Gazprom : On decision of issuer’s Board of Directors (PDF, 55.2 KB)

MATERIAL FACT STATEMENT

ON DECISION OF ISSUER'S BOARD OF DIRECTORS

1. General information

1.1. Full legal name of issuer	Public Joint Stock Company Gazprom
1.2. Short legal name of issuer	PJSC Gazprom
1.3. Address of issuer	Moscow, Russian Federation
1.4. OGRN (Primary State Registration Number) of	1027700070518
issuer
1.5. INN (Taxpayer Identification Number) of issuer	7736050003
1.6. Unique issuer code assigned by registering	00028-A
authority
1.7. Internet pages used by issuer to disclose	www.gazprom.ru;
information	www.e-
	disclosure.ru/PORTAL/company.aspx?id=934
1.8. Date of event (material fact) which is reflected	April 6, 2021
in statement (if applicable)

1. 2. Contents of Statement

2. Quorum of Gazprom Board of Directors meeting and voting result on decision making issue: meeting in absentia, 11 out of 11 elected Board of Directors Members submitted voting ballots, quorum recorded as present.
   Voting result on agenda item:
   "On approval of transactions with assets": In favor - 11 votes, Against - 0 votes, Abstentions
   - 0 votes.
3. Content of decision made by issuer's Board of Directors:

In accordance with subclause 17.1, clause 1 of Article 65 of Federal Law on Joint Stock Companies, sub-clauses 22 and 23, clause 34.1, Article 34 of Gazprom's Articles of Association and Transaction Procedure approved by Gazprom Board of Directors' Decision No. 366, dated September 27, 2002, Gazprom Board of Directors decided to:

1. Approve proposals on restructuring of Gazprom Mezhregiongaz, Gazprom Gazoraspredeleniye and Gazprom Asset Management with view to transferring certain assets to Gazprom Asset Management SPC (Gazprom Asset Management Special- Purpose Company Limited Liability Company) through spin-off of Gazprom Gazoraspredeleniye SPC (Gazprom Gazoraspredeleniye Special-Purpose Company Limited Liability Company) from Gazprom Gazoraspredeleniye Limited Liability Company, with simultaneous merger of spin-off company into Gazprom Mezhregiongaz in parallel with spin-off of Gazprom Asset Management SPC (Gazprom Asset Management Special-Purpose Company Limited Liability Company) from Gazprom Mezhregiongaz Limited Liability Company and merger of Gazprom Asset Management into it.
2. Agree on participation of Gazprom in Gazprom Asset Management SPC set up by means of restructuring through spin-off from Gazprom Mezhregiongaz.
3. Agree on termination of Gazprom's participation in Gazprom Asset Management as result of restructuring through merger of this company into Gazprom Asset Management SPC.
4. Determine that following transactions don't require approval by Gazprom Board of
   Directors:
   transactions aimed at restructuring of Gazprom Mezhregiongaz by means of absorption of Gazprom Gazoraspredeleniye SPC, including acquisition of stake of different size and nominal value in Gazprom Mezhregiongaz by Gazprom;
   transactions aimed at restructuring of Gazprom Mezhregiongaz by means of spin off Gazprom Asset Management SPC from it, including acquisition of 100% stake in equity capital of Gazprom Asset Management SPC by Gazprom;
   transactions aimed at alienation of stake in equity capital of Gazprom Mezhregiongaz by Gazprom Transgaz Saint Petersburg through spin off from Gazprom Mezhregiongaz;

transactions aimed at subsequent acquisition of stake in equity capital of Gazprom Mezhregiongaz by Gazprom as result of its distribution, following which size of stake held by Gazprom in equity capital of Gazprom Mezhregiongaz will amount to 100%.

1. Date of Gazprom Board of Directors meeting where corresponding decision was made (date of submitting filled out voting ballots by Members of issuer's Board of Directors): April 5, 2021.
2. Date of compilation and number of minutes of Gazprom Board of Directors meeting where corresponding decision was made: No. 1360, dated April 6, 2021.

3. Signature

3.1. First Deputy Department Head, Gazprom		Svetlana Antonova
(acting under power of attorney
No. 01/04/04-48д, dated February 11, 2019)
			(signature)
3.2. Date	April	06, 2021	L.S.