GAZPROM MANAGEMENT COMMITTEE CHECKS UP READINESS FOR ANNUAL SHAREHOLDERS’ MEETING

At today’s regular session the Gazprom Management Committee has addressed matters relative to preparing for and holding the Company’s Annual General Shareholders’ Meeting.

The Management Committee endorsed the proposal to convene Gazprom’s Annual General Shareholders’ Meeting at the Company’s Headquarters on June 29 2007 starting 10am Moscow time and to hold the registration procedure on June 27 and 29, from 10 and 9am, respectively.

The Management Committee also approved proposals in regards to the:

wording of the Shareholders’ Meeting advisory to be published in the Trud and/or Tribuna newspapers not later than May 29, 2007;
format and wording of the voting ballots on the Shareholders’ Meeting agenda;
Shareholders’ Meeting Presidium composition;
remuneration of the Board of Directors’ members not being public officials and not entering the Audit Commission;
list of information materials pending scrutiny by the Board of Directors, to be distributed among Gazprom’s shareholders at the Company’s Headquarters and regional depositories and the Company’s Registrator-ZAO CR-DRAGa 20 days before the Shareholders’ Meeting date. The location of the depositories and ZAO CR-DRAGa will be published together with the Shareholders’ Meeting advisory.

The aforementioned proposals will be submitted for the Board of Directors’ approval.

The following draft documents are also awaiting the Board of Directors’ endorsement:

the Shareholders’ Meeting agenda;
Gazprom’s 2006 Annual Report;
Gazprom’s 2006 net earnings allotment as well as Gazprom’s (the parent company’s) 2006 annual financial accounts filed in accordance with the Russian legislation;

The Management Committee approved membership of the Shareholders’ Meeting Editing Commission.

The Management Committee produced proposals on the dividend distribution based on Gazprom’s operating results over 2006. The resolution on the dividend amount and allocation method will be adopted by the Shareholders’ Meeting on the Board of Directors’ recommendations.

The Management Committee decided to propose to the Board to submit an offer to approve Gazprom’s auditor by Gazprom Annual Shareholders’ Meeting. PricewaterhouseCoopers Audit became a winning bidder of the competitive tender aimed at the selection of an auditor to perform obligatory annual auditing for Gazprom.

The Management Committee approved and submitted the draft changes for Gazprom’s Bylaws due to changes and specifications introduced into the Federal Law on joint-stock companies.

At present, Gazprom’s Shareholders’ Register includes some 500 thou Russian and foreign stockholders. Taking this fact into account, shareholders are advised to exert their right to take part in the Shareholders’ Meeting by a proxy in writing granted to their trustees or by a filled out voting ballot sent to the Company.

INFORMATION DIVISION, OAO GAZPROM

from first person:

GAZPROM MANAGEMENT COMMITTEE CHECKS UP READINESS FOR ANNUAL SHAREHOLDERS’ MEETING