Corporate action notice
specific decisions made by the board of directors of the issuer
1. General information1.1.Full legal name of the issuer (name for nonprofit organizations) / Public Joint Stock Company Kuzbasskaya Toplivnaya Company
1.2.Short legal name of the issuer / PJSC KTK
1.3.Issuer’s registered address / 650000, Kemerovo region, the city of Kemerovo, ul. 50 Let Oktyabrya, 4
1.4.Principal State Registration Number of the issuer (OGRN) / 1024200692009
1.5.Taxpayer’s Identification Number of the issuer (INN) / 4205003440
1.6.Issuer’s unique code assigned by the registering authority / 11330-F
1.7.Internet page address used by the issuer for disclosure of information /
2. Content of the notice
Quorum of the meeting of the Board of Directors of the issuer: Items NN1-2 – quorum5 out of 5 Board members, Items NN3-5 – quorum3 out of 3 Board members uninterested in the transactions.
Contents of the decisions made by the Board of Directors of the issuer and the voting results on the items on the agenda:
Authorization or further approval of the transactions to be recognized as interested party transactions under applicable laws of the Russian Federation:
Pursuant to Chapter XI of Federal Law dated 26.12.1995 N 208-ФЗ On Joint Stock Companies give consent to settlement of interested party transaction by the Company – guarantee agreement between PJSC KTK (the Surety) and PJSC Sberbank (the Bank) (the Guarantor) to be made to secure performance of obligations by OOO Kuzbasstoplivosbyt (the Principal) under Agreement for issue of bank guarantees.
Pursuant to subparagraph 15.7 of the Regulation on Disclosure of Information by the Issuer of Securities (approved by the Order of the Bank of Russia No 454-П dated 30.12.2014) essential conditions of this transaction shall not be disclosed until execution thereof.
Voting results: FOR – 3 votes, Against – none, Abstained – none.
Pursuant to Chapter XI of Federal Law dated 26.12.1995 N 208-ФЗ On Joint Stock Companies give consent to settlement of interested party transaction by the Company - guarantee agreement between PJSC KTK (the Surety) and PJSC Rosbank (the Bank) (the Creditor) to be made to secure performance of obligations by KTK Overseas AG (the Debtor) under General Agreement on Forward Transactions on Financial Markets.
Pursuant to subparagraph 15.7 of the Regulation on Disclosure of Information by the Issuer of Securities (approved by the Order of the Bank of Russia No 454-П dated 30.12.2014) essential conditions of this transaction shall not be disclosed until execution thereof.
Voting results: FOR – 3 votes, Against – none, Abstained – none.
Pursuant to Chapter XI of Federal Law dated 26.12.1995 N 208-ФЗ On Joint Stock Companies give consent to settlement of interested party transaction by the Company - Interest bearing loan agreement to be made between PJSC KTK (the Lender) and OOO Kuzbasskaya Energokompaniya (the Borrower) to the amount of 31000000 rubles at 7% per annum with maturity date 31.12.2020.
Voting results: FOR – 3 votes, Against – none, Abstained – none.
Date of the meeting of the Board of Directors of the issuer, at which corresponding decisions were made
: 31 January 2018;
Date and number of the minutes of the meeting of the Board of Directors of the issuer, at which corresponding decisions were made: Minutes No 4/12 dated 31 January 2018.
3. Signature
3.1. General Director ______E.V. Alexeenko
(signed by)
3.2. Date01 February 2018 seal/stamp