in the temporary use and possession the following software/hardware – JSC «Gazprom» Management System for Property and Other Assets of Gazprom Tsentrremont LLC (URTRE) Level, the System of Accounting for and Analysis of Long-Term Investments in JSC «Gazprom» System (AALTI) of Gazprom Tsentrremont LLC Level, the Electronic Archive Module of Gazprom Tsentrremont LLC Level, and the Information Security Subsystem of the Electronic Archive System (ISS of EAS) of Gazprom Tsentrremont LLC level, for up to 12 months, and Gazprom Tsentrremont LLC pays the maximum amount of RUB 1.93 million for the software/hardware use.

36. Contracts between JSC «Gazprom» and Gazprom Gazoraspredelenie OJSC, whereby JSC «Gazprom» provides to Gazprom Gazoraspredelenie OJSC in the temporary use and possession the gas distribution system property that consists of the facilities for gas transportation and supply to consumers directly (long-distance gas pipelines, gas pipeline branches, gas pipeline bypasses, distribution gas pipelines; high, medium and low pressure inter-village and street gas pipelines; gas pipeline, gas/ power/ sewage/ water/ heat networks; power supply structures of gas pipelines’ line consumers; power grids, gas pipeline electrical and chemical safety lines; floodlight towers, highways (sites), route roads, bridges, temporary vehicle parking lots, waste storage sites, pavements, catch-pits, fire-fighting water reserve tanks, fencing, gas pipeline protective fencing, converters, transformers, gas pipeline lineman houses, diesel generator plants, engineering and technical safety facilities, gas consumption calculation units, waste water biological treatment plants, gas control points, buildings), as well as the following software/hardware – JSC «Gazprom» Management System for Property and Other Assets of Gazpromregiongaz OJSC (URTRE) Level, the System of Accounting for and Analysis of Long-Term Investments in JSC «Gazprom» System (second phase) (AALTI) of Gazpromregiongaz OJSC Level, the Electronic Archive Module of Gazpromregiongaz OJSC Level and the Information Security Subsystem of Electronic Archive System (ISS of EAS) of Gazprom Gazoraspredelenie OJSC Level (hereinafter collectively referred to as “the Property”), for up to 12 months, and Gazprom Gazoraspredelenie OJSC pays the maximum amount of RUB 1,253.9 million for the Property use. 37. Contracts between JSC «Gazprom» and Spetsgazavtotrans OJSC Subsidiary of JSC «Gazprom», whereby JSC «Gazprom» provides to Spetsgazavtotrans OJSC Subsidiary of JSC «Gazprom» in the temporary use and possession the heated parking lots and Shift-80 hostels of the Bovanenkovskoye oil/gas condensate field pioneer base (hereinafter collectively referred to as “the Property”) located in the Yamal Nenets Autonomous Area, the Yamal District, for up to 12 months, and Spetsgazavtotrans OJSC Subsidiary of JSC «Gazprom» pays the maximum amount of RUB 2.7 million the Property use. 38. Contracts between JSC «Gazprom» and Mosenergo OJSC, whereby JSC «Gazprom» provides to Mosenergo OJSC in the temporary use and possession the following software/hardware – Enterprise Information and Management System for the Mosenergo OJSC Level Generating Company, for up to 12 months, and Mosenergo OJSC pays the maximum amount of RUB 225.4 million for the software/hardware use.

39. Contracts between JSC «Gazprom» and Gazprom Transgaz Belarus OJSC, whereby JSC «Gazprom» provides to Gazprom Transgaz Belarus OJSC in the temporary use and possession the facilities of Yamal/ long-distance gas pipeline system located in the Republic of Belarus and the servicing equipment (hereinafter collectively referred to as “the Property”), for up to 12 months, and Gazprom Transgaz Belarus OJSC pays the maximum amount of RUB 6.9 billion for the Property use. 40. Contracts between JSC «Gazprom» and Gazprom Investproekt LLC, whereby Gazprom Investproekt LLC undertakes, within 5 years from the signature date, at the assignment of JSC «Gazprom», to provide information and analytical, advisory, organizational/ managerial services of organizational and contractual structuring of projects, arrangement for fund raising, control over the intended use of funds and the timely commissioning of facilities in the investment project implementation in the interests of JSC «Gazprom», and JSC «Gazprom» pays the maximum amount of RUB 2.5 billion for these services. 41. Contracts between JSC «Gazprom» and Druzhba OJSC, whereby JSC «Gazprom» provides to Druzhba OJSC in the temporary use and possession the Druzhba holiday hotel facilities (hotels, treatment facilities, transformer substations, checkpoints, cottages, engineering networks, metallic fencing, parking lots, ponds, roads, pedestrian passages, sites, the sewage pumping station, the sports center, the roofed ground gallery, the maintenance station, the diesel generator plant, the boiler room extension, the materials warehouse, the fisherman’s house, the garage, the garage with the administrative and services building, the stella, as well as the service equipment, equipment, furniture, implements) located in the Moscow Region, Naro Fominsk District, Rogozinino village (since July 1, 2012, this territory has been part of the Moscow city as a result of the changes to the boundary between the Russian Federation constituents – the Moscow city of federal significance and the Moscow Region), for up to 3 years, and Druzhba OJSC pays the maximum amount of RUB 584.5 million for the Druzhba holiday hotel facilities use. 42. Contracts between JSC «Gazprom» and NOVATEK OJSC, whereby JSC «Gazprom» provides the services of pumping and storage in the underground gas storages of up to 21.8 bcm of NOVATEK OJSC gas, and NOVATEK OJSC pays the total maximum amount of RUB 21.5 billion for the gas pumping and storage services, as well as the services of offtake from the underground gas storages of up to 21.8 bcm of NOVATEK OJSC gas, and NOVATEK OJSC pays the total maximum amount of RUB 1.5 billion for the gas offtake services.

43. Contracts between JSC «Gazprom» and Gazprom Mezhregiongaz LLC, whereby JSC «Gazprom» provides the services of transportation throughout the Russian Federation and through the Republic of Kazakhstan of up to 6 bcm of gas, and Gazprom Mezhregiongaz LLC pays the total maximum amount of RUB 13.2 billion for the services of gas transportation via long-distance gas pipelines and inter-field collectors. 44. Facility Agreement between JSC «Gazprom» and ROSSIYA JSB OJSC, as well as the transactions between JSC «Gazprom» and the bank concluded as part of this Agreement for the obtaining by JSC «Gazprom» of the loan (credits) for the maximum amount of RUB 10 billion or its USD or EUR equivalent, for up to 90 calendar days, with the interest payment for the provided loan (credits) use at the rate not exceeding the indicative offer rate for ruble credits (deposits) on the Moscow money market (MosPrime Rate) for ruble credits or at LIBOR for USD or EUR credits, as established for the lending period equal to the respective credit availability period, fixed on the transaction date, increased by 4% p.a. 45. Contracts between JSC «Gazprom» and Tomskgazprom OJSC, whereby JSC «Gazprom» provides the services of transportation of up to 3.5 bcm of gas, and Tomskgazprom OJSC pays the total maximum amount of RUB 2.3 billion for the services of gas transportation via long-distance gas pipelines. 46. Contracts between JSC «Gazprom» и Gazprom Mezhregiongaz LLC, whereby Gazprom Mezhregiongaz LLC undertakes, at the assignment of JSC «Gazprom», for the total maximum remuneration of RUB 975 million, on its behalf but at the expense of JSC «Gazprom», to accept and sell the gas purchased by JSC «Gazprom» from the independent gas suppliers, of up to 20 bcm, for up to RUB 97.5 billion. 47. Contracts between JSC «Gazprom» and Gazprom Mezhregiongaz LLC, whereby Gazprom Mezhregiongaz LLC undertakes, at the assignment of JSC «Gazprom», for the total maximum remuneration of RUB 433.7 million, on its behalf but at the expense of JSC «Gazprom», to take all necessary steps as a market trader of gas and to sell (supply) the gas produced by JSC «Gazprom» and its affiliates, of up to 17.5 bcm, for up to RUB 43.4 billion. 48. Contracts between JSC «Gazprom» and Gazprom Neft OJSC, whereby JSC «Gazprom» provides the services of transportation of up to 15 bcm of gas, and Gazprom Neft OJSC pays the total maximum amount of RUB 16.6 billion for the services of gas transportation via long-distance gas pipelines. 49. Contracts between JSC «Gazprom» and Transneft JSC OJSC, whereby Transneft JSC OJSC provides the services of transportation via long-distance oil pipelines of up to 350,000 tons of oil as well as their storage in the long-distance oil pipeline system fleet of tanks, and JSC «Gazprom» pays the total maximum amount of RUB 400 million for the services. 50. Contracts between JSC «Gazprom» and Gazprom Gazenergoset OJSC, whereby Gazprom Gazenergoset OJSC provides the gas transportation services package of up to 56 mcm, with the gas liquefaction technology application, liquefaction, liquefied transportation to an acceptance, storage and re-gasification station, measurement of gas quantity and quality parameters in the gaseous/ liquefied state at JSC «Gazprom» gas transfer and acceptance, and JSC «Gazprom» pays the total maximum amount of RUB 616 million for the gas transportation services package. 51. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within one year from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Development of the Guidelines on Land Gravimetric Monitoring of Gas and Gas Condensate Deposit Development in JSC «Gazprom» Fields; Development of the Method of Coke Formation Inhibitor Use to Reduce Coke Depositing in Pyrolysis Furnaces; Development of the Casing String Calculation Instructions; Development of the 3D Geological and Technological Model “Formation / Collection System/ Entry to Long-Distance Gas Pipeline” and the Optimization Algorithms as the Basis for the Underground Gas Storage Smart Management System (on the example of one of JSC «Gazprom» storage facilities); Development of the Composition Geological and Hydrodynamical Model to Assess the Possibility of Temporary Helium Concentrate Storage in Natural Gas Fields (on the example of a prospective field), - and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 70 million for them. 52. Contracts between JSC «Gazprom» and Gazprombank (Joint Stock Company), whereby the bank issues guarantees for the benefit of the Russian Federation customs authorities for JSC «Gazprom» obligations as the customs representative for payment of customs duties and possible interest and fines, for the maximum amount equivalent to EUR 1.1 million, with the remuneration payment to the bank at max. 1% p.a. of the guarantee amount.

53. Contracts between JSC «Gazprom» and Severneftegazprom OJSC, whereby Severneftegazprom OJSC supplies up to 35 bcm of gas and JSC «Gazprom» accepts (offtakes) the gas and pays the total maximum amount of RUB 70 billion for it. 54. Contracts between JSC «Gazprom» and Gazprom Neft OJSC, whereby Gazprom Neft OJSC supplies up to 3,383,400 tons of oil and JSC «Gazprom» accepts (offtakes) the oil and pays the total maximum amount of RUB 47.4 billion for it. 55. Contracts between JSC «Gazprom» and Gazprom Gazenergoset OJSC, whereby JSC «Gazprom» supplies up to 15 bcm of gas and Gazprom Gazenergoset LLC accepts (offtakes) the gas and pays the total maximum amount of RUB 63 million for it. 56. Contract between JSC «Gazprom» and Latvias Gaze JSC, whereby JSC «Gazprom» sells, and Latvias Gaze JSC buys, gas: in 2H2015, up to 750 mcm, for the total maximum amount of EUR 190 million; in 2016, up to 1.45 bcm, for the total maximum amount of EUR 370 million, and whereby Latvias Gaze JSC provides the services of pumping and storage of JSC «Gazprom» gas in the Inchukaln underground gas storage, its offtake and transportation through the Latvian Republic: in 2H2015, the services of pumping of up to 650 mcm of gas, the services of storage and offtake of up to 650 mcm of gas, the services of transportation of up to 1.3 bcm of gas, and JSC «Gazprom» pays the total maximum amount of EUR 14 million for the services; in 2016, the services of pumping, storage and offtake of up to 1.25 bcm of gas, the services of transportation of up to 2.5 bcm of gas, and JSC «Gazprom» pays the total maximum amount of EUR 29 million for the services. 57. Contracts between JSC «Gazprom» and Moldovagaz JSC, whereby JSC «Gazprom» sells, and Moldovagaz JSC buys, up to 3.2 bcm of gas for the total maximum amount of USD 1.046 million in 2016, and whereby Moldovagaz JSC provides the services of transportation of up to 19 bcm of gas by transit through the Republic of Moldova in 2016, and JSC «Gazprom» pays the total maximum amount of USD 57 million for the gas transportation services via long-distance gas pipelines. 58. Contracts between JSC «Gazprom» and KazRosGaz LLP, whereby JSC «Gazprom» provides the services of transportation of up to 7.83 bcm of KazRosGaz LLP gas through the Russian Federation and KazRosGaz LLP pays the total maximum amount of USD 27 million for gas transportation via long-distance gas pipelines. 59. Contracts between JSC «Gazprom» and Gazprom Transgaz Belarus OJSC, whereby JSC «Gazprom» sells, and Gazprom Transgaz Belarus OJSC buys, up to 22 bcm of gas for the total maximum amount of USD 3.3 billion in 2016 and whereby Gazprom Transgaz Belarus OJSC provides the services of transportation of up to 50 bcm of gas through the Republic of Belarus in 2016 and JSC «Gazprom» pays the total maximum amount of USD 550 million for the gas transportation services. 60. Contracts between JSC «Gazprom» and Gazprom Kyrgyzstan LLC, whereby JSC «Gazprom» sells, and Gazprom Kyrgyzstan LLC buys, up to 500 mcm of gas for the total maximum amount of USD 82.5 million. 61. Contracts between JSC «Gazprom», I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”) and JSC «Gazprom» managers and professionals, whereby the University undertakes to provide, within one year from the signature date, the services of advanced training under the agreed program for JSC «Gazprom» managers and professionals, and JSC «Gazprom» undertakes to pay the total maximum amount of RUB 2 million for the services provided. 62. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within two years from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Evaluation of the Resource Base and the Development Prospects of Non- Conventional and Hard-to-Recover Gas Reserves in European Russia; Creation of the Hydrodynamic Model of the “Formation/ Underwater Facilities/ Coastal Technological Facilities” System and Development of Technological Solutions to Operate Underwater-Pumping Offshore Wells (on the example of Kirinsky gas condensate field); Integrated Interpretation of Geological and Geophysical Data; Evaluation and Substantiation of Oil and Gas Reserves of the Yamal shelf, the Kara Sea (within JSC «Gazprom» license areas); Development of Recommendations on Defining Detailed Conditions of Crude Gas Hydrating, Depending on Wellhead Pressure; Development and Drafting of R Gazprom “Reference Guide on Creation and Use of Synergic Compositions of Surface Active Agents in Underground Gas Storage in Water-Bearing Beds; Forecast and Evaluation of Reserves in the Hydrocarbon Generation and Accumulation Areas in the Peninsula and the Adjacent Water Areas of the Black and Azov Seas to Specify Their Reserves and Production Potential, Based on Innovative Technologies of the Multivariate Numerical Analysis and Modelling, and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 225 million for them. 63. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within two years from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Studies of Lithologic and Petrophysical Heterogeneity of Productive Formations of Sorbian Terrigenous Deposits, to Specify the Hydrodynamical Model of the Chayandinskoye Oil/Gas Condensate Field; Enhancing Operating Efficiency of the Low-Debit Well Stock in Oil Fields, Flooded Low Pressure Gas Wells and Methane/Coal Deposit Wells; Research on the Gas Distribution Station Component Tear and Wear Dependence on the Gas Flow Rate and Drafting of the Proposals on In-Operation Tear and Wear Diagnosing; Research on Economic Efficiency of Investments into Late-Stage Development of Hydrocarbon Fields, and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 177 million for them. 64. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within two years from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Development of the Energy-Efficient Method to Produce Gas from Low- Temperature, Low-Permeability and Clogged up Formations of Turonian Horizons and the Compositions to Control over Gas Hydration in the Well-Bore Zone Using Kinetic Inhibitors; Development of the Occupational Health Standard for Welding and Cutting of Long-Distance Gas Pipelines; Development of the Method to Economically Assess the Risk Mitigation by Borehole Methods of Methane Extraction from Coal Formations; Study of the Structure and Evolution of Hydrocarbon Systems in the Russian Far East seas, the Laptev Sea and the East Siberian Sea, Forecast and Assessment of Reserves in Hydrocarbon Generation and Accumulation Areas, Using Modern Basin Analysis Methods and Technologies, and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 245 million for them. 65. Contracts between JSC «Gazprom», Russian Presidential Academy of National Economy and Public Administration (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the Academy”) and JSC «Gazprom» managers and professionals, whereby the Academy undertakes to provide, within one month from the signature date, the services of advanced training under the agreed program for JSC «Gazprom» managers and professionals, and JSC «Gazprom» undertakes to pay the total maximum amount of RUB 200,000 for the services provided. 66. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within three years from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Development of the Disperse System Use Technology for Formation Drying and Extension of Waterless Well Operations in Cyclical Utilization of Underground Gas Storages in Heterogeneous Water-Bearing Beds; Development of Technologies and Compositions for Selective Water Insulation in Depleted Gas Layers (Water Cone Elimination) Using Water-Repelling and Water-Repellent Compositions Easily Removed by Gas Flow from the Bottom-Hole Formation Zone of Wells; Research and Development of the Compact Stand-Alone Application for Remote Control over Producing Well Operations; Development of New, Precious- Metal-Free Catalysts for Efficient Gas Condensate Processing into High Added Value Products; Research and Updating of the Spectrometric Method to Control over Impurities (Water and Sand) in Operating Well Products; Development of the Technology to Improve Water-Bearing Bed Gas Saturation, Using Gases Containing Water-Soluble Components; Development of Methods to Produce High-Liquid Fuel and Industrial Products from JSC «Gazprom» Natural Gas, and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 267 million for them. 67. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within two years from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Thermo-Hydrodynamic Study Findings Interpretation to Substantiate Approaches to Low-Temperature Gas Well Development in East Siberian Deposits; Development of New Hydrating Inhibitors and Assessment of the Possibility of Their Use at JSC «Gazprom» Gas Transportation Facilities; Comprehensive Technical and Technological Solutions to Improve Operating Reliability and Elastic Stability of Wellhead (Upper) Section of Producing Gas Wells in Permafrost Rock (PFR) Areas; Development of New Generation Turbine Oil with Increased Anti-Oxidant, Anti- Corrosion and Anti-Wear Properties for Application at JSC «Gazprom» Enterprises; Geological Substantiation of the Prospects and the Feasibility of Natural Gas and Condensate Prospecting in the Yamal/Gydan Region, and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 270 million for them. 68. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within two years from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Development of Online Geological Discipline Courses for the Professional Training Program: Exploration and Prospecting of Oil and Gas Fields, Improvement of the Methodical Support to Natural Gas Quality Assurance; Development of the Regulations on Hydrocarbon Group Composition Determination Using the Highly Efficient Liquid Chromatography Method; Development of Highly-Efficient Methods to Determine Sulfur-Containing Impurities in JSC «Gazprom» Products, and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 36 million for them. 69. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within three years from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Development of the Krasnoyarsk Region Geodynamical Model, Quantitative Assessment of Hydrocarbon Reserves Based on Basin Modeling to Substantiate Efficient Exploration Areas; Development of Calculation Methods for Thermodynamic Properties, Phase Balances, Viscosity and Thermal Conductivity Ratios for Oil, Gas Condensates, Their Fractions and Refined Products in Natural and Technological Conditions, Based on Multi-Constanta Fundamental Constitutive Equations for Gas Condensates in the Yakutsk Gas Production Center Fields; Updating of Reserves Development, Estimation Systems and Enhancing Efficiency of Follow-Up Exploration of Major Gas and Gas Condensate Fields in Carbonate Paleozoic Deposits of JSC «Gazprom» in the Caspian Lowland, the Orenburg Region, Based on New, Crevassed and Supergene Models of Their Geological Structure; Development of the Technology to Intensify Hydrocarbon Production Using Multi-Flow Gas Dynamic Devices; Development of the Method to Examine Power Supply Systems, to Improve Reliability and Stability of Power Supply to JSC «Gazprom» Technological Facilities; Analysis of Chemical Agents and Materials Used and To Be Used in Building Wells in JSC «Gazprom» Fields; Development of Scientific and Methodical Solutions to Assess Geo-Mechanical Tensions when Designing Сontrolled Directional and Horizontal Well Paths for JSC «Gazprom» Field Conditions, and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 265 million for them. 70. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”), whereby the University undertakes to perform, within three years from the signature date, at the assignment of JSC «Gazprom», the research and development for JSC «Gazprom» in the following areas: Development and Endurance Testing of New Super-Acid Oxocomplex Catalyst for Isomerization of С5-С6 Hydrocarbons with Improved Operating Parameters; Development and Adaptation of Geological and Hydrodynamic Models of Deposits with Oil Fringes and Their Preparation for Designing of Successive, Partially Combined Development of Oil and Oil/Gas Condensate Deposit Zones, with Impacting the Formation by Oil Displacing with a More Viscous Agent and Cycling (in Particular, with Non-Hydrocarbon Gas); Geology and Oil/Gas Content in Inactive Areas of West and East Africa to Elaborate JSC «Gazprom» Efficient Investment Policy; Drafting of the Recommendations on Voltage Monitoring of External Power Supply Sources of JSC «Gazprom» Technological Facilities, and to transfer the deliverables to JSC «Gazprom», and JSC «Gazprom» undertakes to accept the deliverables and pay the total maximum amount of RUB 225 million for them. 71. Contracts between JSC «Gazprom», I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter the “University”) and JSC «Gazprom» managers and professionals, whereby the University undertakes to provide, within one year from the signature date, the services of professional retraining under the additional professional training programs for JSC «Gazprom» managers and professionals: Oil and Gas Enterprise Economics and Management; Oil and Gas Production; Offshore Oil and Gas Field Development; Underground Gas Storage Creation and Operations, and JSC «Gazprom» undertakes to pay the total maximum amount of RUB 3.5 million for the services provided. 72. Contracts between JSC «Gazprom» and I.M. Gubkin Russian State Oil and Gas University (federal state-owned budgetary educational institution of higher professional education) (hereinafter “the University”) and JSC «Gazprom» managers and professionals, whereby the University undertakes to provide, within two years from the signature date, the services of professional retraining under the Oil and Gas Business Management Master of Business Administration (MBA) program and the Liquefied Gas Production Specialist additional professional training program for JSC «Gazprom» managers and professionals, and JSC «Gazprom» undertakes to pay the total maximum amount of RUB 4.5 million for the services provided. 73. Contract between JSC «Gazprom», Gazprom Dobycha Yamburg LLC, Gazprom Transgaz Chaikovsky LLC, Gazprom Dobycha Urengoy LLC, Gazprom Transgaz Yugorsk LLC, Gazprom Flot LLC, Gazprom Dobycha Nadym LLC, Gazprom Transgaz Volgograd LLC, Gazprom Transgaz Stavropol LLC, Gazprom Transgaz Ukhta LLC, Gazprom Transgaz Moscow LLC, Gazprom Transgaz Nizhny Novgorod LLC, Gazprom Transgaz Yekaterinburg LLC, Gazprom Transgaz St. Petersburg LLC, Gazprom Transgaz Saratov LLC, Gazprom Transgaz Tomsk LLC, Gazprom Transgaz Ufa LLC, Gazprom Transgaz Kazan LLC, Gazprom Transgaz Samara LLC, Gazprom Geologorazvedka LLC, Gazprom Dobycha Shelf Yuzhno Sakhalinsk LLC, Gazprom Pererabotka LLC, Gazprom Transgaz Krasnodar LLC, Gazprom Transgaz Surgut LLC, Gazprom Mezhregiongaz LLC, Gazprom Dobycha Astrakhan LLC, Gazprom Dobycha Krasnodar LLC, Gazprom Dobycha Noyabrsk LLC, Gazprom Dobycha Orenburg LLC, Gazprom PKhG LLC, Gazprom Transgaz Makhachkala LLC (insurers) and SOGAZ OJSC, whereby SOGAZ OJSC undertakes to pay, if any damage is caused to the environment (environmental risks), life, health and property of third parties as a result of an incident when policyholders perform onshore and offshore drilling and exploration, hydrocarbon production, transportation, processing and storage, high-hazard facility operations, construction and other associated operations directly related to the above activities, in particular, as a result of an accident/ incident at a high-hazard facility in connection with the act of terrorism or subversive destruction (a loss event), the insurance indemnity to individuals, to whose life, health and property the damage is caused, as well as to the persons who are entitled, in accordance with the applicable law of the location where the damage is caused, to the indemnity in case of the victim’s death; to legal entities, the property of which is damaged; to the state represented by the competent executive authorities in charge of environment conservation management, if the damage is caused to the environment (beneficiaries); or to policyholders when indemnifying against (recovery of) the damage inflicted to third parties at the expense of the policyholder’s funds, to the extent of the aggregate sum insured of up to RUB 50 billion, and JSC «Gazprom» undertakes to pay the total maximum insurance premium of RUB 900 million, with the effective contract term of one year. 74. Contracts between JSC «Gazprom» and Gazprom Tsentrremont LLC, whereby Gazprom Tsentrremont LLC undertakes to conclude contracts for the development and appraisal of the estimates, the startup “under load” at JSC «Gazprom» facilities commissioned under the investment project contract or the agency contract for investment project implementation between JSC «Gazprom» and Gazprom Tsentrremont LLC, and other work required for the startup “under load”, as well as to take legal and/or other steps related to entering into and fulfillment of the contracts for the said work, at the assignment of JSC «Gazprom», for the total maximum remuneration of up to RUB 5.22 million, in its name but at the expense of JSC «Gazprom», in 2015/2016. 75. Contracts between JSC «Gazprom» and SOGAZ OJSC, whereby SOGAZ OJSC undertakes to pay, in case of loss, destruction of or damage to JSC «Gazprom» property, including buildings and structures; machinery and equipment; the linear portion, technological equipment and mountings of gas pipelines, oil pipelines, product pipelines, condensate pipelines; the property as part of wells; underwater offshore pipelines and underwater production facilities; offshore floating drilling units; ships and floating crafts (insured property), as well as in case of JSC «Gazprom» losses due to the production interruption in connection with the loss, destruction of or damage to the insured property (loss events), the insurance indemnity to JSC «Gazprom», JSC «Gazprom» subsidiaries, to which the insured property has been transferred in lease, operation, temporary possession or use, as well as to other persons interested, by virtue of law or another legal act or agreement, in preservation of the insured property (beneficiaries), to the extent of the aggregate sum insured for all loss events of up to RUB 20 trillion, and JSC «Gazprom» undertakes to pay the total maximum insurance premium of RUB 7.7 billion to SOGAZ OJSC, with the one-year effective period of each contract. 76. Contract between JSC «Gazprom» and SOGAZ OJSC, whereby SOGAZ OJSC undertakes to pay, if:- Any claims are made against JSC «Gazprom» Board of Directors and Management Committee members, other than the persons holding official positions in the Russian Federation and civil service positions (insured persons), by individuals and legal entities, for whose/which benefit the contract is concluded and to whom/which damage may be caused, including JSC «Gazprom» shareholders, JSC «Gazprom» debtors, lenders, JSC «Gazprom» employees, as well as the Russian Federation represented by its competent authorities and representatives (third parties (beneficiaries)) for indemnification against losses caused by non-deliberate erroneous actions (omissions) of the insured persons in their managerial activities; The insured persons incur any legal and other costs of settlement of such claims; Any claims are lodged against JSC «Gazprom» by third parties (beneficiaries) for indemnification against losses caused by non-deliberate erroneous actions (omissions) of the insured persons in their managerial activities, which are based on the claims on JSC «Gazprom» securities, as well as the claims initially made to the insured persons; JSC «Gazprom» incurs any judicial and other expenses of settlement of such claims (loss events), indemnity to third parties (beneficiaries), whose interests have been prejudiced, as well as to the insured persons and/or JSC «Gazprom», if any judicial and other costs of settlement of the indemnity claims are incurred, to the extent of the aggregate sum insured of up to the ruble equivalent of USD 100 million, and JSC «Gazprom» undertakes to pay the total maximum insurance premium of the ruble equivalent of USD 2 million to SOGAZ OJSC, with the effective contract term of one year. 77. Contracts between JSC «Gazprom» and SOGAZ OJSC, whereby SOGAZ OJSC undertakes to pay, if the individuals travelling outside their permanent residence, who are JSC «Gazprom» employees (the insured persons being the beneficiaries), need to incur costs in the period of their business trip, which are due to:- A sudden disease or accident with the insured person; The need in urgent return of the insured person; Loss of luggage or documents; The insured person’s need in a piece of legal advice in connection with the accident or road accident in the insured person’s business trip; The need in services of search for and rescue of the insured person, when such person is in an emergency (the situation threatening the insured person’s life and health); and The need to recover any damage to life, health or property of third parties (loss events), the indemnity to the insured person and/or the company that arranges for services provision to the insured person, when loss events occur (the service company), to the extent of the aggregate sum insured for all loss events of up to RUB 1.2 billion, and JSC «Gazprom» undertakes to pay the total maximum insurance premium of RUB 1.3 million to SOGAZ OJSC, with the one-year effective period of each contract. 78. Contract between JSC «Gazprom» and SOGAZ OJSC, whereby SOGAZ OJSC undertakes to pay, if JSC «Gazprom» acting as a customs representative incurs liability due to any damage to property of third parties represented by JSC «Gazprom» in customs transactions (beneficiaries) or if these persons violate contracts (loss events), the insurance premium to these persons, to the extent of the sum insured of RUB 20 million per loss event, and JSC «Gazprom» undertakes to pay the total maximum insurance premium of RUB 300,000 to SOGAZ OJSC, with the one-year effective period of each contract. 79. Contracts between JSC «Gazprom» and SOGAZ OJSC, whereby SOGAZ OJSC undertakes to pay, in case of any damage to life and health of JSC «Gazprom» employees (insured persons) as a result of an accident during the insured period or diseases diagnosed in the effective period of the contracts (loss events), the indemnity to the insured person or the person appointed by the insured person as the beneficiary or to the successor of the insured person (beneficiaries), to the extent of the aggregate sum insured of up to RUB 900 billion, and JSC «Gazprom» undertakes to pay the total maximum insurance premium of RUB 70 million to SOGAZ OJSC, with the one-year effective period of each contract. 80. Contracts between JSC «Gazprom» and SOGAZ OJSC, whereby SOGAZ OJSC undertakes to arrange and pay for, if JSC «Gazprom» employees, their family members, JSC «Gazprom» retirees and their family members (insured persons who are beneficiaries) turn to a medical institution for medical services (loss events), the medical services provision to the insured persons, to the extent of the aggregate sum insured of max. RUB 2 trillion, and JSC «Gazprom» undertakes to pay the total maximum insurance premium of RUB 3 billion to SOGAZ OJSC, with the one-year effective period of each contract. 81. Contract between JSC «Gazprom» and Gazprom Armenia CJSC (the Licensee), whereby JSC «Gazprom», reserving the right to terminate the contract unilaterally, provides the Licensee with the ordinary (non-exclusive) license for use in the Republic of Armenia of JSC «Gazprom» trademarks, namely: Газпром, Gazprom and , registered with the International Bureau of the World Intellectual Property Organization; registration certificates dated April 22, 2003, Nos. 807840, 807841 and 807842, with respect to all goods (work, services) of categories 01 to 45 of the Nice Classification (International Classification of Goods and Services - ICGS), for which the trademarks are registered – on goods, labels, packages of goods; when performing work, providing services; on accompanying, business and other documents; in advertising, in printed editions, on official letterheads, on signs, when showing exhibits at exhibitions and fairs; in the Internet; in the Licensee’s trade name; in the Licensee’s seal, and the Licensee pays the license fee for the Licensee’s right to use JSC «Gazprom» trademarks to JSC «Gazprom» in the total maximum amount of RUB 3.6 million or its equivalent in any other currency. 82. Contracts of JSC «Gazprom» with Gazprom Tsentrremont LLC and Gazprom Investproekt LLC (the Licensees), whereby the Licensees are entitled to conclude, subject to JSC «Gazprom» prior written consent, sublicense contracts with third parties (the Sublicensees) for use of JSC «Gazprom» trademarks, namely: Газпром, Gazprom and , registered in the State Register of Trademarks and Service Marks of the Russian Federation; trademark (service mark) certificates dated November 19, 2002, Nos. 228275, 228276, dated September 3, 2002, No. 220181, with respect to all goods (work, services) of categories 01 to 45 of the Nice Classification, for which the trademarks are registered, to the extent of the rights and methods of use envisaged in the license agreements for the Licensees, and the Licensees pay the license fee for the right to use the trademarks under the sublicense agreements to JSC «Gazprom» in the total maximum amount of RUB 28.8 million. 83. Contract between JSC «Gazprom» and Gazprom Neft OJSC (the Licensee), whereby JSC «Gazprom», reserving the right to terminate the contract unilaterally, provides the Licensee with the exclusive license for use throughout the European Union of JSC «Gazprom» trademarks, namely:-

and , registered in navy blue, light blue and white / color combination in the Office for Harmonization in the Internal Market (Trade Marks and Designs), trademark registration certificates dated December 19, 2013, No. 008558454, and November 22, 2013, No. 008558488, with respect to all goods (work, services) of categories 01, 04, 16, 35, 37, 39, 40, and 42 of the Nice Classification, for which the trademarks are registered – on goods, labels, packages of goods; when performing work and providing services; in offers to sell goods, perform work, provide services; when holding charity and sponsor events; on accompanying, business and other documents; in announcements, advertising, printed editions, on official letterheads, signs, in particular, on administrative buildings, industrial facilities, multi-purpose filling facilities with the related motorway services, stores, car washes, cafes, maintenance services/ tire shops, recreation service facilities, in transport, as well as on clothes and PPE; in the Internet; in the Licensee’s/ Sublicensee’s corporate name; in the Licensee’s/ Sublicensee’s seal, till the expiry of the exclusive rights to JSC «Gazprom» trademarks, with the right to conclude, subject to JSC «Gazprom» prior written consent, sublicense contracts with third parties (the Sublicensees) for the right to use the above JSC «Gazprom» trademarks to the extent of the rights and methods of use envisaged in the license agreement for the Licensee, and the Licensee pays the license fee for the Licensee’s right to use JSC «Gazprom» trademarks, including under the sublicense agreements, to JSC «Gazprom» in the total maximum amount of RUB 69.6 million or its equivalent in any other currency. 84. Contract between JSC «Gazprom» and Gazprom Neft OJSC (the Licensee), whereby JSC «Gazprom», reserving the right to terminate the contract unilaterally, provides the Licensee with the ordinary (non-exclusive) license for use in the Republic of Serbia of JSC «Gazprom» trademarks, namely: Gazprom and , registered with the International Bureau of the World Intellectual Property Organization, registration certificates dated April 22, 2003, Nos. 807841 and 807842, with respect to all goods (work, services) of categories 01 to 45, the Nice Classification, for which the trademarks are registered – on goods, labels, packages of goods, which are manufactured, offered for sale, sold, shown at exhibitions and fairs, or otherwise introduced in civil circulation in the Republic of Serbia, or stored or transported for this purpose, or imported to the Republic of Serbia; when performing work, providing services; on accompanying, business and other documents, in particular those associated with the introduction of goods in civil circulation; in offers to sell goods, perform work, provide services, as well as in announcements, advertising, in holding charitable and sponsor events, in printed editions, on signs, in particular, on administrative buildings, industrial facilities, multi-purpose filling facilities with the related motorway services, stores, car washes, cafes, services/ tire shops, recreation service facilities, in transport, as well as on clothes and PPE, in the Internet, in the Licensee’s corporate name; in the Licensee’s seal, and the Licensee pays the license fee for the Licensee’s right to use JSC «Gazprom» trademarks to JSC «Gazprom» in the total maximum amount of RUB 2.4 million or its equivalent in any other currency. 85. Contract between JSC «Gazprom» and GAZPROM Germania GmbH (the Rights Holder), whereby the Rights Holder transfers to JSC «Gazprom» the full exclusive right to the trademark registered in the navy blue and white / color combination in the German Office for Patents and Trademarks, certificate No. 30664413, registration date: March 8, 2007, with respect to goods and services of categories 04, 35, 37, and 39, the Nice Classification, for which the trademark is registered, and JSC «Gazprom» undertakes to pay the remuneration to the Rights Holder in the total maximum amount of EUR 3,500 or its equivalent in any other currency, which includes the value-added tax calculated at the rate established in the applicable law of the Russian Federation, deducted from the remuneration and paid by JSC «Gazprom» acting as a tax agent to the Russian Federation budget. 86. Contract between JSC «Gazprom» and Gazprom Marketing & Trading Limited (the Rights Holder), whereby the Rights Holder transfers to JSC «Gazprom» the full exclusive rights to the GAZPROM and GAZPROM UK TRADING trademarks registered in the United Kingdom Intellectual Property Office, certificate No. 2217196, registration date: November 24, 2000, and certificate No. 2217144, registration date: September 1, 2000, with respect to all goods and services of categories 04, 35, 37, 39, 40, and 42, Nice Classification, for which the trademarks are registered, and JSC «Gazprom» pays the remuneration to the Rights Holder in the total maximum amount of EUR 4,000 or its equivalent in any other currency, which includes the value-added tax calculated at the rate established in the applicable law of the Russian Federation, deducted from the remuneration and paid by JSC «Gazprom» acting as a tax agent to the Russian Federation budget. 87. Contract between JSC «Gazprom» and Gazprom Kyrgyzstan LLC (the Licensee), whereby JSC «Gazprom», reserving the right to terminate the contract unilaterally, provides the Licensee with the ordinary (non-exclusive) license for use in the Republic of Kyrgyzstan of JSC «Gazprom» trademarks, namely: Gazprom and , registered with the International Bureau of the World Intellectual Property Organization, registration certificates dated April 22, 2003, Nos. 807840 and 807842, with respect to all goods (work, services) of categories 01 to 45, Nice Classification, for which the trademarks are registered – on goods, labels, packages of goods; when performing work, providing services; on accompanying, business and other documents; in advertising, in printed editions, on official letterheads, signs, when showing exhibits at exhibitions and fairs; in the Internet; in the Licensee’s corporate name; in the Licensee’s seal, and the Licensee pays the license fee for the Licensee’s right to use JSC «Gazprom» trademarks to JSC «Gazprom» in the total maximum amount of RUB 2.4 million or its equivalent in any other currency. 88. Contract between JSC «Gazprom» and Gazprom Austria GmbH (the Licensee), whereby JSC «Gazprom», reserving the right to terminate the contract unilaterally, provides the Licensee with the ordinary (non-exclusive) license for use in the Austrian Republic of JSC «Gazprom» trademarks, namely: Gazprom and , registered with the International Bureau of the World Intellectual Property Organization; registration certificates dated April 22, 2003, Nos. 807841 and 807842, with respect to all goods (work, services) of categories 01 to 45, Nice Classification, for which the trademarks are registered – on goods, labels, packages of goods; when performing work, providing services; on accompanying, business and other documents; in advertising, printed editions, on official letterheads, signs, when showing exhibits at exhibitions and fairs; in the Internet; in the Licensee’s corporate name; the Licensee’s seal, and the Licensee pays the license fee for the Licensee’s right to use JSC «Gazprom» trademarks to JSC «Gazprom» in the total maximum amount of RUB 4.8 million or its equivalent in any other currency. 89. Contracts of JSC «Gazprom» with Vostokgazprom OJSC, Gazprom Gazoraspredelenie OJSC, Gazprom Kosmicheskie Sistemy OJSC, Gazprom Komplektatsia LLC, Gazprom Neft OJSC, Druzhba OJSC, Gazprom Mezhregiongaz LLC, Tsentrenergogaz OJSC Subsidiary of JSC «Gazprom», Gazprom Tsentrremont LLC, Mosenergo OJSC, Gazprom Gazenergoset OJSC, Gazprom Transgaz Belarus OJSC (the Contractors), whereby the Contractors undertake to provide, from October 1, 2015, to January 31, 2016, at the assignment of JSC «Gazprom», the services of arranging for and holding of stock-taking of JSC «Gazprom» fixed assets transferred in lease to th e Contractors, and JSC «Gazprom» pays for these services in the amount of up to RUB 3.3 million. 90. Contracts between JSC «Gazprom» and SOGAZ OJSC, whereby SOGAZ OJSC undertakes to pay, if any damage (damage or destruction) is caused to JSC «Gazprom» vehicle or if the vehicle is stolen, hijacked, any particular parts, items, units, assemblies or additional equipment installed in the vehicle are stolen (loss events), the insurance indemnity to JSC «Gazprom» (the beneficiary) to the extent of the aggregate sum insured of max. RUB 1.4 billion, and JSC «Gazprom» pays the insurance premium to SOGAZ OJSC in the total maximum amount of RUB 30 million, with the one-year effective period of each contract. 91. Contract between JSC «Gazprom» and Gazprom Armenia CJSC (the Rights Holder), whereby the Rights Holder transfers to JSC «Gazprom» the full exclusive rights to the trademark registered in the blue and white/ color combination with the Intellectual Property Agency of Armenia; certificate No. 3083, registration date: May 12, 1998, with respect to all goods and services of categories 04, 39, and 42 of the Nice Classification, for which the trademark is registered, and JSC «Gazprom» pays the remuneration to the Rights Holder in the total maximum amount of RUB 100,000, which includes the value-added tax calculated at the rate established in the applicable law of the Russian Federation, deducted from the remuneration and paid by JSC «Gazprom» acting as a tax agent to the Russian Federation budget. 92. Contracts between JSC «Gazprom» and Rosneft Oil Company OJSC, whereby JSC «Gazprom» provides the services of gas transportation of up to 176.7 bcm throughout the Russian Federation and through the Republic of Kazakhstan, and Rosneft Oil Company OJSC pays the total maximum amount of RUB 231.1 billion for the services of gas transportation via long-distance gas pipelines and inter-filed collectors. 93. Contracts between JSC «Gazprom» and NOVATEK OJSC, whereby JSC «Gazprom» provides the services of gas transportation of up to 380 bcm throughout the Russian Federation and through the Republic of Kazakhstan, and NOVATEK OJSC pays the total maximum amount of RUB 780 billion for the services of gas transportation via long-distance gas pipelines and inter-field collectors. 94. Contracts between JSC «Gazprom» and Gazprom Mezhregiongaz LLC, whereby JSC «Gazprom» supplies, and Gazprom Mezhregiongaz LLC accepts (offtakes), up to 250 bcm of gas, with monthly deliveries, and pays the total maximum amount of RUB 1.2 trillion for the gas.

10. On the tenth agenda item: On election of the Company’s Board of Directors (Supervisory Board) members: To elect to JSC «Gazprom» Board of Directors:….

11. On the eleventh agenda item: On election of the Company’s Internal Audit Commission members (Internal Auditor): To elect to JSC «Gazprom» Internal Audit Commission:….

Draft resolutions are in accordance with the resolution wordings included into the ballots for voting on JSC «Gazprom» annual General Shareholders’ Meeting agenda items. Information on Shareholders’ Agreements

JSC «Gazprom» has not received any notices on execution of shareholder agreements as described in Section 5, Article 32.1, Federal Joint Stock Companies Law.