The Rosneft Board of Directors held a scheduled meeting on April 30, 2013 and considered issues relating to the annual general shareholders meeting of the Company for the year 2012.

The Board approved the following agenda for the annual general meeting of shareholders:

• Approval of the Company’s annual report;
• Approval of the Company’s annual financial (accounting) statements, including profit and loss reports (profit and loss statements);
• Approval of the distribution of the Company’s profit for the year 2012;
• Amount, terms and form of dividend payout for the year 2012;
• Remuneration and compensation for expenses for members of the Company’s Board of Directors;
• Election of members of the Board of Directors of the Company;
• Election of members of the Internal Audit Commission of the Company;
• Approval of the auditor of the Company;
• Amendments and supplements to the Company’s Charter;
• Approval of the Regulations on the General Meeting of Shareholders of the Company as redrafted;
• Approval of related party transactions.

The Board preliminarily approved the Company’s 2012 annual report and recommended that the annual general shareholders meeting adopts a resolution to pay dividends of 8.05 rubles per ordinary share which constitutes 25% of the Company’s IFRS net profit. A total amount of 85.3 bln rubles will be spent on dividends.

The Board recommended appointing Ernst and Young LLC as an auditor for the annual RAS and IFRS financial statements for the year 2013 and determined the cost of services.

Furthermore, the BOD determined the list of information (materials) to be provided to Rosneft shareholders in preparation for the annual shareholders meeting as well as how this information will be delivered. It also approved the form and text of voting ballots and determined who will be invited to attend the meeting.

The Board of Directors also resolved to convene an extraordinary general meeting of Rosneft shareholders and hold it by absentee vote (persons eligible to vote cast their votes on agenda items by voting ballots) on June 18, 2013. The EGM will consider only one agenda item: the approval of related interested-party transactions as part of the joint projects implementation with ExxonMobil for exploration and development of hydrocarbons in the offshore areas of the Black and Kara seas. May 6, 2013 (close of business) is set as a record date for the EGM.

The Board determined the list of information (materials) to be provided to Rosneft shareholders in preparation for the extraordinary general meeting of shareholders as well as how this information will be delivered. It also approved the form and text of voting ballots.