RESULTS OF EGM
Moscow, Russia – April 2, 2014 – Rostelecom OJSC (MOEX - RTS: RTKM, RTKMP; OTCQX: ROSYY), Russia’s national telecommunications operator, today announces the results of the Extraordinary General Meeting (“EGM”) of Rostelecom shareholders held on April 2, 2014.
The EGM approved the appointment of the following members to the Board of Directors:
1. Ruben A. Aganbegyan;
2. David Benello;
3. Kirill A. Dmitriev;
4. Anton A. Zlatopolsky;
5. Sergei B. Kalugin;
6. Igor I. Kozlov;
7. Mikhail Y. Lesin;
8. Anatoly A. Milyukov;
9. Mikhail I. Poluboyarinov;
10. Vadim V. Semenov;
11. Vitaly Y. Sergeichuk.
Shareholders also approved amendments to the Company’s Charter aimed at extending authorities of Rostelecom’s Board members in managing the Company’s subsidiaries and affiliates.
Sergey Kalugin, President of Rostelecom, commented: “Our newly elected Board of Directors consists of top class professionals, whose knowledge and experience will no doubt help Rostelecom in its future development. Furthermore, for the first time in the history of our Company, we have a foreign independent director on the Board, which is a positive signal to the market as we look to strengthen investor confidence in Rostelecom. We are confident that Mr. Benello’s contribution to the work of our Board and towards improving our corporate governance practices will be invaluable as we seek to meet international best practices given his impeccable reputation in financial circles and extensive managerial experience."
* * *
For more information please visit www.rostelecom.ru or contact:
Investor Relations Department
Tel. +7 (499) 995 97 80
* * *
Rostelecom (www.rostelecom.ru) is Russia’s largest national telecommunications operator with presence in all Russian regions. The Group is a universal operator and undisputable leader of broadband and pay-TV markets in Russia with over 10.6 million fixed-line broadband subscribers and over 7.5 million pay-TV subscribers. The Group is also an important innovator that provides solutions in the field of medicine, E-Government, cloud computing and education.
Rostelecom was assigned a ‘BBB-’ and ‘BB+’ international credit ratings by Fitch Ratings and Standard & Poor’s respectively, both with a ‘Stable’ outlook. The Group generated RUB 325.7 billion of consolidated revenues, RUB 113.3 billion of OIBDA (34.8% of revenues) and RUB 24.1 billion of net income for the 12 months ended December 31, 2013.
* * *
Certain statements in this press release are forward-looking statements within the meaning of the U.S. federal securities laws and are intended to be covered by the safe harbors created thereby.
Those forward-looking statements include, but are not limited to:
• Management’s assessment of the Company’s future operating and financial results as well as forecasts of the present value of future cash flows and related factors;
• the Company’s anticipated capital expenditures and plans to construct and modernize its network;
• the Company’s expectations as to the growth in demand for its services, plans relating to the expansion of the range of its services and their pricing;
• the Company’s plans with respect to improving its corporate governance practices;
• the Company’s expectations as to its position in the telecommunications market and the development of the market segments within which the Company operates;
• economic outlook and industry trends;
• the Company’s expectations as to the regulation of the Russian telecommunications industry and assessment of impact of regulatory initiatives on the Company’s activity;
• other statements regarding matters that are not historical facts.
Such forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from those expressed or implied by these forward-looking statements. These risks, uncertainties and other factors include:
• risks relating to changes in political, economic and social conditions in Russia as well as changes in global economic conditions;
• risks relating to Russian legislation, regulation and taxation, including laws, regulations, decrees and decisions governing the Russian telecommunications industry, securities industry as well as currency and exchange controls relating to Russian entities and their official interpretation by regulatory bodies;
• risks relating to the Company, including the achievement of the anticipated results, levels of profitability and growth, ability to create and meet demand for the Company’s services including their promotions, and the ability of the Company to remain competitive in a liberalized telecommunications market;
• technological risks associated with the functioning and development of the telecommunications infrastructure, technological innovations as well as the convergence of technologies;
• other risks and uncertainties. For a more detailed discussion of these and other factors, see the Company’s Annual Report and the Company’s other public filings.
Many of these factors are beyond the Company’s ability to control or predict. Given these and other uncertainties, readers are cautioned not to place undue reliance on any of the forward-looking statements contained herein or otherwise. The Company does not undertake any obligation to release publicly any revisions to these forward-looking statements (which are made as of the date hereof) to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as may be required under applicable laws.