Public Joint Stock Gazprom : On decision making about restructuring or dissolution of entity controlled by issuer and materially important for issuer (PDF, 147.8 KB)

MATERIAL FACT STATEMENT

ON DECISION MAKING ABOUT RESTRUCTURING OR DISSOLUTION OF ENTITY

CONTROLLED BY ISSUER AND MATERIALLY IMPORTANT FOR ISSUER

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)	1027700070518
of issuer
1.5. INN (Taxpayer Identification Number) of	7736050003
issuer
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.edisclosure.ru/PORTAL/company.aspx?id=
	934
1.8. Date of event (material fact) which is	September 14, 2020
reflected in statement (if applicable)

2. Contents of Statement

On decision making about restructuring of entity controlled by issuer and materially important for

issuer

1. Type of entity which made decision about restructuring: entity controlled by issuer and materially important for issuer.
2. Full legal name, address, INN (if applicable), OGRN (if applicable) of relevant entity which made decision about restructuring: Gazprom Transgaz Nizhny Novgorod Limited Liability
   Company.
   Address of commercial entity: Nizhny Novgorod, Nizhny Novgorod Region, Russian
   Federation.
   INN 5260080007. OGRN 1025203016332.
3. Type of decision: restructuring.
4. Content of decision about restructuring of relevant entity:

1. To restructure Gazprom Transgaz Nizhny Novgorod (OGRN 1025203016332) through spin-off of Gazprom Regionremont Nizhny Novgorod simultaneously with restructuring of Gazprom Regionremont Nizhny Novgorod in form of merger with Gazprom Tsentrremont (OGRN 1085050006766).
2. To set up Gazprom Regionremont Nizhny Novgorod on following terms and conditions:
   full legal name: Gazprom Regionremont Nizhny Novgorod Limited Liability Company;
   abbreviated corporate name: Gazprom Regionremont Nizhny Novgorod;
   address of Gazprom Regionremont Nizhny Novgorod: Nizhny Novgorod;
   amount of equity capital of Gazprom Regionremont Nizhny Novgorod: RUB 10,000 (ten thousand);

sole member of Gazprom Regionremont Nizhny Novgorod is Gazprom (OGRN 1027700070518) with nominal value of 100% stake in equity capital of Gazprom Regionremont Nizhny Novgorod representing RUB 10,000 (ten thousand).

1. To approve certificate of transfer of Gazprom Transgaz Nizhny Novgorod restructured through spin off of Gazprom Regionremont Nizhny Novgorod simultaneously with restructuring of Gazprom Regionremont Nizhny Novgorod in form of merger with Gazprom Tsentrremont (hereinafter - Certificate of Transfer, attached).
2. To determine that after completion of restructuring of Gazprom Transgaz Nizhny Novgorod through spin off of Gazprom Regionremont Nizhny Novgorod, amount of equity capital of Gazprom Transgaz Nizhny Novgorod will stand at RUB 4,090,016,000 (Four billion, ninety million, sixteen thousand), whereas Gazprom will hold 1 (one) stake representing 100% of equity capital of Gazprom Transgaz Nizhny Novgorod with nominal value of RUB 4,090,016,000 (Four billion, ninety million, sixteen thousand).
3. To approve attached amendments to Articles of Association of Gazprom Transgaz Nizhny Novgorod.
4. To determine that Gazprom Tsentrremont performs following actions on behalf of all companies involved in restructuring, in accordance with established procedure:
   to notify in writing authorized state body responsible for state registration of legal entities regarding start of restructuring procedure, with indication of form of restructuring for each legal entity involved in restructuring;
   to publish, twice at monthly interval, notification on restructuring in mass media outlets, in which data on state registration of legal entities are published, after respective entry on start of restructuring procedure has been made in unified state register of legal entities.
5. Vyacheslav Yugai, Director General of Gazprom Transgaz Nizhny Novgorod, shall, after completion of restructuring of Gazprom Transgaz Nizhny Novgorod, ensure state registration of amendments to Articles of Association of Gazprom Transgaz Nizhny Novgorod.
6. To determine that rights and obligations of Gazprom Transgaz Nizhny Novgorod specified in Certificate of Transfer shall be transferred to Gazprom Tsentrremont by way of succession.

1. Authorized management body of relevant entity which made decision on restructuring and date of its adoption: General Meeting of Members, September 14, 2020.
2. Date of compilation and number of minutes of meeting (session) of authorized management body of relevant entity, which made decision on restructuring:
   Decision of member of Gazprom Transgaz Nizhny Novgorod Limited Liability Company No. 187, dated September 14, 2020.

			3. Signature
3.1. Member of Management Committee,			Elena Mikhailova
Department Head, Gazprom
(acting under power of attorney
No. 01/04/04-58д, dated January 31, 2018)
					(signature)
3.2. Date	September		17, 2020		L.S.