Moscow, Russian Federation — Mobile TeleSystems OJSC (“MTS” — NYSE: MBT), the largest mobile phone operator in Russia and the CIS, announces the decisions made at the Annual General Meeting (AGM) of the Company’s shareholders on June 25, 2009.
The following resolutions were adopted at the Meeting:
· To approve the Company’s Full Year 2008 Annual Review and annual accounting statements in accordance with the Russian Accounting Standards.
· To pay annual dividends of RUB 20.15¹ per ordinary MTS share (approximately $2.96 per ADR²) for the 2008 fiscal year, amounting to a total of RUB 39.40 billion ($1,158.3 million) or approximately 60% of US GAAP net income. As announced earlier, the record date for the Company’s share- and ADR-holders entitled to participate in the AGM and to receive dividends was May 8, 2009. Dividends will be paid out before the end of 2009.
· To elect the following persons to the MTS Board of Directors (BoD):
- Mr. Anton Abugov, First Vice-President, Head of Strategy and Development Functional Division, Sistema;
- Mr. Alexey Buyanov, Senior Vice President, Head of Financial Functional Division, Sistema;
- Mr. Daniel Crawford, independent director;
- Mr. Sergei Drozdov, Senior Vice President, Head of the Property Functional Division, Sistema;
- Mr. Mohanbir Gyani, independent director;
- Mr. Paul Ostling, independent director;
- Mr. Mikhail Shamolin, President and CEO of MTS;
- Mr. Ron Sommer, First Vice-President, Head of Telecommunications Business Unit, Sistema;
- Ms. Tatiana Yevtoushenkova, Advisor to the President of Sberbank.
· To approve CJSC Deloitte and Touche CIS as MTS’ auditor.
· To elect members of the Company’s Auditing Commission.
· To approve the amended and restated version of Company’s Charter.
· To approve the amended and restated Rules and Regulations of the Company’s Board of Directors.
· To approve the amended and restated Rules and Regulations of the Company’s Management Board.
· To approve the amended and restated Rules and Regulations of Remunerations and Compensations Payable to MTS OJSC Board of Directors.
At a subsequent meeting of the new Board of Directors, Mr. Ron Sommer was appointed as the Chairman and Mr. Alexey Buyanov as the Deputy Chairman of the Board. Independent directors Mr. Daniel Crawford, Mr. Mohanbir Gyani and Mr. Paul Ostling were reelected to the Company’s Audit Committee with Mr. Ostling reelected as the Chairman of the Audit Committee.
1The dividend yield per share is 8.0%. No dividend will be paid on the 37,762,257 shares that were acquired by MTS as part of the mandatory buyback in September 2008. 2According to the Russian Central Bank exchange rate of 34.0134 RUB/USD as of March 31, 2009. The dividend amount is set in Russian rubles by the Board of Directors; U.S. dollar amounts provided for reference using the foreign exchange rates as of March 31, 2009.
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