Additional Information for Pjsc Gazprom Annual Report 2016
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ADDITIONAL INFORMATION FOR PJSC GAZPROM ANNUAL REPORT 2016 Contents Meetings of PJSC Gazprom’s Board of Directors in 2016 ................................................................... 2 Meetings of the Audit Committee of PJSC Gazprom’s Board of Directors in 2016 .......................... 12 Debt recovery litigations pending as at 31 December 2016 ................................................................ 13 List of entities where PJSC Gazprom holds shares (interest) as at 31 December 2016 ...................... 20 1 Meetings of PJSC Gazprom’s Board of Directors in 2016 Minutes No. Meeting date Meeting No. Agenda format Amendment of the Regulations on the Procurement of Goods, Works and Services by PJSC Gazprom and Gazprom Group Companies. Approval of the interested-party transaction with South Stream Transport B.V. Approval of the interested-party transaction with South Stream Transport B.V. Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational institution of higher education). Approval of the interested-party transaction with Gubkin Russian State Oil and Gas University (federal budget-funded educational 18 January institution of higher professional education). 1. in absentia 1056 2016 Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational institution of higher education). Approval of the interested-party transaction with National Research Tomsk Polytechnic University (federal state autonomous educational institution of higher education). Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational institution of higher education). Approval of interested-party transactions. Approval of the interested-party transaction with Lomonosov Moscow State University (federal budget-funded educational institution of higher education). Approval of the interested-party transaction: acquisition of a share in Open Joint Stock Company Chechengazprom. Approval of the loan provision to PJSC Gazprom by Gazprom 28 January 2. in absentia 1057 Sakhalin Holdings B.V. 2016 Approval of the interested-party transaction with Gazprombank (Joint Stock Company). Approval of interested-party transactions to sell foreign currency. PJSC Gazprom’s Annual General Shareholders Meeting. 3 February Nominations to PJSC Gazprom’s Board of Directors and Audit 3. in absentia 1058 2016 Commission and the agenda of PJSC Gazprom’s Annual General Shareholders Meeting. Assessment of implications of the “tax manoeuvre” for Gazprom Group in 2015. Approval of the interested-party transaction with OOO TsentrCaspNeftegaz. Approval of the interested-party transaction with 8 February 4. in absentia 1059 OOO TsentrCaspNeftegaz. 2016 Approval of the transaction with the assets of South Stream Austria GmbH. Approval of the interested-party transaction with Gubkin Russian State Oil and Gas University (federal budget-funded educational institution of higher professional education). 2 Minutes No. Meeting date Meeting No. Agenda format Status of occupational health and safety, industrial and fire safety, 15 February and environmental protection activities. 5. in absentia 1060 2016 Approval of the transaction with the assets of South Stream Hungary Ltd. Election of the Chairman of PJSC Gazprom’s Management Committee. Approval of the list of initiatives to increase PJSC Gazprom’s share of the global gas market and related markets. 16 February Effect of the implementation of JSC Gazprom’s Innovative 6. in person 1061 2016 Development Programme until 2020 on the Company’s financial performance, as well as on the efficiency of the use of funds allocated for R&D activities. Focus areas of Gazprom Group’s cost optimisation (reduction) efforts in 2016. 24 February Approval of the loan provision to PJSC Gazprom by Bank of China 7. in absentia 1062 2016 London Branch. Approval of the Regulations on PJSC Gazprom’s Investment Performance Improvement and Regulations on PJSC Gazprom’s Operational Performance Improvement and Cost Reduction. Approval of the Terms of Reference for Conducting an Audit of the 14 March 8. in absentia 1063 Implementation of the Long-Term Development Programme of 2016 PJSC Gazprom. Acquisition by PJSC Gazprom of a share in the authorised capital of OsOO Gazprom Kyrgyzstan. PJSC Gazprom’s loan. Holding of executive positions at other organisations by members of PJSC Gazprom’s Management Committee. Approval of the interested-party transaction with OOO Gazprom gazomotornoe toplivo. Approval of the interested-party transaction with St Petersburg 15 March 9. in absentia 1064 State University of Economics (federal state budget-funded 2016 educational institution of higher education). Approval of interested-party transactions with St Petersburg State University of Economics (federal state budget-funded educational institution of higher education). Approval of the interested-party transaction with OOO Lazurnaya. Measures taken to ensure repayment of debt for supplied gas and improve payment discipline. 22 March Implementation of measures to improve relations with investors 10. in person 1065 2016 and shareholders of PJSC Gazprom. Measures to enhance energy efficiency and reduce greenhouse gas emissions. PJSC Gazprom’s withdrawal from OOO TyumenNIIgiprogaz. PJSC Gazprom’s participation in Nord Stream 2 AG. Amendment of the Regulations on the Procurement of Goods, Works and Services by PJSC Gazprom and Gazprom Group 23 March 11. in absentia 1066 Companies. 2016 Approval of target (planned), threshold and maximum values of the Company’s key performance indicators for 2016 used in the annual bonus scheme for the management of PJSC Gazprom. Progress on major investment projects implemented by 3 Minutes No. Meeting date Meeting No. Agenda format PJSC Gazprom. 24 March PJSC Gazprom’s withdrawal from joint stock companies. 12. in absentia 1067 2016 Amendment of the Regulations on the Procurement of Goods, 30 March Works and Services by PJSC Gazprom and Gazprom Group 13. in absentia 1068 2016 Companies. Approval of the interested-party transaction with AO Druzhba. Execution by PJSC Gazprom of instructions issued in 2015 by the 14. 6 April 2016 in absentia 1069 President of the Russian Federation and the Government of the Russian Federation. Acquisition by PJSC Gazprom of an interest in Gazprom Holding Coӧperatie U.A. 15. 6 April 2016 in absentia 1070 Approval of PJSC Gazprom’s position in the voting of its representatives in the management bodies of OAO Belgazprombank. Approval of the interested-party transaction with Gubkin Russian State Oil and Gas University (federal budget-funded educational institution of higher education, national research university). Approval of the interested-party transaction with St Petersburg State University of Economics (federal state budget-funded educational institution of higher education). Approval of the interested-party transaction with Lomonosov Moscow State University (federal budget-funded educational institution of higher education). 16. 13 April 2016 in absentia 1071 Approval of the interested-party transaction with National Research Tomsk Polytechnic University (federal state autonomous educational institution of higher education). Approval of the interested-party transaction with St Petersburg Electrotechnical University (federal autonomous educational institution of higher education). Approval of the interested-party transaction: Agreement No. 4 to amend the Agreement to Form a Consolidated Group of Taxpayers. Approval of the interested-party transaction with OOO Gazprom komplektatsiya. Approval of the interested-party transaction with OOO Gazprom mezhregiongaz. Approval of the interested-party transaction with the Russian Presidential Academy of National Economy and Public Administration (federal state budget-funded institution of higher education). Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational institution of higher education). Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational institution of higher education). 17. 18 April 2016 in absentia 1072 Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational institution of higher education). Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational 4 Minutes No. Meeting date Meeting No. Agenda format institution of higher education). Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational institution of higher education). Approval of the interested-party transaction with St Petersburg State University of Economics (federal budget-funded educational institution of higher education). Measures to stimulate the introduction of Russian technologies in Gazprom Group’s production operations. Progress in implementing anti-corruption practices. 18. 19 April 2016 in person 1073 Legal security at Gazprom Group. Report on the results of PJSC Gazprom’s procurement activities in 2015. 19. 11 May 2016 in absentia 1074 PJSC Gazprom’s withdrawal from AS Eesti Gaas. Power generating assets. PJSC Gazprom’s participation in the Global Gas Centre association. Acquisition by PJSC Gazprom of a share in the authorised capital