OAO Gazprom
Preparation for the Meeting

 

Informational Statement Regarding the Holding of an Annual General Shareholders’ Meeting of OAO Gazprom

 

The Board of Directors of Open Joint Stock Company Gazprom (the place of location of the Company being: 16 Nametkina St., City of Moscow, Russian Federation) is giving notice of the holding of an annual General Shareholders’ Meeting of OAO Gazprom on June 29, 2007. The meeting will be held at the place where the Company is located in the conference hall of building CD.

The meeting will commence at 10 a.m. The meeting will be conducted in the form of collective presence of shareholders to discuss the matters on the agenda and adopt decisions on the matters put to the vote.

The list of shareholders that are entitled to participate in the annual General Shareholders’ Meeting has been compiled on the basis of data appearing in the shareholders' register of OAO Gazprom as at the end of the operating day on May 11, 2007.

The registration of participants in the meeting will be carried out by the Counting Commission on June 27 from 10 a.m. to 5 p.m. and on June 29 from 9 a.m. at the following address: 16 Nametkina St., City of Moscow, Russian Federation, the conference hall of building CD.

The telephone number of the Counting Commission is (495) 719-40-15.

In order to be registered, a participant in the meeting shall present:

As at May 11, 2007, approximately 500,000 holders of shares, residing in the Russian Federation or abroad, were registered in the shareholders’ register of OAO Gazprom, which would make it difficult for all shareholders to attend the meeting in person.

Taking into account the foregoing, shareholders are being advised to exercise their right to participate in the annual General Shareholders’ Meeting through their representatives using a power of attorney made out in writing or by means of delivering filled-in voting ballots to the Company. Ballots may be delivered by mail to, or handed over at, the following address: OAO Gazprom, 16 Nametkina St., City of Moscow, V420, GSP-7, 117997. In determining whether a quorum for the meeting is present and establishing the results of a vote, only ballots received by the Company prior to 6 p.m. on June 26, 2007 will be taken into account.

Agenda for the Annual General Shareholders’ Meeting of OAO Gazprom

  1. Approval of the annual report of the Company.
  2. Approval of the annual accounting statements, including the profit and loss reports (profit and loss accounts) of the Company.
  3. Approval of the distribution of profit of the Company based on the results of 2006.
  4. Regarding the amount of, period and form of payment of dividends based on the results of 2006.
  5. Regarding the remuneration of members of the Board of Directors and Audit Commission of the Company.
  6. Approval of the external auditor of the Company.
  7. Regarding the making changes to the Charter of OAO Gazprom.
  8. Regarding the approval of interested-party transactions in connection with the implementation of the Nord Stream project.
  9. Regarding the approval of interested-party transactions that may be entered into by OAO Gazprom in the future in the ordinary course of business.
  10. Election of members of the Board of Directors of the Company.
  11. Election of members of the Audit Commission of the Company.

The information (materials) to be provided in connection with the preparation for the meeting are available for review starting from June 8 on OAO Gazprom’s premises at 16 Nametkina St., City of Moscow, Russian Federation, the telephone number for queries being (495) 719-26-01; in regional depositaries of AB Gazprombank (ZAO) and at the Company’s registrar, ZAO SR-DRAGa, at 71/32 Novocheryomushkinskaya St., City of Moscow, 117420; and in the case of shareholders who are OAO Gazprom’s employees, also at the place of their employment.

BOARD OF DIRECTORS, OAO GAZPROM