PJSC Tatneft : 27.07.2021 Essential Fact Message «On Certain Decisions Taken by the Issuer's Board of Directors (Supervisory Board).

Сообщение о существенном факте

Essential Fact Message

"On Certain Decisions Taken by the Issuer's Board of Directors (Supervisory Board).

1. General
1.1. Full corporate name of the Issuer	Public Joint Stock Company TATNEFT named after V.D. Shashin
1.2. Abbreviated name of the Issuer Company	PJSC TATNEFT n. a. V.D. Shashin
1.3. Location of the Issuer	75, Lenin Street, Almetyevsk 423450, Republic of Tatarstan, Russia,
1.4. The Issuer's OGRN (Primary State Registration Number)	1021601623702
1.5. The Issuer's INN (Individual Taxpayer Number)	1644003838
1.6. The Issuer' Unique Code assigned by the registering authority	00161-A
1.7. Web site address in the Internet used by the Issuer for information disclosure	http://www.TATNEFT.ru, http://disclosure.skrin.ru/disclosure/1644003838
1.8. Date of occurrence of the event (essential fact), which the message was compiled about (or as it is applicable)	July 27, 2021
2. Message Content
2.1. Quorum of the Board of Directors (Supervisory Board) of the Joint Stock Company's meeting and the results of voting on the issues of the decisions taken: There were 14 of 15 Board members taking part in the voting. The quorum was available. Voting results: 14 members of the Board of Directors out of 14 persons present at the meeting took part in voting on items 1-3 of the meeting's agenda: Voting results were unanimously "FOR". Voting on items 4-7 on the meeting agenda of the was attended by 3 members of the Board of Directors out of 3 members who meet the independence criteria established by Clause 8.4 of the Company's Articles, as well as the requirements of Article 83 of the Federal Law "On Joint Stock Companies" No. 208-FZ dated December 26, 1995. The voting results are unanimously "FOR". 2.2. Content of the decisions made by the Board of Directors of the Joint Stock Company: 1. On the results of the PJSC TATNEFT n.a. V.D. Shashin budget execution for the first half of 2021 and on the approval of the budget for August of 2021. - The information on the results of the budget execution of PJSC TATNEFT named after V.D. Shashin for the half of 2021 shall be taken into consideration. - and budget approval for August 2021 shall be enacted. 2. On the progress of the TANECO complex construction. Development forecasts and plans. - The information on the current status of implementing the TANECO Complex project shall be taken into consideration. -Ensure the completion of construction and installation works and the beginning of the complex testing: delayed coking unit (UZK-2), diesel fuel isodewaxing unit, gas fractionation unit, pilot c commercial hydroconversion unit. - ensure the milestone schedule fulfillment for the implementation of the second stage facilities of the TANECO Complex. - Ensure the transition of the proposed initiatives into the investment phase. 3. On the development of the industrial safety, labor protection and the environment protection function at the TATNEFT Group. - The information on the development of the industrial safety, labor protection and environment protection function at the TATNEFT Group shall be taken into consideration. 4. On determining the monetary value (price) of a related party transaction. - In accordance with Article 77 of the Federal Law No. 208-FZ dated December 26, 1995 "On Joint Stock Companies" determine that the monetary value (price) of the surety agreement (independent guarantee) to be concluded between PJSC TATNEFT n.a. V.D. Shashin and the Hungarian Open Joint Stock Company of the Oil and Gas Industry "MOL" (MOL), should not exceed 10,500,000.00 US dollars, which on the notification date of the intention to conclude a related-party transaction (July 02, 2021) was equivalent to the amount of money in the amount of RUB 765,555,000 (seven hundred sixty-five million five hundred fifty-five thousand), which accounted for 0.09% of the assets book value of PJSC TATNEFT n.a. V.D. Shashin, determined according to the financial statements as of the last reporting date (March 31, 2021). 5. On consent to conclude the related party transaction. - Agree to conclude a surety agreement (independent guarantee) between the Public Joint-Stock Company TATNEFT named after V.D. Shashin and the Hungarian Open Joint Stock Company of the Oil and Gas Industry "MOL" as a related party transaction on the following essential conditions: • parties to the transaction: - Guarantor - Public Joint Stock Company TATNEFT named after V.D. Shashin (PJSC TATNEFT n.a. V.D. Shashin); - Beneficiary - Hngarian Open Joint Stock Company MOL of the Oil and Gas Industry ("MOL"). • beneficiary under the transaction: Principal - Joint Stock Company TANECO (JSC TANECO). • Subject of the transaction: PJSC TATNEFT n.a. V.D. Shashin undertakes to fulfill the obligations of JSC TANECO, established by the Corporate Agreement concluded between MOL, JSC TANECO and OOO RMB-Russ, as well as the TANECO Call Option Agreement, the MOL Put Option Agreement and the Option Agreement call for buyback, between MO and JSC TANECO. • Transaction price: the amounts payable by the Guarantor under the surety agreement (independent guarantee) to the Beneficiary in the event of improper performance by the Principal of his obligations, in aggregate, shall not exceed USD 10,500,000.00, which as of the intention notification date of to conclude the transaction (July 02, 2021) was equivalent to the amount of RUB 765,555,000 (seven hundred sixty-five million five hundred fifty-five thousand). • The term for the fulfillment of obligations under the transaction: the surety agreement (independent guarantee) shall come into effect from the date of its signing and shall be valid for 20 years and 6 months. • Applicable law: the law of the Russian Federation. • Persons interested in the transaction and the grounds for such interest: 6. On determining the monetary value (price) of a related party transaction. In accordance with Article 77 of the Federal Law No. 208-FZ dated December 26, 1995 "On Joint Stock Companies" determine that the monetary value (price) of the immovable property, namely, a Chemical water treatment plant (title 1121 (7430) with a controller (title 1121/1 (7431)), combined with the RTP title (124/99 (9599)) of the Complex of oil refineries and petrochemical plants in Nizhnekamsk, subject to alienation by PJSC TATNEFT n.a. V.D. Shashin to TANECO Joint Stock Company under a sale and purchase agreement shall be RUB 4,248,209,338 (four billion two hundred forty eight million two hundred nine thousand hundred thirty eight) and 58 (fifty eight) kopecks (excluding VAT), which accounts for 0.47% the Company's assets book value, determined according to the Company's accounting statements data as of the last reporting date of March 03, 2021. The monetary value (price) of an immovable property is its lower limit, and upon alienation of the object, it can be increased by an amount not exceeding 25% of the lower limit of the monetary value (price) of the object. PJSC TATNEFT n.a. V.D. Shashin is the person controlling JSC TANECO. 7. On consent to conclude the related party transaction. - Agree (approve) the conclusion by PJSC TATNEFT n.a. V.D. Shashin of the immovable property purchase and sale agreement with JSC TANECO as an related party transaction, on the following essential terms and conditions: • Parties to the transaction: - Public Joint Stock Company TATNEFT named after V.D. Shashin (the Seller); - Joint Stock Company TANECO (the Buyer); • Subject of the contract: purchase and sale of real estate; • Immovable property object: - Installation of chemical water treatment (title 1121 (7430)) with controller (title 1121/1 (7431)), combined with RTP (title 124/99 (9599)) of the Refinery and Petrochemical Plants Complex in Nizhnekamsk; • transaction price (immovable property object): - RUB 4,248,209,338 (four billion two hundred forty-eight million two hundred nine thousand three hundred thirty-eight) and 58 (fifty-eight) kopecks (excluding VAT). The price of an immovable property is its lower limit, and upon alienation of the object, it can be increased by an amount not exceeding 25% of the object price lower limit. 2.3. The date of holding the Issuer's Board of Directors (Supervisory Board) Meeting, which adopted relevant decisions: July 27, 2021. 2.4. The date of compiling and a number of the Minutes of the Issuer's Board of Directors meeting, which adopted relevant decisions: July 27, 2021, Minutes No. 3.
3. Signature
3.1. Deputy Head of the Corporate Secretary Office of PJSC TATNEFT ___________ D.M. Gamirov 3.2. Date: July 27, 2021 Seal