OREANDA-NEWS. June 19, 2007.  Rostelecom (NYSE: ROS; RTS, MICEX: RTKM, RTKMP), Russia’s national long-distance telecommunications operator, today announced the results of its Annual General Shareholders’ Meeting (AGM) held on June 16, 2007, as well as the decisions of the new Board of Directors.

At the AGM, shareholders voted to approve the following items:

Approval of the Company’s annual report, annual financial statements in accordance with Russian Accounting Standards (RAS), including profit and loss statement of the Company, as well as distribution of profit for 2006 fiscal year as follows:

– RUB 5,388,883,000 or 75% of net profit to increase the Company’s equity;
– RUB 1,796,256,000 or 25% of net profit to be distributed as dividends for 2006.

The annual dividends for 2006 were declared as follows:

– RUB 2.9589 per preferred share to be disbursed starting from July 15, 2007 to December 15, 2007. The total amount of dividends to be paid to holders of ordinary shares will amount to 10% of 2006 RAS net profit;
– RUB 1.4790 per ordinary share to be disbursed starting from July 15, 2007 to December 15, 2007. The total amount of dividends to be paid to holders of preferred shares will amount to 15% of 2006 RAS net profit.

Dividends will be disbursed to shareholders included into the list of persons entitled to receive dividends in conformity with the shareholders’ register as of April 27, 2007, as follows:

– by transfer to shareholders’ bank accounts (bank charges deducted);
– by postal order (postal costs deducted);
– by payment through the Company’s cashiers (for Rostelecom employees only).
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Members of the new Board of Directors were elected:

1. Mikhail Alexeev, Representative of Svyazinvest;
2. Yevgeny Chechelnitsky, Deputy General Director of Svyazinvest;
3. Valery Degtyarev, General Director of Professional Telecommunications;
4. Anatoly Gavrilenko, General Director of Asset Management Company Leader;
5. Alexander Kiselev, General Director of Svyazinvest;
6. Sergei Kuznetsov, Representative of Svyazinvest;
7. Yevgeny Logovinsky, Deputy Chairman of the Management Board of SOGAZ Insurance Group;
8. Nikolai Mylnikov, Director of Legal Department of CIT Finance Investment Bank;
9. Elena Selvich, Executive Director – Director of Economy and Finance Department of Svyazinvest;
10. Maxim Tsyganov, Moscow office Managing Director of CIT Finance Investment Bank;
11. Yekaterina Vasilyeva, Director of Corporate Finance Department of CIT Finance Investment Bank.  

Members of the Audit Commission were elected:

1. Natalia Belyakova, Deputy Director of Economy and Finance Department of Svyazinvest;
2. Kirill Frolov, Head of Internal Audit Department of Svyazinvest;
3. Olga Koroleva, Chief Accountant of Svyazinvest;
4. Gennady Kovalenko, Representative of Svyazinvest;
5. Yekaterina Yerofteeva, Deputy Director of Strategic Development Department of Svyazinvest.

Ernst and Young LLC was approved as the Company’s external auditor for 2007 fiscal year.
The restated Company’s Charter was approved.
The restated Company’s Regulations on the Board of Directors were approved.
The restated Company’s Regulations on the Management Board was approved.
Directors’ remuneration for the period they served as the members of the Company’s Board of Directors as well as reimbursement of the expenses incurred owing to their service as the members of the Company’s Board of Directors were approved.

At the Board of Directors’ meeting held after the AGM, Alexander Kiselev, General Director of Svyazinvest, was elected as Chairman of the Company’s Board of Directors, and Sergei Kuznetsov, Representative of Svyazinvest, was elected as Deputy Chairman of the Board.