REPORT ON VOTING RESULTS

at the Annual General Meeting of Shareholders

of PAO "TMK"

Full legal name of the Company: PAO "TMK" (hereinafter - the "Company")

Location of the Company: Russian Federation, Moscow.

Address of the Company: 101000, Russian Federation, Moscow, Pokrovka st., 40, building 2A.

Type of meeting of the shareholders (hereinafter - the "general meeting"): the annual general meeting.

Form of the general meeting: absent voting.

Date of determination of persons entitled to participate in the general meeting: April 21, 2022.

Date of the General Meeting (end date of acceptance of voting bulletins): May 16, 2022.

Postal address to which the completed bulletins have been sent: 107076, Moscow, 18, Stromynka St., block 5B, office IX, JSC "IRC- R.O.S.T.".

The address of the site in the information and telecommunications network "Internet" on which electronic forms of ballots were filled out: https://lk.rrost.ru orhttp://www.tmk-group.ru/lka.

In accordance with Article 56 of the Federal Law dated 26 December, 1995 №208-FZ "On Joint stock companies" the functions of the scrutiny commission have been performed by JSC "Independent Registrar Company R.O.S.T." (hereinafter referred to as the Registrar).

In accordance with clause 3 of Article 67.1 of the Civil Code of the Russian Federation within the framework of performing the functions of the counting commission, the Registrar confirms the adoption of decisions by the general meeting and the composition of the persons present at their adoption.

Location and address of the Registrar: 107076, Moscow, 18, Stromynka St., block 5B, office IX, JSC "IRC- R.O.S.T.".

The authorized person of the Registrar: Lopatina Galina Yuryevna under power of attorney No. 678 dated December 25, 2020.

AGENDA OF THE GENERAL MEETING:

  1. Distribution of the Company's profit based on the results of 2021.
  2. Approval of the Charter of the Company in a new edition.
  3. Approval of the Regulations on the Board of Directors of the Company in a new edition.
  4. Election of the Board of Directors of the Company.
  5. Approval of the Company's Auditor for 2022.
  6. Approval of a transaction in which there is an interest.

VOTING RESULTS AND TAKEN DECISIONS:

On item 1 of the agenda:

VOTING RESULTS:

Number of votes owned by the persons included in the list of persons entitled to

1 033 135 366

participate in the general meeting, on the given item of the agenda of the general

meeting

Number of votes carried by voting shares of the Company on the given item of the

1 033 135 366

agenda of the general meeting, determined taking into account the provisions of

clause 4.24 of Regulations

Number of votes owned by the persons who took part in the general meeting, on

941 561 762

the given item of the agenda of the general meeting

Quorum on the given item of the agenda has been recorded

91.136340211201%

Voting option

Number of votes given

% out of number of persons who took part in the

1

for each voting option

general meeting

"FOR"

941 487 862

99.992151338023

"AGAINST"

70 420

0.007479063280

"ABSTAINED"

1 850

0.000196482066

Number of votes which were not counted due to invalidity of the bulletins or

on other grounds provided by the Regulations

"Invalid"

150

0.000015930978

"On other grounds"

1 480

0.000157185653

TOTAL:

941 561 762

100.000000000000

Taken Decision on item No. 1 of the agenda:

1. To approve the distribution of profits based on the results of the 2021 reporting year. Pay dividends for the 2021 reporting year in cash in the amount of 0 rubles 82 kopecks per one ordinary share of the Company with a par value of 10 rubles, in the total amount of 847,171,000 rubles 12 kopecks.

Set the date on which the persons entitled to receive dividends are determined - May 27, 2022.

The deadline for payment of dividends to a nominal holder and a trustee who is a professional participant in the securities market, which are registered in the register of shareholders, is no later than June 10, 2022 (inclusive), and for other persons registered in the register of shareholders - no later than July 4, 2022 (inclusive).

The profit remaining after the payment of dividends shall not be distributed and left at the disposal of the Company.

RESULTS OF VOTING ON ITEM No. 2 OF THE AGENDA:

Number of votes owned by the persons included in the list of persons entitled to

1 033 135 366

participate in the general meeting, on the given item of the agenda of the general

meeting

Number of votes carried by voting shares of the Company on the given item of

1 033 135 366

the agenda of the general meeting, determined taking into account the provisions

of clause 4.24 of the Regulations

Number of votes owned by the persons who took part in the general meeting, on

941 561 762

the given item of the agenda of the general meeting

Quorum on the given item of the agenda has been recorded

91.136340211201%

Voting option

Number of votes given

% out of number of persons who took part in the

for each voting option

general meeting

"FOR"

936 580 518

99.470959399475

"AGAINST"

4 922 592

0.522811375596

"ABSTAINED"

58 292

0.006190990581

Number of votes which were not counted due to invalidity of the bulletins or

on other grounds provided by the Regulations

"Invalid"

360

0.000038234348

"On other grounds"

0

0.000000000000

TOTAL:

941 561 762

100.000000000000

Taken Decision on item No. 2 of the agenda:

2. In connection with bringing the provisions of the Company's Articles of Association in line with the current legislation of the Russian Federation, approve the Company's Articles of Association in a new

2

edition. Register the Articles of Association of the Company in a new edition in accordance with the procedure established by law.

RESULTS OF VOTING ON ITEM No. 3 OF THE AGENDA:

Number of votes owned by the persons included in the list of persons entitled to

1 033 135 366

participate in the general meeting, on the given item of the agenda of the general

meeting

Number of votes carried by voting shares of the Company on the given item of

1 033 135 366

the agenda of the general meeting, determined taking into account the provisions

of clause 4.24 of the Regulations

Number of votes owned by the persons who took part in the general meeting, on

941 561 762

the given item of the agenda of the general meeting

Quorum on the given item of the agenda has been recorded

91.136340211201%

Voting option

Number of votes given

% out of number of persons who took part in the

for each voting option

general meeting

"FOR"

936 623 658

99.475541148834

"AGAINST"

4 922 572

0.522809251466

"ABSTAINED"

15 282

0.001623048069

Number of votes which were not counted due to invalidity of the bulletins or

on other grounds provided by the Regulations

"Invalid"

250

0.000026551631

"On other grounds"

0

0.000000000000

TOTAL:

941 561 762

100.000000000000

Taken Decision on item No. 3 of the agenda:

3. To approve the Regulations on the Board of Directors of the Company in a new edition.

RESULTS OF VOTING ON ITEM No. 4 OF THE AGENDA:

Number of votes owned by the persons included in the list of persons entitled to

9 298 218 294

participate in the general meeting, on the given item of the agenda of the general

meeting

Number of votes carried by voting shares of the Company on the given item of

9 298 218 294

the agenda of the general meeting, determined taking into account the provisions

of clause 4.24 of the Regulations

Number of votes owned by the persons who took part in the general meeting, on

8 474 055 858

the given item of the agenda of the general meeting

Quorum on the given item of the agenda has been recorded

91.136340211201%

Name of the candidate

Number of votes given for each

voting option

"FOR", distribution of votes amount the candidates

1

Korytko Igor Valerievich

936 947 210

2

Wende Frank-Detlef

936 483 030

3

Shiryaev Alexander Georgievich

936 477 980

4

Chervonenko Natalia Anatolievna

936 476 516

5

Kaplunov Andrey Yurievich

936 463 582

6

Kuzminov Yaroslav Ivanovich

936 461 725

7

Khodorovsky Mikhail Yakovlevich

936 457 216

8

Shmatovich Vladimir Vladimirovich

936 456 283

3

9

Popov Mikhail Vladimirovich

936 414 098

10

Zimin Andrey Anatolievich

86 667

11

Petrosyan Tigran Ishkhanovich

40 557

"AGAINST"

177 840

"ABSTAINED"

44 674 110

Number of votes which were not counted due to invalidity of the bulletins or

on other grounds provided by the Regulations

"Invalid"

24 984

"On other grounds"

414 060

TOTAL:

8 474 055 858

Taken Decision on item No. 4 of the agenda:

4. To elect the Board of Directors of the Company consisting of 9 (Nine) directors:

  1. Wende Frank-Detlef;
  2. Kaplunov Andrey Yurievich;
  3. Korytko Igor Valerievich;
  4. Kuzminov Yaroslav Ivanovich;
  5. Popov Mikhail Vladimirovich;
  6. Khodorovsky Mikhail Yakovlevich;
  7. Chervonenko Natalia Anatolievna;
  8. Shiryaev Alexander Georgievich;
  9. Shmatovich Vladimir Vladimirovich.

RESULTS OF VOTING ON ITEM No. 5 OF THE AGENDA:

Number of votes owned by the persons included in the list of persons entitled to

1 033 135 366

participate in the general meeting, on the given item of the agenda of the general

meeting

Number of votes carried by voting shares of the Company on the given item of

1 033 135 366

the agenda of the general meeting, determined taking into account the provisions

of clause 4.24 of the Regulations

Number of votes owned by the persons who took part in the general meeting, on

941 561 762

the given item of the agenda of the general meeting

Quorum on the given item of the agenda has been recorded

91.136340211201%

Voting option

Number of votes given

% out of number of persons who took part in the

for each voting option

general meeting

"FOR"

941 545 186

99.998239520691

"AGAINST"

6 420

0.000681845871

"ABSTAINED"

10 156

0.001078633438

Number of votes which were not counted due to invalidity of the bulletins or

on other grounds provided by the Regulations

"Invalid"

0

0.000000000000

"On other grounds"

0

0.000000000000

TOTAL:

941 561 762

100.000000000000

Taken Decision on item No. 5 of the agenda:

5. To approve as the Company's Auditor for 2022 LLC CATR - Auditing Services (formerly Ernst & Young LLC).

4

RESULTS OF VOTING ON ITEM No. 6 OF THE AGENDA (6.1.):

Number of votes owned by the persons included in the list of persons entitled to

1 033 135 366

participate in the general meeting, on the given item of the agenda of the general

meeting

Number of votes carried by voting shares of the Company on the given item of

106 842 189

the agenda of the general meeting, determined taking into account the provisions

of clause 4.24 of the Regulations

Number of votes owned by the persons who took part in the general meeting, on

15 491 616

the given item of the agenda of the general meeting

Quorum on the given item of the agenda has been recorded

Voting option

Number of votes given

% out of number of persons who took part in the

for each voting option

general meeting

"FOR"

10 539 534

68.033793246618

"AGAINST"

5 320

0.034341155887

"ABSTAINED"

4 944 160

31.915069415612

Number of votes which were not counted due to invalidity of the bulletins or

on other grounds provided by the Regulations

"Invalid"

1 480

0.009553554645

"On other grounds"

1 122

0.007242627238

TOTAL:

15 491 616

100.000000000000

RESULTS OF VOTING ON ITEM No. 6 OF THE AGENDA (6.2.):

Number of votes owned by the persons included in the list of persons entitled to

1 033 135 366

participate in the general meeting, on the given item of the agenda of the general

meeting

Number of votes carried by voting shares of the Company on the given item of

106 842 189

the agenda of the general meeting, determined taking into account the provisions

of clause 4.24 of the Regulations

Number of votes owned by the persons who took part in the general meeting, on

15 491 616

the given item of the agenda of the general meeting

Quorum on the given item of the agenda has been recorded

Voting option

Number of votes given

% out of number of persons who took part in the

for each voting option

general meeting

"FOR"

10 540 188

68.038014884955

"AGAINST"

6 100

0.039376137389

"ABSTAINED"

4 944 206

31.915366350418

Number of votes which were not counted due to invalidity of the bulletins or

on other grounds provided by the Regulations

"Invalid"

0

0.000000000000

"On other grounds"

1 122

0.007242627238

TOTAL:

15 491 616

100.000000000000

Taken Decisions on item No. 6 of the agenda:

6.1. In accordance with paragraphs (16) clause 13.2 of the Charter of the Company, to provide consent to the transaction, in which there is an interest <…..>.

5

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

TMK - Trubnaya Metallurgicheskaya Kompaniya PAO published this content on 20 May 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 May 2022 14:04:00 UTC.