Large and Related Party Transactions

List of related party transactions in 2013, approved by the governing bodies of OJSC Gazprom Neft.

No

Name of counterparty

Object and main terms of the transaction

Related party in the transaction

Minutes No. and date

Transactions approved by the Board of Directors

1

OJSC Gazprom Neft

CJSC FC Zenit

Execution of Additional Agreement No. No. 1 under Contract No. ГПН-12/09000/00043/Р of 1 January 2012.

  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), whose affiliates (GPB (JSC), OOO “Gazprom transgaz Saint-Petersburg LLC”) hold more than 20% of stock in CJSC FC Zenit, a transacting party;
  • Member of the Board of Directors, Chief Executive Officer of OJSC Gazprom Neft, A. V. Dyukov, and a member of the Board of Directors and President of CJSC FC Zenit, a transacting party;
  • K. G. Seleznev, member of the Board of Directors of JSC Gazprom Neft, and member of the Board of Directors of CJSC FC Zenit.

ПТ-0102/03

21 February 2013

2

OJSC Gazprom Neft

CJSC FC Zenit

Execution of Additional Agreement No. 2 under Contract No. ГПН-12/09000/00043/Р of 1 January 2012.

Service period:

Service beginning date – 1 January 2013

Service completion date – 30 June 2013

  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), whose affiliates (GPB (JSC), OOO “Gazprom transgaz Saint-Petersburg LLC”) hold more than 20% of stock in CJSC FC Zenit, a transacting party;
  • Member of the Board of Directors, Chief Executive Officer of OJSC Gazprom Neft, A. V. Dyukov, and a member of the Board of Directors and President of CJSC FC Zenit, a transacting party;
  • Member of the Board of Directors of OJSC Gazprom Neft, K. G. Seleznev, and a member of the Board of Directors of CJSC FC Zenit.

ПТ-0102/03

21 February 2013

3

Surety: OJSC Gazprom Neft

Bank/Guarantor: GPB (JSC)

Principal: CJSC Gazpromneft – Aero

Providing suretyship to securing liabilities assumed under contract of bank guarantee on the following principal conditions:

Maximum amount of concurrent bank guarantees: RUB 8 billion;

Effective period of the guarantee: until 21 June 2016;

Period of guarantee provision under the contract of bank guarantee: until 21 December 2013;

Guarantor’s fee: 0.4% per annum of guaranteed value, but at least USD 300.00 for each calendar quarter, or part thereof;

Effective period of the Suretyship Contract: until 21 June 2019.

  • Members of the Board of Directors of OJSC Gazprom Neft, who are also members of the Board of Directors of GPB (JSC): A.B. Miller, A.V. Kruglov, K.G. Seleznev;
  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), which owns more than 20% of the Bank shares, and because its affiliated persons (A.B. Miller, A.V. Kruglov, K.G. Seleznev, M.L. Sereda, E.A. Vasilieva) simultaneously hold positions in the GPB (JSC) Board of Directors.

ПТ-0102/09

22 March 2013

4

Borrower: OJSC Gazprom Neft

Creditor/Bank: JSC Sberbank of Russia

OJSC Gazprom Neft signed a Master Agreement for the short-term loan with JSC Sberbank of Russia (“the Parties”) on the following principal conditions:

Subject of the transaction: According to the Master Agreement, the Parties shall enter into individual loan transactions (“the Loan Transactions”) providing for extension of loans in US dollars, and/or euros, and/or roubles of the Russian Federation. As they enter into Loan Transactions, the Parties agree on the following principal conditions of each Loan Transaction:

  • Loan principal;
  • Loan currency;
  • Interest rate and/or procedure to calculate it;
  • Loan accommodation date;
  • Loan repayment date;
  • Banking details.

The maximum debt limit under Loan Transactions within the duration of the Master Agreement shall not exceed RUB 12,000,000,000.00

Interest rate: The interest rate charged for the loan, including all fees and charges (if any) payable under the Master Agreement and Endorsements, may not exceed:

  • 11% (Eleven) percent per annum for Loan Transactions to access loan funds in roubles of the Russian Federation;
  • 5% (Five) percent per annum for Loan Transactions to access loan funds in US dollars;
  • 5% (Five) percent per annum for Loan Transactions to access loan funds in euros.

The OJSC Gazprom shareholder, as its affiliate is a member of the Board of Directors, V. A. Mau, who is also a member of the Sberbank of Russia Supervisory Council.

ПТ-0102/10

22 March 2013

5

Supplier: OJSC Gazprom Neft

Buyer: ООО “Gazprom Mezhregiongaz”

Gas supply contract signed between OJSC Gazprom Neft and ООО Gazprom Mezhregiongaz on the following principal conditions:

  • Subject of transaction: supply of gas;
  • Scope of supply: not more than 5.2 billion m3;
  • Contract price: no more than 14.5 billion roubles (not including VAT);
  • Service period: until 31 December 2013.
  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliate (ООО Gazprom Mezhregiongaz) is a transacting party;
  • Member of the Board of Directors OJSC Gazprom Neft, K.G. Seleznev, who concurrently is CEO of ООО Gazprom Mezhregiongaz.

ПТ-0102/10

22 March 2013

6

Borrower: ООО Gazprom Neftfinance

Lender: OJSC Gazprom Neft

Interest loan provided on the following principal conditions:

Loan principal: not more than 1,400,000,000 roubles.

Repayment date: not later than 31 December 2018.

Interest rate on the loan: equal to MIBID rate (Moscow InterBank Bid) for the period from 181 days to 1 year, published by the Bank of Russia at its website www.cbr.ru/mkr_base/main.asp, effective on the day of loan accommodation, for the first year and on the first business day of the second and each subsequent year.

The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliate (ООО Gazprom Neftfinance) is a transacting party.

ПТ-0102/13

27 March 2013

7

Contractor: OJSC Gazprom Neft

Customer: OJSC Gazprom

Execution of a service contract for organising and inventory taking of fixed assets of OJSC Gazprom leased to OJSC Gazprom Neft on the following principal conditions:

Subject of the transaction: the Contractor shall provide services of organising and inventory taking of fixed assets, on the terms stated in Contract (appendix).

Transaction value: 896 (eight hundred and ninety-six) roubles

Services provided between provision: from 30 October 2012 to 19 December 2012, inclusively.

  • OJSC Gazprom, because it is a transacting party;
  • Chairman of the Board of Directors of OJSC Gazprom Neft, A. B. Miller, who holds simultaneously the position of Chairman of the OJSC Gazprom Board of Directors;
  • Members of the Board of Directors of OJSC Gazprom Neft, who are simultaneously members of the OJSC Gazprom Management Committee: V. A. Golubev, K. G. Seleznev, N. N. Dubik, A. V. Kruglov, E.V. Mikhailova, V. V. Cherepanov.

ПТ-0102/17

10 April 2013

8

Issuer: OJSC Gazprom Neft

Underwriter: GPB (OJSC)

Execution of a service contract for providing underwriting services on the placement of documentary interest-bearing non-convertible bonds of OJSC Gazprom Neft, series 12, par value 10,000,000,000 roubles, maturity date on the 3,640th day from the first placement date, registered with the RF FSFM on 28 December 2011, state registration number 4-12-00146-А (“the Bonds”), on the following principal conditions:

Subject of the Contract: The Issuer commissions, and the Agent shall provide services of the Bonds placement as and how described in the decision to issue the Bonds and the Bonds prospectus in compliance with the effective legislation of the Russian Federation, corporate regulations of MICEX Stock Exchange and CJSC NCO National Clearing Depository.

Fee: 10,000 roubles. The fee amount shall be increased by the VAT amount at the rate effective on the billing date.

Effective period: until 30 November 2013, or until the parties have fully performed their obligations under the contract.

  • Members of the Board of Directors of OJSC Gazprom Neft, who are also members of the Board of Directors of GPB (JSC): A. B. Miller, A. V. Kruglov, K. G. Seleznev;
  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), which owns more than 20% of the Bank shares, and because its affiliated persons (A.B. Miller, A.V. Kruglov, K.G. Seleznev, M.L. Sereda, E.A. Vasilieva) simultaneously hold positions in the GPB (JSC) Board of Directors.

ПТ-0102/21

22 April 2013

9

Contractor: OJSC Gazprom Neft

Customer: OJSC Gazprom

Execution of a service contract for gas transportation on the following principal conditions:

Subject of transaction: the Contractor shall provide services and organise transportation of gas in the quantity and on the terms stated in Contract (appendix).

Transaction amount: not more than 6,000,000,000 roubles.

Services provided between 1 January 2013, to D31 December 2013, inclusively.

  • OJSC Gazprom, because it is a transacting party;
  • Chairman of the Board of Directors of OJSC Gazprom Neft, A. B. Miller, who holds simultaneously the position of Chairman of the OJSC Gazprom Board of Directors;
  • Members of the Board of Directors of OJSC Gazprom Neft, who are simultaneously members of the OJSC Gazprom Management Committee: V. A. Golubev, K. G. Seleznev, N. N. Dubik, A. V. Kruglov, E.V. Mikhailova, V. V. Cherepanov.

ПТ-0102/24

5 June 2013

10

Advertising Agent: OJSC Gazpromneft

Advertising Distributor: Noncommercial partnership Sports club “Avangard”

Execution of an advertising services contract on the following principal conditions:

Subject of transaction: providing services to NP SK Avangard to publish advertising materials promoting retail brands of OJSC Gazprom Neft at KHL and MHL Championship matches, and other ice hockey tournaments.

Services provided between 1 August 2013 to 30 April 2014;

Transaction price, calculated based on the market price of advertising services provided, is 684,400,000 (Six hundred and eighty-four million four hundred thousand) roubles, including VAT.

Member of the Management Committee of OJSC Gazprom Neft, A. M. Dybal, who simultaneously holds the position of Chairman of the Board of Directors of noncommercial partnership Sports Club Avangard, a party to the transaction.

ПТ-0102/25

5 June 2013

11

Advertising Agent: OJSC Gazprom Neft

Advertising Distributor: ZAO SKA Ice Hockey Club

Subject of transaction: ZAO SKA Ice Hockey Club, on instructions from the Advertising Agent, shall conduct campaigns to promote the Advertising Agent’s retail brands, within the framework of which the Advertising Agent is granted the status of “Sponsor of SKA Ice Hockey Club” and a sponsorship package of advertising services, to be provided, inter alia, in connection with the team of the ZAO SKA Ice Hockey Club entering the Championship of the Continental Ice Hockey League – Russian Ice Hockey Cup, 2012–2013 season.

Services provided between January 01, 2013 and April 30, 2013.

Transaction price determined, based on market price of the advertising services provided, is 495,600,000 (Four hundred and ninety-five million six hundred thousand) roubles, including VAT at 18%.

Member of the Board of Directors of OJSC Gazprom Neft, CEO A.V. Dyukov, who is also a member of the Board of Directors of ZAO SKA Ice Hockey Club, a transacting party.

ПТ-0102/25

5 June 2013

12

Buyer: OJSC Gazprom Neft

Supplier: OJSC NOVATEK

Execution of a contract for the supply of stable gas condensate and related supplementary agreements on the following principal conditions:

Subject: Supply of stable gas condensate made by Purov Condensate Processing Plant (“the Product”)

Terms of supply: the Supplier shall deliver the Product by rail in tank cars to the destination: Kombinatskaya Station, West-Siberia Railroads

Maximum price: 3,000,000,000 Russian roubles, including VAT at 18%. Term: from 25 May 2012 to 31 December 2013

K.G. Seleznev, Member of the Board of Directors of OJSC Gazprom Neft, who concurrently is a member of the Board of OJSC NOVATEK, a transacting party.

ПТ-0102/29

15 July 2013

13

OJSC Gazprom Neft

CJSC Gazprom Neft Orenburg

Purchase by OJSC Gazprom Neft of 1,555,500 common registered shares of CJSC Gazprom Neft Orenburg, par value 20 roubles, total par value 31,110,000 roubles, or 38.2% of all voting stock of CJSC Gazprom Neft Orenburg, at the market value, calculated by independent appraiser ООО Ernst & Young-Value Consulting, 859,000,000.00 roubles payable in cash.

The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliate (CJSC Gazprom Neft Orenburg) is a transacting party.

ПТ-0102/30

16 July 2013

14

Borrower: ZAO Okhta Obschestvenno-Delovoy Centr

Lender: OJSC Gazprom Neft

Execution of Additional Agreement under Loan Contract No. ГПН – 12/12100/00998 of 14 November 2012, on the following principal conditions:

Loan principal: not more than 10,040,326,000 roubles.

Maturity date: no later than 31 December 2014.

Interest rate: interest-free.

  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliate ZAO “Okhta Obschestvenno-Delovoy Centre”) is a transacting party;
  • Member of the Management Board, E.A. Ilyukhina, who simultaneously holds office in the governing bodies of CJSC Okhta Public and Business Centre, a counterparty in the transaction.

ПТ-0102/31

17 July 2013

15

JSC Slavneft-YANOS, an OJSC Gazprom Neft Plant

Execution of a contract to process crude oil and other materials on the following principal conditions:

Subject of transaction: providing services of processing oil and other materials, perform handover of commodity petroleum products to carriers by road and rail, delivery of commodity petroleum products over pipeline transport systems.

Quantities:

  • Crude processing: up to 6,272,000 tonnes;
  • Processing other raw materials: up to 430,000 tonnes;
  • Shipment of petroleum products: up to 700,000 tonnes.

Amount: up to 8,200,000,000 roubles, VAT not included;

Effective term: until 31 December 2013, extendable.

А.М. Cherner, member of the Management Board of OJSC Gazprom Neft, who concurrently is a member of the Board of Directors at JSC Slavneft-YANOS.

ПТ-0102/32

22 July 2013

16

Seller: OJSC Gazprom Neft;

Buyer: CJSC Gazprom Neft-North-West

Execution of fuel filling stations purchase and sale contracts on the following terms:

Total contract price: 472,000,000 roubles, including VAT. Contract price is based on the market value of assets being disposed of, as calculated by ООО Peterburgskaya Otcenochnaya Kompaniya;

The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliate CJSC Gazprom Neft-North-West is a transacting party.

ПТ-0102/41

17 October 2013

17

OJSC Gazprom Neft; LLC National Oil Consortium (LLC NOC)

Execution of Additional Agreement Execution of Additional Agreement No. 1 to target loan contract No. ГПН-10/12100/01677/Д of 13 October 2010 (“the Contract”), under which:

Par. 1.1 of the Contract shall be worded as follows:

“The Lender hereby provides to the Borrower a target loan in the amount not exceeding 3,303,326,400 roubles on the terms herein described, while the Borrower shall repay the loan principal and all interest due as and when herein specified”.

  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliate (OJSC Gazprom Neft) holds more than 20% in OOO National Oil Consortium, which is a transacting party;
  • OJSC Gazprom Neft CEO (A.V. Dyukov), who is also a member of the Board of Directors of ООО National Oil Consortium.

ПТ-0102/43

21 October 2013

18

OJSC Gazprom Neft;

LLC National Oil Consortium (LLC NOC)

Execution of Additional Agreement No. 2 to target loan contract No. ГПН-10/12100/01677/Д of 13 October 2010 (hereinafter referred to as the Contract) providing for the following:

Par. 1.1 of the Contract shall be worded as follows:

“The Lender hereby provides to the Borrower a target loan in the amount not exceeding RUB 563,639,500 on the terms herein described, while the Borrower shall repay the loan principal and all interest due as and when herein specified”.

Par. 4.1 of the Contract shall be worded as follows:

“Under Art. 3 hereof, the Borrower shall repay the loan (and all interest due) entirely by 31 December 2018 the latest”.

  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliate (OJSC Gazprom Neft) holds more than 20% in OOO NNC, which is a transacting party;
  • OJSC Gazprom Neft CEO (A.V. Dyukov), who is also a member of the Board of Directors of ООО NNC.

ПТ-0102/43

21 October 2013

19

Customer: OJSC Gazprom Neft

Contractor: ООО ITSK

Execution of a contract to host 3rd OJSC Gazprom Neft Metrology Conference titled: “Main Aspects of Metrological Support to Energy Resources Accounting at OJSC Gazprom Neft Facilities”, on the following principal conditions:

Transaction amount: RUB 158,894,07, based on the market value.

Services provided until 25 June 2013, inclusively.

  • The OJSC Gazprom Neft shareholder (OJSC Gazprom), as its affiliate OJSC Gazprom Neft owns more than 20% share in LLC ITSC, a counterparty in the transaction.
  • V.V. Baranov, member of the Management Board of OJSC Gazprom Neft, who concurrently is a member of the Board of Directors of ООО ITSK.

ПТ-0102/43

21 October 2013

20

Seller: OJSC Gazprom Neft; Purchaser: OJSC Gazprom Neft-Noyabrskneftegaz

Execution of property sale and purchase contracts on the following terms:

Transaction price: 5,693,796,180 roubles, incl. VAT of 868,545,180 roubles, based on market value of assets disposed of, as calculated by ООО Avers Appraisal Centre;

Items sold: list of movable and immovable assets owned by OJSC Gazprom Neft, at the Romanovskoye, Vorgenskoye and Valyntoyskoye fields (Appendix 1):

  • Movable and immovable assets at the Romanovskoye field, at a price of 3,809,441,200 roubles, incl. VAT of 581,101,200 roubles;
  • Movable and immovable assets at the Vorgenskoye field, at a price of 1,286,401,780 roubles, incl. VAT of 196,230,780 roubles;
  • Movable and immovable assets, at the Valyntoyskoye field, at a price of 597,953,200 roubles, incl. VAT of 91,213,200 roubles.

The OJSC Gazprom Neft shareholder, OJSC ”Gazprom”, because its affiliate, OJSC Gazpromneft-Noyabrskneftegaz, is a transacting party.

ПТ-0102/45

1 November 2013

21

Seller: OJSC Gazprom Neft Purchaser: LLC Gazprom Neft-East

Execution of property sale and purchase contracts on the following terms:

Total transaction price: 6,600,920,000 roubles, incl. VAT of 1,006,920,000 roubles. Transaction price based on market value of assets being disposed, as calculated by ООО Avers Appraisal Center

Items sold: list of movable and immovable assets owned by OJSC Gazprom Neft, in the South-Western part of the Krapivinskoye field (Appendix 2):

  • Movable and immovable assets, in Omsk Region, at a price of 6,383,634,800 roubles, including VAT of 973,774,800 roubles;
  • Movable and immovable assets, in Tomsk Region, at a price of 217,285,200 roubles, including VAT of 33,145,200 roubles.

The OJSC Gazprom Neft shareholder, OJSC ”Gazprom”, because its affiliate, LLC Gazpromneft-East, is a transacting party.

ПТ-0102/45

1 November 2013

22

Borrower: ООО Gazprom Neftfinance

Lender: OJSC Gazprom Neft

Provision of an interest loan issued on the following principal conditions:

Loan principal: not more than 680,000,000.00 roubles.

Repayment date: 31 December 2018 at the latest.

Interest rate: equal to MIBID* (Moscow InterBank Bid) rate for the period from 181 days to 1 year, published by the Bank of Russia at website www.cbr.ru/mkr_base/main.asp, effective on the day of loan accommodation, for the first year and on the first business day of the second and each subsequent year.

The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliate ООО Gazprom Neftfinance is a transacting party.

ПТ-0102/49

9 December 2013

23

ООО Gazprom Neft Shipping

ООО Gazprom Neft Terminal SPb

ООО Gazprom Neft-Invest

Execution of Agreement No. 1 under Contract of a consolidated taxpayer group establishment No. ГПН-12/33000/01921 of 26 October 2012 (“the Contract”), to approve a new list of corporate members of the consolidated taxpayer group (Appendix 1): other essential terms of the Contract to remain unchanged.

The OJSC Gazprom Neft shareholder (OJSC Gazprom), because its affiliates, ООО Gazprom Neft Shipping, ООО Gazprom Neft Terminal SPb, and ООО Gazprom Neft-Invest, are transacting parties.

ПТ-0102/51

11 December 2013

24

Contractor: OJSC Gazprom Neft

Customer: OJSC Gazprom

Execution of a contract to provide services of organising and taking inventory of fixed assets of OJSC Gazprom leased to OJSC Gazprom Neft on the following principal conditions:

Subject: the Contractor to provide services of organising and taking inventory of fixed assets on the terms stated in Contract (supplement).

Contract price: 896 (eight hundred and ninety-six) roubles

Services provided between 29 October 2013 to 10 December 2013, inclusive.

  • OJSC Gazprom, because it is a transacting party;
  • Board Chairman of OJSC Gazprom Neft, A.B. Miller, who concurrently is Chairman of Management Board, Deputy Chairman of the Board of OJSC Gazprom;
  • Board Directors of OJSC Gazprom Neft, who are also members of the Management Board of OJSC Gazprom: V.A. Golubev, K.G. Seleznev, N.N. Dubik, A.V. Kruglov, E.V. Mikhailova, V.V. Cherepanov.

ПТ-0102/55

17 December 2013

25

Advertising Agent: OJSC Gazprom Neft Advertising Distributor: ZAO SKA Ice Hockey Club

Subject: ZAO SKA Ice Hockey Club, on instructions from the Advertising Agent, to conduct campaigns to promote the Advertising Agent’s retail brands, with the Advertising Agent granted the status of “Sponsor of SKA Ice Hockey Club” and to provide a sponsorship pack of advertising services, including services in relation to the ZAO SKA Ice Hockey Club team entering the Championship of the Continental Ice Hockey League – Russian Ice Hockey Cup, 2013-2014 season.

Period of service: 1 September 2013 to 30 November 2013;

Contract price based on market price of the advertising services is 684, 400,000 (six hundred and eighty-four million four hundred thousand) roubles, incl. VAT of 18%.

OJSC Gazprom Neft Board Director, CEO, A.V. Dyukov, who is also a member of the Board ZAO SKA Ice Hockey Club, a transacting party.

ПТ-0102/56

18 December 2013

26

Advertising Agent OJSC Gazprom Neft

Advertising Distributor: ZAO SKA Ice Hockey Club

Execution of Additional Agreement to Contract No. ГПН-12/09000/02776/Р of 22.12.12 to provide services of advertising according to which:

Par. 1.2 changed to read:

“Service period hereunder: beginning of service period: January 01, 2013, end of service period: 31 August 2013, a calendar month being the reporting period hereunder.”

Par. 1.3 changed to read:

“List of services provided by the Club hereunder is available in Appendices No. 1 and No. 2 that are integral parts hereof”.

Member of the Board of Directors, Chief Executive Officer of OJSC Gazprom Neft, A. V. Dyukov, who is also member of the Board ZAO SKA Ice Hockey Club, a transacting party.

ПТ-0102/56

18 December 2013

27

Advertising Agent: OJSC Gazprom NeftZAOAdvertising Distributor: Zenit Soccer Club

Execution of a contract to provide services of advertising on these terms:

Subject: The Advertising Agent commissions, and the Agent shall provide advertising services to the Advertising Agent as Zenit Soccer Club conducts official games of Russia Football Championship among Premier League Clubs, between 1 July 2013 and 30 June 2014, Russia Football Cup between July 01,2013 and June 30,2014, unofficial matches between 1 July 2013 and 30 June 2014, and junior tournament of Premier League clubs between 1 July 2013 and 30 June 2014, as, how and when specified in Appendix No. 1 that is an integral part hereof.

Service period: 1 July 2013 and 30 June 2014.

Contract price: Calculated based on market value of advertising services, 622,232,820.00 roubles, including VAT 18%.

Member of the Board of Directors, A. V. Dyukov, Chief Executive Officer of OJSC Gazprom Neft and member of the Board of Directors of CJSC Football Club Zenit, a counterparty in the transaction.

ПТ-0102/56

December 18, 2013

28

Borrower: OJSC Gazprom Neft

Creditor: “GPB” (OJSC)

OJSC Gazprom Neft to access overdraft loan from GPB (OJSC) on these terms:

Loan principal: up to 8,000,000,000.00 roubles

Loan period: until 6 August 2014 (inclusive)

Interest rate: MOSPRIME 1М + 1.25% per annum

  • Board Directors of OJSC Gazprom Neft, who are also Board Directors of GPB (OJSC): A.B. Miller, A.V. Kruglov, K.G. Seleznev;
  • OJSC Gazprom as it holds more than 20% of stock in the Bank, and also because its affiliates (A.B. Miller, A.V. Kruglov, K.G. Seleznev, M.L. Sereda, E.A. Vasilyeva) concurrently hold positions on the Board of Directors of GPB (OJSC).

ПТ-0102/59

30 December 2013

29

Surety: OJSC Gazprom Neft

Underwriter: “GPB” (OJSC)

Principal: Beneficiary: OJSC Gazprom Neft – Moscow refineryMNPZ

Center Finansovikh Raschetov OJSC

Signing a surety contract to secure performance of OJSC Gazprom Neft-MNPZ before GPB (OJSC) under banker’s guarantee contract on the following principal conditions:

Subject: The Principal’s performance before the Bank, under the banker’s guarantee contract, including, the Principal’s obligation to repay to the Bank amounts that the Bank may pay under guarantees issued by the Bank according to the banker’s guarantee contract, in favor of Center Finansovikh Raschetov OJSC as security of the Principal’s good performance under the contract to purchase electric power awarded in competitive tender for power grid balancing, No.0385-BMA-E-KP-12 of 28 November 2012, and electric power sale contract awarded in competitive tender of day supply price bids, No.0385-RSV-E-KP-12 of 28 November 2012, signed between the Principal and Beneficiary; the Principal’s payment of all of the Bank’s fees and costs, and obligation to pay penalties and other amounts chargeable under the banker’s guarantee agreement.

Effect of guarantee: 14 August 2013 to 13 September 2013 (inclusive).

Underwriter’s Fee: 1 % per annum of each secured amount.

  • Directors of OJSC Gazprom Neft, who are also Directors of GPB (OJSC): A.B. Miller, A.V. Kruglov, K.G. Seleznev;
  • OJSC Gazprom as it holds more than 20% of stock in the Bank, and also because its affiliates (A.B. Miller, A.V. Kruglov, K.G. Seleznev, M.L. Sereda, E.A. Vasilyeva) concurrently hold positions on the Board of Directors of GPB (OJSC);
  • Member of the Management Board of OJSC Gazprom Neft A. М. Cherner, who simultaneously holds the position of the Chairman of the Board of Directors of OJSC Moscow oil refinery, the beneficiary in the transaction.

ПТ-0102/59

30 December 2013

30

Surety: OJSC Gazprom Neft

Underwriter: GPB (OJSC)

Principal: OJSC Gazprom Neft – MNPZ

RF FNS Inter-regional Inspection Office No.1 for Major Taxpayers

Signing a surety contract to secure performance of OJSC Gazprom Neft-MNPZ before GPB (OJSC) under contract of banker’s guarantee on the following principal conditions:

Subject: The Principal’s performance before the Bank, arising under the banker’s guarantee contract, including, the Principal to repay to the Bank amounts that the Bank may pay on bank guarantees issued under the banker’s guarantee contract; the Principal’s payment of all of the Bank’s fees and costs, and obligation to pay penalties and other amounts chargeable under the banker’s guarantee agreement.

Secured amount and currency: 7,000,000,000.00 roubles.

Effect of guarantee – until 21 June 2019, inclusive.

Underwriter’s Fee – 0.35 % per annum of guaranteed value.

  • Directors of OJSC Gazprom Neft, who are also Directors of GPB (OJSC): A.B. Miller, A.V. Kruglov, K.G. Seleznev;
  • OJSC Gazprom as it holds more than 20% of stock in the Bank, and also because its affiliates (A.B. Miller, A.V. Kruglov, K.G. Seleznev, M.L. Sereda, E.A. Vasilyeva) concurrently hold positions on the Board of Directors of GPB (OJSC);
  • Member of the Management Board of OJSC Gazprom Neft A. М. Cherner, who simultaneously holds the position of the Chairman of the Board of Directors of OJSC Moscow oil refinery, the beneficiary in the transaction.

ПТ-0102/59

30 December 2013

31

Buyer: OJSC Gazprom Neft

Seller: OJSC Tomsk Neft VNK

Purchase of up to 5,280,000 tonnes of crude oil for a total value up to 79,200,000,000 roubles.

Purchase of up to 5,280,000 tonnes of crude oil for a total value up to 79,200,000,000 roubles.

ПТ-0101/05

24 October 2013

32

Buyer: О Gazprom Neft

Seller: OJSC SN-MNG

Purchase of up to 2,362,935 tonnes of crude oil for a total value up to 31,001,707,200 roubles.

OJSC Gazprom because its affiliate (OJSC Gazprom Neft) holds more than 20% in a transacting party.

ПТ-0101/05

24 October 2013

33

Buyer: OJSC Gazprom Neft

Salim Petroleum Development NV

Purchase of up to 3,570,000 tonnes of crude oil for a total value up to 44,123,415,000 roubles.

OJSC Gazprom because its affiliate (OJSC Gazprom Neft) holds more than 20% in a transacting party.

ПТ-0101/05

24 October 2013

34

Buyer: OJSC Gazprom Neft Seller: OJSC Gazprom Neft-NNG

Purchase of up to 11,618,250 tonnes of crude oil for a total value up to 143,589,960,000 roubles.

OJSC Gazprom, because its affiliate (OJSC ”Gazprom Neft-ННГ) is a transacting party.

ПТ-0101/05

24 October 2013

35

Buyer: OJSC Gazprom Neft

Seller: ООО Zapoliarneft

Purchase of up to 3,965,850 tonnes of crude oil for a total value up to 49,013,940,150 roubles.

OJSC Gazprom, because its affiliate (ООО Zapoliarneft) is a transacting party.

ПТ-0101/05

24 October 2013

36

Seller: OJSC Gazprom Neft Buyer: Gazprom Neft Trading GMbH

Sale of up to 30,457,000 tonnes of crude oil for a total value up to USD 25,880,000,000.

OJSC Gazprom, because its affiliate (Gazprom Neft Trading GMbH) is a transacting party.

ПТ-0101/05

24 October 2013

37

OJSC Gazprom Neft OJSC Sberbank of Russia

Conversion transactions to buy/sell roubles and foreign currency worth up to 15,000,000,000 roubles or equivalent amount in foreign currency per transaction.

OJSC Gazprom, because its affiliate, V.A. Мау, holds an executive position in OJSC Sberbank of Russia.

ПТ-0101/0524.10.2013 г.

38

OJSC Gazprom Neft GPB (OJSC)

Conversion transactions to buy/sell roubles and foreign currency worth up to 15,000,000,000 roubles or equivalent amount in foreign currency per transaction.

  • Board Directors of OJSC Gazprom Neft, who are also Board Directors of GPB (OJSC): A.B. Miller, A.V. Kruglov, K.G. Seleznev;
  • OJSC Gazprom as it holds more than 20% of stock in the Bank, and also because its affiliates (A.B. Miller, A.V. Kruglov, K.G. Seleznev, M.L. Sereda, E.A. Vasilyeva) concurrently hold positions on the Board of Directors of GPB (OJSC).

ПТ-0101/05

24 October 2013

39

OJSC Gazprom Neft OJSC ”Sberbank of Russia”

Deposit transactions with OJSC Gazprom Neft depositing funds in roubles and foreign currency worth up to 15,000,000,000 roubles or equivalent amount in foreign currency per transaction.

OJSC Gazprom, because its affiliate, V.A. Мау, holds an executive position in OJSC Sberbank of Russia.

ПТ-0101/05

24 October 2013

40

OJSC Gazprom Neft

GPB (OJSC)

Deposit transactions with OJSC Gazprom Neft depositing funds in roubles and foreign currency worth up to 15,000,000,000 roubles or equivalent amount in foreign currency per transaction.

  • Board Directors of OJSC Gazprom Neft, who are also Board Directors of GPB (OJSC): A.B. Miller, A.V. Kruglov, K.G. Seleznev;
  • OJSC Gazprom as it holds more than 20% of stock in the Bank, and also because its affiliates (A.B. Miller, A.V. Kruglov, K.G. Seleznev, M.L. Sereda, E.A. Vasilyeva) concurrently hold positions on the Board of Directors of GPB (OJSC).

ПТ-0101/05

24 October 2013

41

Supplier: OJSC Gazprom Neft Buyer: OJSC ”Gazprom” (Buyer)

Signing a contract to supply up to 1,852,070 tonnes of crude oil worth up to 30,000,000,000 roubles.

  • OJSC Gazprom, because it is a transacting party;
  • Board Chairman of OJSC Gazprom Neft, A.B. Miller, who concurrently is Chairman of the Management Board, Deputy Chairman of the Board in OJSC Gazprom;
  • Board Directors of OJSC Gazprom Neft, who are also members of the Management Board of OJSC Gazprom: V.A. Golubev, K.G. Seleznev, N.N. Dubik, A.V. Kruglov, E.V. Mikhailova, V.V Cherepanov.

ПТ-0101/05

24 October 2013

42

Buyer: OJSC Gazprom Neft Supplier: CJSC Gazprom Neft Orenburg

Signing a contract to supply up to 1,852,070 tonnes worth up to 30,000,000,000 (thirty billion) roubles.

OJSC Gazprom, because its affiliate (CJSC Gazprom Neft Orenburg) is a transacting party.

ПТ-0101/05

24 October 2013

43

OJSC Gazprom Neft ООО ITSK

Signing service contract to provide IT services and support of IT systems worth up to 2,000,000,000 roubles.

  • OJSC Gazprom, because its affiliate (ООО ITSK) is a transacting party;
  • Member of Management Board of OJSC Gazprom Neft, V.V. Baranov, who is also member of the Board ООО ITSK.

ПТ-0101/05

24 October 2013

In 2013, OJSC Gazprom Neft was not part to any transaction that qualifies as a major transaction under the effective legislation of the Russian Federation.