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Stocks and Dividend policy

Sistema has 9,650,000,000 ordinary shares outstanding, with a par value of RUB 0.09 each. The company's shareholder capital amounts to
RUB 868,500,000.

In February 2005, Sistema held the initial public offering and listing of shares in the form of Global Depositary Receipts on the London Stock Exchange under the symbol SSA. One GDR represents 20 ordinary shares. The company's ordinary shares are traded under the symbol AFKS on the Moscow Exchange. Sistema's free float on the London Stock Exchange is approximately 19% and 9.5% of shares are traded on the Moscow Exchange (except for the positions of insiders, shares owned by management and members of the Board of Directors, and ordinary shares on Sistema's Group balance sheet).

Sistema owns two public companies: MTS's shares are traded on the New York Stock Exchange in the form of ADRs (ticker: MBT) and MTS's common shares are traded on the Moscow Exchange (ticker: MTSS).

Chairman of the Board of Directors of Sistema Vladimir Evtushenkov, with 64.2% of shares, is the principal Sistema shareholder.

Dividend policy of Sistema

In making its dividend recommendation to the General Meeting of Shareholders, the Board of Directors is guided by the existing dividend policy, which was approved in October 2011.

 

Sistema's dividend policy aims to provide for a regular and sizeable dividend flow, whilst allowing the Company to maintain the financial flexibility to take advantage of attractive investment opportunities in the future. The company typically pays annual dividends on the basis of its results for the previous year, and special dividends following disposals or asset sales.

Dividends are declared on the basis of results from the previous financial period, and the Company's dividend policy is for annual dividends to be a minimum of 10% of the Corporation's consolidated net income under US GAAP (net of any special dividends paid). In addition, in the event of large asset sale for cash, special dividends will be declared in an amount of at least 10% of the net gain from such transactions, as determined by the Board of Directors. Under Russian law, the total amount of dividends with respect to any year may not exceed the company's annual unconsolidated net income determined in accordance with RAS.

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