http://www.rns-pdf.londonstockexchange.com/rns/5776L_1-2021-9-13.pdf
ROS AGRO PLC
(the "Company")
MINUTES OF THE EXTRAORDINARY GENERAL MEETING OF THE SHAREHOLDERS HELD IN ACCORDANCE WITH THE COMPANY'S ARTICLES OF ASSOCIATION AT THE COMPANY'S REGISTERED OFFICE ON 10 SEPTEMBER 2021 AT 10:00 A.M.
Present:
Fiduciana Nominees (Cyprus) Limited - represented by Ms. Ganna Khomenko - Shareholder
Fiduciana Trustees (Cyprus) Limited - represented by Ms. Ganna Khomenko - Shareholder
Fiduciana Directors Limited - represented by Ms. Ganna Khomenko - Shareholder
Fiduciana Management Limited - represented by Ms. Ganna Khomenko - Shareholder
RIGPA LIMITED (abstained) - Shareholder
BNY (Nominees) Limited - represented by Ms. Maro Evi Koulla Griva by proxy - Shareholder
Granada Capital CY Limited - represented by Ms. Tatiana Gurina - Shareholder
1. Appointment of Chairperson of the Extraordinary General Meeting
It is proposed that Ms. Maro Evi Koulla Griva as proxy of Mr. Maxim Basov be appointed as Chairperson of the Meeting.
ORDINARY RESOLUTION No. 1
THAT Ms. Maro Evi Koulla Griva as proxy of Mr. Maxim Basov be appointed as Chairperson of the Meeting.
2. Payment of Dividends
It has been proposed to approve distribution of USD 119,732,903.28 as interim dividend payment for the year ending as of 31.12.2021, which constitutes 50% of total consolidated comprehensive income attributable to shareholders for 6 months of 2021 based on the official exchange rate established by the Central Bank of the Russian Federation on "13" August 2021, which equals to RUB 73.5671 per USD 1.
The payment of the dividends should be executed in US dollars based on the official exchange rate established by the Central Bank of the Russian Federation on the date of dividend payment.
Considering that the Company owns 2,135,313 of its own GDRs (5 GDRs represent 1 share), which will be excluded from dividend distribution, the Company will pay USD 4.45 (gross) per share or USD 0.89 (gross) per GDR. The dividend record date is September 10, 2021 (the ex-dividend date is September 09, 2021), the payment date is on or before October 21, 2021.
After due consideration, the shareholders resolved that it is in the best interest of the Company to approve and accept the Board's recommendation as presented.
IT WAS RESOLVED AS FOLLOWS:
ORDINARY RESOLUTION No. 2
THAT the recommendation of the Board to pay interim dividends for the year ending 31.12.2021 in the amount of USD 119,732,903.28 is hereby approved.
The payment of the dividends should be executed in US dollars based on the official exchange rate established by the Central Bank of the Russian Federation on the date of dividend payment.
Considering that the Company owns 2,135,313 of its own GDRs (5 GDRs represent 1 share), which will be excluded from dividend distribution, the Company will pay USD 4.45 (gross) per share or USD 0.89 (gross) per GDR. The dividend record date is September 10, 2021 (the ex-dividend date is September 09, 2021), the payment date is on or before October 21, 2021.
3. Termination
There being no business to transact the Chairperson declared the Meeting closed at 10:30 a.m.
Signed:
……………………………… ………………………………..
Maro Evi Koulla Griva Ganna Khomenko
Chairperson by proxy from Mr. Maxim Basov For and on behalf of:
For and on behalf of: Fiduciana Nominees (Cyprus) Limited
BNY (Nominees) Limited by Proxy Fiduciana Trustees (Cyprus) Limited
Fiduciana Directors Limited
Fiduciana Management Limited
………………………………..
Tatiana Gurina
For and on behalf of
Granada Capital CY Limited
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