ORDER OF THE GOVERNMENT OF THE RUSSIAN FEDERATION

of June 15, 2024 No. 811

About measures for implementation of the Presidential decree of the Russian Federation of December 19, 2023 No. 966

In pursuance of Items 1, No. 966 "About additional special economic measures in the fuel and energy sphere in connection with unfriendly actions of some foreign states and the international organizations" the Government of the Russian Federation decides 2 and 4 Presidential decrees of the Russian Federation of December 19, 2023:

1. Create the following limited liability companies:

Achim Development limited liability company;

Achimgaz limited liability company;

Achim Is Sold limited liability company.

2. The societies specified in Item 1 of this resolution (further - societies), are considered created from the date of entering into the Unified State Register of Legal Entities of data on creation of the relevant society.

3. The CEO of the relevant society sends properly drawn up notification to members (shareholders) of the legal entity who is right predecessor of the relevant society (Achim Development limited liability company, Achimgaz limited liability company, Achim Is Sold limited liability company) (further - the companies), about creation of the relevant society from the date of entering into the Unified State Register of Legal Entities of data on creation of such society.

4. Determine that:

the size of the authorized capital of Achim Development limited liability company constitutes 60000000 rubles. At the same time to consider the authorized capital of Achim Development limited liability company completely paid;

the size of the authorized capital of Achimgaz limited liability company constitutes 8274000 rubles. At the same time to consider the authorized capital of Achimgaz limited liability company completely paid;

the size of the authorized capital of Achim Is Sold limited liability company constitutes 30000000 rubles. At the same time to consider the authorized capital of Achim Is Sold limited liability company completely paid;

location of Achim Development limited liability company - Yamalo-Nenets Autonomous Area, lake. City Novy Urengoy, Novy Urengoy;

location of Achimgaz limited liability company - Yamalo-Nenets Autonomous Area, lake. City Novy Urengoy, Novy Urengoy;

the location of Achim Is Sold limited liability company - St. Petersburg.

5. Approve enclosed:

charter of Achim Development limited liability company;

charter of Achimgaz limited liability company;

charter of Achim Is Sold limited liability company;

Rules of evaluating, preparation of the offer for acquisition and sales of shares in the authorized capital of Achim Development limited liability company, Achimgaz limited liability company, Achim Is Sold limited liability company according to the subitem "e" of Item 1 of the Presidential decree of the Russian Federation of December 19, 2023 No. 966 "About additional special economic measures in the fuel and energy sphere in connection with unfriendly actions of some foreign states and the international organizations".

6. Appoint:

the CEO of Achim Development limited liability company of Osipovich Oleg Valeryevich, having authorized it to act as the applicant in case of state registration of Achim Development limited liability company;

the CEO of Achimgaz limited liability company of Osipovich Oleg Valeryevich, having authorized it to act as the applicant in case of state registration of Achimgaz limited liability company;

the CEO of Achim Is Sold limited liability company of Golubnichego Grigory Aleksandrovich, having authorized it to act as the applicant in case of state registration of Achim Is Sold limited liability company.

7. To provide to societies within 14 working days from the date of creation:

reception-transmission by the relevant company to the relevant society of the property belonging to the company, including money, at the same time forming and signing of delivery-acceptance certificates of property between the relevant company and the relevant society are not required;

implementation according to Item 3 of the Presidential decree of the Russian Federation of December 19, 2023 No. 966 "About additional special economic measures in the fuel and energy sphere in connection with unfriendly actions of some foreign states and the international organizations" transfer of all employees of the company to the relevant society with preserving the operating conditions of remuneration and social security.

8. Determine that the property rights to property of the relevant companies, including to money of the relevant companies pass to societies.

9. Provide to Federal Agency on Mineral Resources in 3-day time from the date of the address of each of societies renewal of the licenses to use subsoil granted to the companies on the relevant society.

10. To provide to federal executive bodies (according to competence) in the terms established by the legislation of the Russian Federation after the appeal of the relevant society renewal on such society of special permissions (licenses) and other documents issued to the relevant company necessary for implementation of the activities by society, and also to render all necessary assistance in goal achievement, specified in the Presidential decree of the Russian Federation of December 19, 2023 to No. 966 "About additional special economic measures in the fuel and energy sphere in connection with unfriendly actions of some foreign states and the international organizations".

11. This resolution becomes effective from the date of its official publication.

Approved by the Order of the Government of the Russian Federation of June 15, 2024, No. 811

Charter of Achim Development limited liability company

Article 1. General provisions

1.1. The Achim Development limited liability company (further - Society) is created according to the Presidential decree of the Russian Federation of December 19, 2023 No. 966 "About additional special economic measures in the fuel and energy sphere in connection with unfriendly actions of some foreign states and the international organizations" (further - the Presidential decree of the Russian Federation).

1.2. The legal status of Society, and also the right and obligation of his participants (further - participants) are determined by this charter according to the Civil code of the Russian Federation, the Federal Law "About Limited Liability Companies" and other legal acts of the Russian Federation.

1.3. Full trade name of Society:

in Russian - Achim Development limited liability company;

in English - Achim Development Limited Liability Company.

1.4. The reduced trade name of Society:

in Russian - Achim Development LLC;

in English - Achim Development LLC.

1.5. Society location: Russian Federation, Yamalo-Nenets Autonomous Area, lake. City Novy Urengoy, Novy Urengoy.

1.6. Society is created for unrestricted term.

1.7. Society has the round stamp containing its full trade name in Russian. The seal may contain also trade name of Society in any foreign language. Society has the right to use stamps and forms with the trade name, own emblem, and also the trademark registered in accordance with the established procedure and other means of individualization.

1.8. The concepts used in this charter have the following values:

"Achimov deposits within sites IV and V" - the geological body in territorial limits of sites IV and V limited down to roof (Ach 3 - 4) and sole (Ach 5) the corresponding stratigrafichesky layers containing inventories of hydrocarbons in layers collectors;

"question of exclusive competence" - any question carried to competence of general meeting of participants, the board of directors or board on which decision is respectively made unanimously or at least than three quarters of voices of voices of participants, unanimously or at least than 7 of 8 voices of board members or unanimously by board members, according to provisions of this charter;

"the annual work program and the budget" - the annual work program and the budget approved or changed by the board of directors, each of which conforms to requirements of the request for gas and if in this calendar year the application on gas was not submitted, - the Single technological scheme of development;

"the purchase and sale agreement of hydrocarbons of trading company" - the purchase and sale agreement of the available hydrocarbons belonging to Society, Achim Is Sold limited liability company;

"available hydrocarbons" - all hydrocarbonic substances (gaseous or liquid) extracted from Achimov deposits within sites IV and V less used for own needs (for example, gas in fuel quality) and technical losses, undergone commercial accounting on nodes of measurements at the exits of the complex gas processing units established by Society within sites IV and V;

"The single technological scheme of development" - the corresponding Chapters of the Single technological scheme of development of deposits of hydrocarbonic raw materials of Achimov deposits of the Urengoy oil-gas condensate field relating to development and production from Achimov deposits on sites IV and V of the Urengoy oil-gas condensate field, prepared by TyumenNIIgiprogaz limited liability company and as appropriate the developments of fields of hydrocarbonic raw materials and other project documentation of Federal Agency for Subsoil Management approved by the central commission on coordination of engineering designs on August 19, 2011, including any their changes or the documents replacing them;

"the request on gas" - the annual request of Achim Is Sold limited liability company according to the purchase and sale agreement of hydrocarbons of trading company with indication of gas amounts which the Achim Is Sold limited liability company wishes to select in this calendar year;

"license" - the license behind number SLH 02080 NE granted by the central commission on coordination of engineering designs of development of fields of hydrocarbonic raw materials and other project documentation of Federal Agency for Subsoil Management with changes of October 9, 2012, with completion date on December 31, 2038 which provides to Gazprom dobycha Urengoy limited liability company the right to use of natural resources with purpose and such work types as industrial development of Cenomanian and neokomsky deposits of hydrocarbons and geological studying with the subsequent development of Achimov and Jurassic deposits within the Urengoy subsoil plot, with all appendices (including the license agreement) which covers including sites IV and V;

"service agreement" - the service provision agreement between the Society (acting as person rendering services) and the Gazprom dobycha Urengoy limited liability company (acting as the customer of services) and about purchase and sale of the available hydrocarbons belonging to Gazprom dobycha Urengoy limited liability company;

"the technical agreement" - the agreement which is subject to the conclusion between Society and Gazprom public joint stock company (or person specified by Gazprom public joint stock company), or the domestic situation of Society approved by Gazprom public joint stock company (or person specified by Gazprom public joint stock company), concerning methodology of determination of annual technological capabilities of Society;

"sites IV and V" - sites IV and V of the Urengoy oil-gas condensate field which borders are specified in the enclosure of Gazprom public joint stock company, addressed to the Vinterskhall Holding Gmbh company, of November 13, 2012;

"emergency situation" - the fire, explosion, large leakage of gas, large leakage from gas pipeline strut, damage of the pipeline, incident on water, flight accident with helicopter, collision of courts, loss of management of well, emission from well, hydrogen sulfide emission, evacuation of the victim in case of accident, evacuation and leaving of platform, act of terrorism, diversion, threat of explosion of bomb, flood, violation of the safety area, serious disease, emergency situation during drilling, unauthorized release, emission of natural gas or crude oil, strike, conflicts, evacuation, introduction of warlike or emergency state, any incident which did harm to life or serious harm to health of any worker, contractor or the third party or entailed serious property damage, and is equal any similar event qualified as emergency situation in respect of Society on liquidation of emergency situation and also any other similar event, including that which represents threat of damnification of life, to health, the environment or according to the reasonable conclusion of the CEO can pose such threat.

Article 2. Legal status of Society

2.1. Society is the commercial organization.

2.2. Form of business of Society - limited liability company.

2.3. Society has the civil laws and performs the civil duties necessary for implementation of the any kinds of activities which are not forbidden by the legislation of the Russian Federation.

2.4. Society is considered created as the legal entity from the moment of its state registration according to the procedure, established by the Federal Law "About State Registration of Legal Entities and Individual Entrepreneurs".

2.5. Society has the isolated property in property, can acquire and have on its own behalf the civil laws and obligations, to be claimant and the defendant in court.

2.6. Society is owner of the property transferred to it as payment by share in the authorized capital of Society by founders of Society and other participants and also the property acquired during the business activity or otherwise in accordance with the legislation of the Russian Federation.

2.7. Society bears responsibility according to the obligations all property belonging to it.

2.8. Society does not answer for obligations the participants. Participants bear risk of the losses connected with activities of Society, within cost belonging to them share in the authorized capital of Society.

2.9. The participants who did not completely pay the shares in the authorized capital of Society belonging to them bear joint liability according to its obligations within the cost of unpaid part of the shares in the authorized capital of Society belonging to each of them.

2.10. Society does not bear responsibility according to obligations of the Russian Federation, subjects of the Russian Federation and municipalities, as well as the Russian Federation, subjects of the Russian Federation and municipalities do not bear responsibility according to obligations of Society.

2.11. Society has the right to create branches and to open representations. Society has the right to have affiliated and dependent economic societies with the rights of the legal entity in accordance with the legislation of the Russian Federation.

Article 3. Main objective and object of activity of Society

3.1. Main objective of activities of Society is generation of profit.

3.2. Object of activity of Society is accomplishment (or involvement at own expense of third-party contractors for accomplishment) any works and rendering the services connected with exploration and production of any hydrocarbonic substances (gaseous or liquid) from Achimov deposits within sites IV and V, and also implementation on them other accompanying activities.

3.3. Society performs the following (without restriction) core activities:

1) rendering services to the owner of the license for mineral right of all Urengoy oil-gas condensate field, including Achimov deposits within sites IV and V;

2) investigation and development of Achimov deposits within sites IV and V;

3) construction of industrial and civil facilities: construction, installation, putting into operation, operation and servicing of all objects and infrastructure in borders of Achimov deposits within sites IV and V;

4) transportation of the extracted hydrocarbons and their giving on nodes of measurements;

5) engineering services;

6) the subsequent investigation, development of Achimov deposits within sites IV and V, operation, production, separation, measurement and processing of hydrocarbons;

7) regular testing of productivity of wells in borders of Achimov deposits within sites IV and V according to the Single technological scheme of development and other project documentation, including extraction of tests of liquids, performance measurement of wells, pressure (dynamic and static) and temperatures for designing and modeling of layer collector, accomplishment of full range of research works;

8) drilling, fixture, development, geophysical studying, intensification, operation, maintenance, workover, perforation of wells, works on hydraulic fracturing of layers and well survey in borders of Achimov deposits within sites IV and V;

9) implementation of any other accompanying activities connected with investigation and development of Achimov deposits within sites IV and V;

10) purchase and the subsequent sale of natural gas and gas condensate, got on Achimov deposits within sites IV and V;

11) lease and transfer to the sublease of the parcels of land, wells, the equipment of the reservoirs storages, systems of separation and preparation, shipping complexes, pipelines, cables, roads and other constructions, infrastructure facilities, the equipment and municipal constructions which are in limits or outside Achimov deposits within sites IV and V;

12) implementation of actions for conclusion from operation of fixed assets of Society and recultivation of lands in accordance with the legislation of the Russian Federation;

13) foreign economic activity.

3.4. Society has the right to perform also any other types of activity which are not forbidden by the legislation of the Russian Federation.

3.5. Society has the right to be engaged in separate types of activity which list is determined by the laws only based on special permission (license).

Article 4. Authorized capital of Society

4.1. The authorized capital of Society consists of nominal value of shares of his participants.

4.2. The authorized capital of Society constitutes 60000000 rubles.

4.3. The authorized capital of Society can be increased or reduced according to the decision of general meeting of participants made by at least than two thirds of voices of total number of voices of participants.

4.4. Increase in the authorized capital can be performed at the expense of property of Society, and (or) at the expense of additional deposits of participants, and (or) at the expense of deposits of the third parties accepted in Society.

4.5. Additional contributions shall be made by participants within 6 months from the date of acceptance by general meeting of participants of the relevant decision.

4.6. The money, securities, other things or property rights or other rights having money value can be contribution to the authorized capital of Society.

4.7. Society has the right, and in cases, stipulated by the legislation the Russian Federation, shall reduce the authorized capital. Reduction of the authorized capital of Society can be performed by reduction of nominal value of shares of all participants in the authorized capital of Society and (or) repayment of the shares belonging to Society.

4.8. According to the decision of general meeting of participants made by all participants unanimously participants on account of introduction of additional deposits by them and (or) the third parties on account of introduction of deposits by them have the right to reckon the monetary claims to Society.

4.9. Net assets value of Society is determined by accounting data according to the procedure, established by the legislation of the Russian Federation. If net assets value of Society will become less than the size of its authorized capital or less than the size of the minimum authorized capital established by the law, Society shall take measures, stipulated by the legislation the Russian Federation.

Article 5. Rights and obligations of participants

5.1. Participants have the right:

participate in administration of Society, including participate in general meetings of participants personally or through the representative, choose and be elected to elected bodies of Society;

take part in profit distribution of Society;

receive in case of liquidation of Society part of the property which remained after settlings with creditors or its cost;

require convocation of extraordinary general meeting of participants according to the procedure, established by the Federal Law "About Limited Liability Companies".

5.2. Participants have also other rights provided by the Federal Law "About Limited Liability Companies" and this charter.

5.3. The additional rights can be granted to the participant (participants) according to the decision of general meeting of participants made by all participants unanimously.

5.4. The additional rights granted to all participants can stop or be limited according to the decision of general meeting of participants made by all participants unanimously. The additional rights granted to certain participant can stop or be limited according to the decision of general meeting of participants made by at least than two thirds of voices of total number of voices of participants under condition if the member of society who possesses such additional rights voted for adoption of such decision or gave written consent.

5.5. Participants shall:

observe provisions of the legislation of the Russian Federation and this charter;

fulfill the obligations assumed in accordance with the established procedure in relation to Society;

abstain from the actions causing losses to Society;

pay shares in the authorized capital of Society according to the procedure, the sizes and terms which are provided by the Federal Law "About Limited Liability Companies";

not disclose information on activities of Society concerning which the requirement about ensuring its confidentiality is established;

carry out decisions of general meeting of participants;

perform other duties provided by the Federal Law "About Limited Liability Companies" and this charter.

5.6. Subsidiary duties can be assigned to all participants according to the decision of general meeting of participants made by all participants unanimously. Subsidiary duties can be assigned to certain participant according to the decision of general meeting of participants made by at least than two thirds of voices of total number of voices of participants under condition if the participant to whom such subsidiary duties are assigned voted for adoption of such decision or gave written consent. The subsidiary duties assigned to all or to certain participant can be stopped according to the decision of general meeting of participants made by all participants unanimously.

Article 6. Transfer of share in the authorized capital of Society. Exit of the participant from Society

6.1. Transition of share or part of share in the authorized capital of Society to one or several participants or to the third parties is performed based on the Presidential decree of the Russian Federation, the transaction, according to the procedure of legal succession or on other legal cause.

The participant has the right to sell or perform alienation otherwise of the share or part of share in the authorized capital of Society to one or several participants in the presence of 2 and more participants. The consent of other participants or Societies to making of such transaction is not required.

Sale or alienation otherwise of share or parts of share in the authorized capital of Society to the third parties is allowed with observance of the requirements provided by the Presidential decree of the Russian Federation, the Federal Law "About Limited Liability Companies" and this charter.

Pass all rights and obligations of the participant which arose before transaction to the acquirer of share or part of share in the authorized capital of Society, the specified share directed to alienation or parts of share in the authorized capital of Society, or before emergence of other basis of its transition, except for the rights and obligations provided respectively by the paragraph the second Item 2 of Article 8 and the paragraph the second Item 2 of article 9 of the Federal law "About Limited Liability Companies".

6.2. Alienation by the participant of the share or part of share to the third parties is allowed with observance of the privilege of other participants to acquisition of alienable share or part of share in proportion to the sizes of their shares in the authorized capital at the price offered the third parties.

If within 30 days from the date of receipt of the offer by Society participants will not use the privilege of purchase of share or part of share in the authorized capital of society, offered for sale, formed including as a result of refusal of certain participants of the specified privilege, the remained share or part of share can be sold to the third party at the price which not the low price established in the offer for participants and on conditions which were told his participants.

6.3. Society has no right to acquire shares or parts of the shares, except as specified, provided by the Federal Law "About Limited Liability Companies".

6.4. The participant has the right to pledge the share belonging to him or part of share in the authorized capital of Society to other participant.

6.5. In the presence of 2 and more participants the participant has the right to leave Society by alienation of share to Society irrespective of the consent of other participants or Society. Exit of the participant from Society is performed according to article 26 of the Federal law "About Limited Liability Companies".

6.6. Exit of the participant from Society does not exempt it from the obligation before Society on contributing to property of Society which arose before filing of application about exit from Society.

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