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Rostelecom

May 17, 2011

Rostelecom Board sets agenda for AGM and recommends dividend payment

Moscow, Russia – May 17, 2011 – Rostelecom (the “Company”) (MICEX: RTKM, RTKM-002D - RTKM-017D, RTKMP; RTS: RTKM, RTKMP; OTCQX: ROSYY), Russia’s national telecommunications operator, announces that its Board of Directors has set the agenda for the 2011 Annual General Meeting of Shareholders (“AGM”), which will take place on June 27, 2011, in Moscow.

The Board of Directors has recommended the AGM to approve the payment of an annual dividend for the full year 2010 of RUB 0.4344 per preferred ‘class A’ share[1]. The total dividend would amount to RUB 105.5 million, representing 3.05% of the Company’s stand-alone net profit for 2010 according to Russian Accounting Standards. The Board of Directors has also recommended that no annual dividends for 2010 be paid to holders of ordinary shares.

The Board of Directors has also recommended the AGM to:

  1. Approve the Company’s Annual Report 2010 and the annual financial statements for the financial year ended December 31, 2010;
  2. Approve the distribution of profits and losses of the Company based on the full year 2010 results, including the payment of a dividend;
  3. Elect the members of the Board of Directors;
  4. Elect the members of the Audit Commission;
  5. Approve the Company’s auditor for 2011;
  6. Approve a new edition of the Company’s Charter, as well as a new edition of the bylaws for the Board of Directors, the Management Board and the President of Rostelecom;
  7. Approve inter-related transactions;
  8. Approve Rostelecom’s participation in the Union of LTE operators;
  9. Approve Directors’ remuneration for the period they served as the members of the Company’s Board of Directors.

Shareholders registered at the record date of May 10, 2011, including holders of the Company’s newly issued shares[2], are eligible to participate in the AGM.

The AGM will be held at Congress Centre of the World Trade Centre, 12, Krasnopresnenskaya emb, Moscow.

[1]The dividend payment per preferred share is calculated as 10% of Rostelecom’s RAS net profit for the full year 2010, divided by 25% of the total number of shares.

2Holders of Rostelecom’s newly issued shares which were received as a result of the conversion of securities comprising ordinary and preferred shares of the companies which were merged with Rostelecom on April 1, 2011.

 

 

 

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