Appendix 2.
Report on Transactions made by INARCTICA PJSC in 2022 that are Recognised as Major Transactions and/or Interested-Party Transactions in accordance with the Federal Law on Joint Stock Companies
In 2022, INARCTICA PJSC did not approve (make) any transactions recognised as major transactions in accordance with the Federal Law On Joint Stock Companies, as well as other transactions subject to the major transaction approval procedure in accordance with the Company’s Charter.
Information on interested-party transactions:
S.No. | Transaction | Essential conditions | Interested party(ies) at the time of the transaction | Information on how the Company’s governing body considered the transaction | |
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1. | Surety contract No. 013501/22 dated 25 April 2022 | Parties to the transaction: Surety: Russian Aquaculture Public Joint Stock CompanyBusiness name of INARCTICA Public Joint Stock Company effective through 31 August 2022. Bank (Lender): Moscow Credit Bank (Public Joint Stock Company) Borrower: Russian Sea – Aquaculture Limited Liability CompanyBusiness name INARCTICA NORTH-WEST Limited Liability Company effective through 16 September 2022. (OGRN 5077746511893, INN 7722607816). Subject of the Surety Agreement: The Surety jointly with the Borrower agrees to be liable to the Bank in full for the Borrower performing all its obligations under Loan Agreement No. 0135/22 with establishment of total debt limit of RUB 1,500,000,000 (One billion five hundred million 00 kopecks), as well as be liable for obligations for any new borrower in case of transfer of debt under the Loan Agreement to another person, including in case of transfer of debt under the Loan Agreement to the Borrower’s legal successor as a result of reorganisation of the Borrower or to any of the companies belonging to the Borrower’s group of companies. Surety term: 60 months from the date of the Surety Agreement. | Ilya Sosnov acted as the sole executive body of Russian Aquaculture PJSC and Russian Sea–Aquaculture LLC. | Conclusion of the Surety contract was approved by the extraordinary General Meeting of Shareholders of INARCTICA PJSC, Minutes No. 78 dated 31 August 2022. | |
2. | Supplementary Agreement No. 2 dated 9 September 2022 to Surety Agreement No. MOS/PR/132/20 dated 3 November 2020 | Parties to the transaction: Surety: Russian Aquaculture Public Joint Stock Company Lender: ROSBANK Public Joint Stock Company Borrower (Beneficiary): Russian Sea – Aquaculture Limited Liability Company (OGRN 5077746511893, INN 7722607816). Subject of the Supplementary Agreement: Amendments made by Supplementary Agreement No. 2 to the terms and conditions of the Principal Agreement:
| Ilya Sosnov acted as the sole executive body of Russian Aquaculture PJSC and Russian Sea–Aquaculture LLC. | Conclusion of the Supplemental Agreement was approved by the Board of Directors of Russian Aquaculture PJSC, Minutes No. 382 dated 5 September 2022. | |
3. | Supplemental Agreement No.1 dated 6 December 2022 to Surety Agreement No. 04778/MR-DP2 dated 15 December 2021 | Parties to the transaction: Surety: INARCTICA Public Joint Stock Company Lender: VTB Bank (Public Joint Stock Company) Borrower (Beneficiary): INARCTICA North-west Limited Liability Company (OGRN 5077746511893, INN 7722607816). Subject of the Supplementary Agreement:
| Ilya Sosnov acted as the sole executive body of INARCTICA PJSC and INARCTICA NW LLC. | Conclusion of the Supplementary Agreement was approved by the Board of Directors of INARCTICA, Minutes No. 387 dated 15 November 2022. | |
4. | Supplementary Agreement No. 2 dated 22 November 2022 to Surety Agreement No. 0001-031/00156/0 101 dated 23 June 2021 | Parties to the Supplementary Agreement: Surety: INARCTICA Public Joint Stock Company Lender: URALSIB BANK Public Joint Stock Company Borrower (Beneficiary): INARCTICA North-west Limited Liability Company (OGRN 5077746511893, INN 7722607816). Subject of the Supplementary Agreement:
| Ilya Sosnov acted as the sole executive body of INARCTICA PJSC and INARCTICA NW LLC. | Conclusion of the Supplementary Agreement was approved by the Board of Directors of INARCTICA, Minutes No. 388 dated 21 November 2022. |