Right to receive dividend on the Company shares

Resolutions on the payment (declaration) of dividends, including resolutions on the amount of dividends on shares of each category (type), the form of their payment, the procedure for paying dividends in nonmonetary form, the date by which the persons entitled to receive dividends are determined, are adopted by the General Shareholders Meeting. Resolution of the General Shareholders Meeting on setting the date to determine persons entitled to receive dividends shall only be adopted at the suggestion of the Board of Directors of the Company.

The source of dividend payment is the after-tax income of Rosneft (net income of the Company). The net income of Rosneft is determined according to the Company’s accounting (financial) statements compiled in accordance with the requirements of Russian legislation.

Rosneft's Extraordinary General Shareholders Meeting held on December 22, 2023 resolved to pay interim dividends in an amount of 30.77 rubles per ordinary share.

Rosneft's Annual General Shareholders Meeting held on June 28, 2024 resolved to pay dividends based on the Company's 2023 performance in cash in an amount of 29.01 rubles per ordinary share.

In accordance with Article 42 Clause 6 of the Federal Law On Joint Stock Companies No. 208-FZ of 26.12.1995, the term for dividend remittance to a nominee holder or a trust manager that is a security market professional, all as listed on the share register, shall not exceed 10 business days; and the term for dividend remittance to other persons listed on the share register shall not exceed 25 business days from the date of determining the persons entitled to receive dividends.

The General Shareholders Meeting shall decide on the date on which the persons entitled to receive dividends are determined. Shareholders who were owners of the Company’s shares on the date on which the General Shareholders Meeting determined the persons entitled to receive dividends, shall receive dividends on the shares of Rosneft for the reporting year.

The date to determine persons entitled to receive such dividends, pursuant to the dividend payment/declaration resolution, shall not be set earlier than 10 days or later than 20 days from the date of the said dividend payment/declaration resolution was adopted.

Therefore, if the Company’s shareholder sells shares before the date on which the General Shareholders Meeting determines the persons entitled to receive dividends, or if the Company’s shares are acquired after the date of drawing up the specified list, dividends will not be received by the seller or the purchaser of shares.

In accordance with Article 214 Clause 3 of the Tax Code of the Russian Federation, calculation of the tax amount and payment of tax on income from equity participation in an organization received in the form of dividends are made by a person recognized as a tax agent, separately for each taxpayer and for each payment of these incomes, i.e. Rosneft or a nominal holder of shares, when paying dividends, shall withhold tax and transfer it to the budget, and the shareholder shall receive after-tax dividends.

"The tax amount is calculated individually for each taxpayer at the rate and in the order provided for by the Tax Code of the Russian Federation. For individuals who are tax residents of the Russian Federation, the tax on income from equity investments in enterprises in the form of dividends is calculated at an incremental rate*:

1) 13% if the amount of the said income over the tax period (calendar year) is below or equal to 5 Million Rubles;

2) 650 Thousand Rubles and 15% of the said income amount above 5 Million Rubles, if the amount of income for the tax period is more than 5 Million Rubles.

* Starting from 2025 a change is to be introduced to the amount of income in the form of dividends subject to the incremental tax rate (irrespective of the year of the dividends):
1) 13% if the amount of income over the tax period (calendar year) is not more than 2.4 Million Rubles;
2) 312 Thousand Rubles and 15% of the income amount above 2.4 Million Rubles.
At the end of the tax period, the amount of tax will be affected not only by dividends, but also by an individual’s other income that constitutes the tax base besides the dividends.

For individuals who are not tax residents of the Russian Federation, the tax on income from equity investments in enterprises in the form of dividends is calculated at the rate of 15%.

The taxation of dividends of an individual who is a tax resident of a country having a double taxation avoidance agreement with the Russian Federation, which provisions on dividends are valid as of the date of the dividend payment, on the basis of Article 7 of the Tax Code of the Russian Federation and in accordance with Article 232 of the Tax Code of the Russian Federation, can be subject to the tax exemption or a reduced tax rate.

In accordance with Article 275 Clause 5 and Article 210 Clause 2 of the Tax Code of the Russian Federation, when paying dividends on shares of Rosneft in 2014 to residents of the Russian Federation, Rosneft has no obligation to withhold and pay tax on income from equity participation and individual income tax, as the amount of dividends received by Rosneft from participation in other entities at the time of distribution of dividends to the recipients exceeds the amount of dividends payable to the shareholders of Rosneft who are residents of the Russian Federation.

Dividends on shares of Rosneft PJSC are paid by bank or postal transfer, in accordance with the form of income generation indicated in the application form of the registered person.

No.

If a shareholder is not one of those listed in Articles 227, 227.1 and 228 of the RF Tax Code, then the submission of personal income tax return, including dividends, is not obligatory. At the same time, in accordance with Item 2 of Article 229 of the Tax Code of the Russian Federation, the individuals for whom the tax return submission is not obligatory have the right to submit such tax return to the tax authority at the place of residence.

For reference: In accordance with Item 1 of Article 229 of the Tax Code of the Russian Federation (hereinafter - the RF TC), the obligation to submit the income declaration to the tax inspectorate is applicable to individuals listed in Articles 227, 227.1 and 228 of the RF TC (including individuals with income from which the tax has not been withheld by tax agents), namely:

1. Individuals registered in the due legal order and conducting business activities without incorporation - for the income amount received from such activities;
2. Notaries engaged in private practice, lawyers conducting private legal practice and other individuals engaged in private practice in accordance with the current law - for the income amount received from such activities;
3. Individuals - foreign citizens hired by other individuals for personal, household and other similar needs not related to business activity;
4. Individuals - based on the amounts of remuneration received from individuals and organizations which are not tax agents through labor contracts and civil contracts, including the income from rental and lease agreements for any property;
5. Individuals – based on the amounts received from the sale of property owned by these individuals through the right of ownership;
6. Individuals - tax residents of the Russian Federation, except for Russian military personnel listed in Item 3 of Article 207 of the RF TC, who receive income from sources outside the Russian Federation - based on the amounts of such income;
7. Individuals with other income from which the tax has not been withheld by tax agents - on the basis of the amounts of such income;
8. Individuals receiving financial prizes from lottery operators, distributors, organizers of gambling held in a bookmaker's office and totalizator - on the basis of the amounts of such prizes not above 15,000 Rubles;
9. Individuals receiving income in the form of remuneration as heirs (legal successors) of authors of works of science, literature, art, as well as authors of inventions, utility models and industrial prototypes;
10. Individuals receiving income in cash and natural form through gifts, except as provided for in Item 18.1 of Article 217 of the RF TC;
11. Individuals receiving income in the form of a monetary equivalent of real estate property and (or) securities transferred for replenishing the target capital of non-profit organizations in the order established by Federal Law No. 275-FZ of December 30, 2006 “On the Procedure for Formation and Use of the Endowment Capital of Non-Profit Organizations”, except as stipulated in Item 52 of Article 217, Paragraph 3, of the RF TC.
12. Individuals - foreign citizens, persons without citizenship registered in accordance with Item 7.4 of Article 83 of the RF TC, who receive income from organizations (individual entrepreneurs) that are the sources of income to such individuals - foreign citizens, persons without citizenship, from which tax has not been withheld by the said organizations (individual entrepreneurs) and which have not been reported by the said organizations (individual entrepreneurs) in the order established by Item 5 of Article 226, Item 5 of the RF TC - on the basis of the amounts of such income.
13. Individuals who applied to tax authorities to convert to the fixed profit taxation – with regard to the calculation and payment of the respective tax amount.

1. If registration of rights to shares is carried out by a nominee holder.

According to Article 8.7 Clause 1 of the Federal Law On Securities Market, owners of shares and other persons exercising rights on securities, the rights of which are recorded in the depository, receive dividends on shares in monetary form through the depository, of which they are depositors. Under Article 226.1 of the Tax Code of the Russian Federation, the depositary which pays income to a taxpayer on securities issued by Russian organizations, the rights for which are recorded in such a depositary on the date specified in the Resolution to pay (declare) income, is a tax agent.

Accordingly, in order to obtain a certificate of income received in 2023 in the form of dividends on shares of Rosneft in the Form No. 2-NDFL, the shareholder shall contact the depositary in which the custody account is opened to register rights to his/her shares of Rosneft.

2. If the registration of rights to shares is carried out by a specialized registrar.

If dividends on shares of Rosneft are received in 2023, the registration of ownership rights to which is carried out by a specialized registrar of Rosneft - Reestr-RN LLC, the shareholder can obtain a certificate of income in the Form No. 2-NDFL by submitting an application addressed to the Head or Chief Accountant of the Company. The application must contain the following information about the shareholder:

• last name, first name, patronymic;
• date of birth;
• passport information;
• place of domicile;
• postal address for sending income statement;
• the period (year) in which the income was received and for which a certificate is required;
• signature.

Requests for issuance of certificates in the Form No. 2-NDFL can be sent to Rosneft to the following address: 26/1, Sofiyskaya Embankment, Moscow, 117997, or to the following e-mail address: postman@rosneft.ru.