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Rosneft Oil Company

April 11, 2011

Rosneft's Board of Directors held its meeting

On 11 April, the Board of Directors of Rosneft convened. In attendance were:

  • Igor Sechin – Deputy Prime Minister of the Russian Federation, Chairman of the Board of Directors of Rosneft;
  • Yuri Petrov – Head of the Federal Agency for State Property Management;
  • Nikolai Tokarev – President of Transneft;
  • Andrei Reus – Director-General of United Industrial Corporation Oboronprom;
  • Vladimir Bogdanov – Director-General of Surgutneftegaz;
  • Aleksandr Nekipelov – Academician, Vice-President, Russian Academy of Sciences;
  • Andrei Kostin – President and Chairman of the Management Board of VTB Bank;
  • Hans-Joerg Rudloff – Chairman of the Supervisory Board of Barclays Capital Inc.

The primary focus of the meeting was the execution of an order – Protocol number 846, Clause 2, of 2 April 2011 – by the Russian Federation President Dmitry Medvedev.

Deputy Prime Minister Igor Sechin, Chairman of the Board of Directors of Rosneft, announced that approval of his candidacy for the position of Board Director had been withdrawn. A new Board of Directors is to be elected at the upcoming annual general meeting of shareholders (on the 2010 results). Mr. Sechin also announced his resignation as Chairman of the current Rosneft Board of Directors.

The Board of Directors, in accordance with current legislation and internal company regulations, considered appointing one of the current Board members as interim Board Chairman until the election of a new Board of Directors, which is scheduled to take place at the next annual general meeting of shareholders (on the 2010 results).

Vladimir Bogdanov and independent directors Hans-Joerg Rudloff, Andrei Kostin and Aleksandr Nekipelov were nominated for consideration as interim Board Chairman.

During the ensuing discussion, Vladimir Bogdanov recused himself because of a potential conflict of interest in the regions where Rosneft and Surgutneftegas are both present.

Hans-Joerg Rudloff also withdrew his candidacy, stating that it would not be possible for him to actively work as the Company’s Chairman of the Board of Directors.

As a result of the vote on the two remaining candidates, Andrei Kostin and Aleksandr Nekipelov, it was decided by a majority of five votes to three that the duties of the Chairman of the Board would be temporarily assigned to Aleksandr Nekipelov.

The Board of Directors also discussed other items on the agenda.




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