PhosAgro : Report on the results of voting at the Annual General Meeting of Shareholders of PJSC PhosAgro 30 June 2024

	Report
on the results of voting at the Annual General Meeting of Shareholders
of Public Joint-Stock Company PhosAgro
Full name of the Company		Public Joint-Stock Company PhosAgro (hereinafter
		referred to as "PJSC PhosAgro" or the "Company")
Location of the Company		Moscow
Address of the Company		119333, Russian Federation, Moscow, Leninsky
		prospekt, d. 55/1, str. 1
Type of the Meeting		Annual General Meeting of Shareholders
		(hereinafter referred to as the "Meeting")
Form of the Meeting		absentee voting
Record date for persons eligible to participate in		03 June 2024
the Meeting
Postal address for filled-in voting ballots		119333, Russian Federation, Moscow, Leninsky
		prospekt, d. 55/1, str. 1, PJSC PhosAgro,
		Corporate Secretary`s Office
Closing date for accepting filled-in voting ballots		30 June 2024
(date of the Meeting)
Date of the Report		04 July 2024
on the results of voting at the Meeting

According to the Regulations on the General Meeting of Shareholders of PJSC PhosAgro the functions of the Ballot Committee were performed by the Company`s Registrar - Joint-Stock Company Reestr.

Ballot Committee	JSC Reestr
Location of the Registrar	Moscow
Person authorized by JSC Reestr to perform the	Tatiana Yarikova
functions of the Ballot Committee, Chairman of the
Ballot Committee

Agenda of the Annual General Meeting of Shareholders:

1. Approval of the Company Annual Report 2023.
2. Approval of the Company annual financial statements 2023.
3. Distribution of profits, including dividend payment (declaration), and losses of the Company for 2023.
4. Payment (declaration) of dividends on the Company`s shares based on the results for the 1st quarter of 2024.
5. Election of the members of the Company's Board of Directors.
6. Remuneration and compensation payable to members of the Board of Directors.
7. Election of the members of the Company's Review Committee.
8. Approval of the Company's Auditor for 2024.

On Agenda Item 1:Approval of the Company Annual Report 2023.

The number of votes held by persons listed as eligible to participate in the Meeting on Agenda Item 1: 129,500,000.

The number of votes attached to the Company`s voting shares on Agenda Item 1, calculated subject to the requirements of Clause 4.24 of the Regulations on General Meetings of Shareholders (approved by the Bank of Russia on 16.11.2019, Order No. 660-P): 129,500,000.

The number of votes held by persons participating in the Meeting on Agenda Item 1: 76,585,821. Quorum to pass resolutions on Agenda Item 1 was present.

Voting results on Agenda Item 1:

FOR	76,454,903 votes
AGAINST	0 votes
ABSTAIN	130,918 votes

The following resolution was passed according to the voting results:

1. To approve the Company Annual Report 2023.

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On Agenda Item 2:Approval of the Company annual financial statements 2023.

The number of votes held by persons listed as eligible to participate in the Meeting on Agenda Item 2: 129,500,000.

The number of votes attached to the Company`s voting shares on Agenda Item 2, calculated subject to the requirements of Clause 4.24 of the Regulations on General Meetings of Shareholders (approved by the Bank of Russia on 16.11.2019, Order No. 660-P): 129,500,000.

The number of votes held by persons participating in the Meeting on Agenda Item 2: 76,585,821. Quorum to pass resolutions on Agenda Item 2 was present.

Voting results on Agenda Item 2:

FOR	76,454,441 votes
AGAINST	101 votes
ABSTAIN	131,279 votes

The following resolution was passed according to the voting results:

2. To approve the Company annual financial statements 2023.

On Agenda Item 3:Distribution of profits, including dividend payment (declaration), and

losses of the Company for 2023.

The number of votes held by persons listed as eligible to participate in the Meeting on Agenda Item 3: 129,500,000.

The number of votes attached to the Company`s voting shares on Agenda Item 3, calculated subject to the requirements of Clause 4.24 of the Regulations on General Meetings of Shareholders (approved by the Bank of Russia on 16.11.2019, Order No. 660-P): 129,500,000.

The number of votes held by persons participating in the Meeting on Agenda Item 3: 76,585,821. Quorum to pass resolutions on Agenda Item 3 was present.

Voting results on the wording of the resolution:

3. а) To approve distribution of the Company's profits and losses 2023.

To spend part of the Company`s net profit for the year 2023 on payment of dividends on the Company's shares with RUB 165 per each registered uncertified share.

To determine 11 July 2024 as the record date for persons eligible to receive dividends according to this resolution on payment (declaration) of dividends. Payment of dividends to the nominal holder and the trustee being a professional participant of the securities market shall be made in funds during the period from 12 July 2024 up to and including 25 July 2024, while payment of dividends to other shareholders recorded in the register shall be made within the period from 12 July 2024 up to and including 15 August 2024.

FOR	5,901 votes
AGAINST	76,447,796 votes
ABSTAIN	132,124 votes

Voting results on the wording of the resolution:

1. To approve distribution of the Company's profits and losses 2023.

To spend part of the Company`s net profit for the year 2023 on payment of dividends on the Company's shares with RUB 234 per each registered uncertified share.

To determine 11 July 2024 as the record date for persons eligible to receive dividends according to this resolution on payment (declaration) of dividends. Payment of dividends to the nominal holder and the trustee being a professional participant of the securities market shall be made in funds during the period from 12 July 2024 up to and including 25 July 2024, while payment of dividends to other shareholders recorded in the register shall be made within the period from 12 July 2024 up to and including 15 August 2024.

FOR	5,849 votes
AGAINST	76,447,748 votes
ABSTAIN	132,224 votes

Voting results on the wording of the resolution:

1. To approve distribution of the Company's profits and losses 2023.

To spend part of the Company`s net profit for the year 2023 on payment of dividends on the Company's shares with RUB 294 per each registered uncertified share.

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To determine 11 July 2024 as the record date for persons eligible to receive dividends according to this resolution on payment (declaration) of dividends. Payment of dividends to the nominal holder and the trustee being a professional participant of the securities market shall be made in funds during the period from 12 July 2024 up to and including 25 July 2024, while payment of dividends to other shareholders recorded in the register shall be made within the period from 12 July 2024 up to and including 15 August 2024.

FOR	76,585,045 votes
AGAINST	555 votes
ABSTAIN	221 votes

The following resolution was passed according to the voting results:

3. c) To approve distribution of the Company's profits and losses 2023.

To spend part of the Company`s net profit for the year 2023 on payment of dividends on the Company's shares with RUB 294 per each registered uncertified share.

To determine 11 July 2024 as the record date for persons eligible to receive dividends according to this resolution on payment (declaration) of dividends. Payment of dividends to the nominal holder and the trustee being a professional participant of the securities market shall be made in funds during the period from 12 July 2024 up to and including 25 July 2024, while payment of dividends to other shareholders recorded in the register shall be made within the period from 12 July 2024 up to and including 15 August 2024.

On Agenda Item 4:	Payment (declaration) of dividends on the Company`s shares based
	on the results for the 1st quarter of 2024.

The number of votes held by persons listed as eligible to participate in the Meeting on Agenda Item 4: 129,500,000.

The number of votes attached to the Company`s voting shares on Agenda Item 4, calculated subject to the requirements of Clause 4.24 of the Regulations on General Meetings of Shareholders (approved by the Bank of Russia on 16.11.2019, Order No. 660-P): 129,500,000.

The number of votes held by persons participating in the Meeting on Agenda Item 4: 76,585,821. Quorum to pass resolutions on Agenda Item 1 was present.

Voting results on Agenda Item 1:

FOR	76,584,631 votes
AGAINST	525 votes
ABSTAIN	665 votes

The following resolution was passed according to the voting results:

4. To spend part of the Company`s net profit based on the results for the 1st quarter of 2024 on payment of dividends on the Company's shares with RUB 15 per each registered uncertified share.

To determine 11 July 2024 as the record date for persons eligible to receive dividends according to this resolution on payment (declaration) of dividends. Payment of dividends to the nominal holder and the trustee being a professional participant of the securities market shall be made in funds during the period from 12 July 2024 up to and including 25 July 2024, while payment of dividends to other shareholders recorded in the register shall be made within the period from 12 July 2024 up to and including 15 August 2024.

On Agenda Item 5:Election of the Company's Board of Directors.

The number of votes held by persons listed as eligible to participate in the Meeting on Agenda Item 5: 1,295,000,000.

The number of votes attached to the Company`s voting shares on Agenda Item 5 calculated subject to the requirements of Clause 4.24 of the Regulations on General Meetings of Shareholders (approved by the Bank of Russia on 16.11.2019, Order No. 660-P): 1,295,000,000.

The number of votes held by persons participating in the Meeting on Agenda Item 5: 765,858,210. Cumulative voting. 10 vacant positions.

Quorum to pass resolutions on Agenda Item 5 was present.

Voting results on Agenda Item 5:

AGAINST all candidates	1,790 votes
ABSTAIN in respect of all candidates	6,238,650 votes
Number of votes cast "FOR" the candidates:

Candidates

1. Antoshin Igor Dmitrievich

Number of votes

5,788

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2.	Atabekyan Samvel Alexandrovich		8,787,955
3.	Belanovsky Vladimir Valerievich		5,417
4.	Gusev Anton Sergeevich		8,788,167
5.	Dvornikov Andrey Mikhailovich		5,496
6.	Ermolchik Vladimir Dmitrievich		8,788,024
7.	Ivanov Viktor Petrovich		66,188,514
8.	Kiryanova Liliya Gennadievna		5,693
9.	Komolov Alexander Nikolaevich		8,788,078
10.	Krygovykh Yuriy Nikolaevich		66,188,112
11.	Levin Boris Vladimirovich		5,241
12.	Loikov Sirozhiddin Ahmadbekovich		66,188,194
13.	Mitrofanov Maxim Anatolievich		8,787,963
14.	Pashkevich Natalya Vladimirovna		66,188,410
15.	Pronin Sergey Alexandrovich		5,473
16.	Rodionov Ivan Ivanovich		5,171
17.	Rybnikov Mikhail Konstantinovich		66,193,183
18.	Seleznev Aleksander Evgenyevich		66,192,096
19.	Sirotenko Alexey Aleksandrovich		26,866,958
20.	Sterkin Mikhail Vladimirovich		26,866,963
21.	Truhachev Vladimir Ivanovich		66,187,974
22.	Cherepov Viktor Mikhailovich		66,188,323
23.	Sharabaika Aleksander Fedorovich		66,191,436
24.	Sharonov Andrey Vladimirovich		66,188,449
	The following resolution was passed according to the voting results:

5. To elect the following 10 (ten) persons to the Board of Directors:

1. Ivanov Viktor Petrovich
2. Krygovykh Yuriy Nikolaevich
3. Loikov Sirozhiddin Ahmadbekovich
4. Pashkevich Natalya Vladimirovna
5. Rybnikov Mikhail Konstantinovich
6. Seleznev Aleksander Evgenyevich
7. Truhachev Vladimir Ivanovich
8. Cherepov Viktor Mikhailovich
9. Sharabaika Aleksander Fedorovich
10. Sharonov Andrey Vladimirovich

On Agenda Item 6:Remuneration and compensation payable to members of the Board of Directors.

The number of votes held by persons listed as eligible to participate in the Meeting on Agenda Item 6: 129,500,000.

The number of votes attached to the Company`s voting shares on Agenda Item 6, calculated subject to the requirements of Clause 4.24 of the Regulations on General Meetings of Shareholders (approved by the Bank of Russia on 16.11.2019, Order No. 660-P): 129,500,000.

The number of votes held by persons participating in the Meeting on Agenda Item 6: 76,585,821. Quorum to pass resolutions on Agenda Item 6 was present.

Voting results on Agenda Item 6:
FOR	75,953,727 votes
AGAINST	112 votes
ABSTAIN	631,982 votes

The following resolution was passed according to the voting results:

1. To pay remuneration to the members of the Board of Directors of PJSC PhosAgro, elected by resolution of this general shareholders` meeting, during the term of their office, as well as reimburse the expenses incurred by them in relation with performing their duties as members of the Board of Directors of PJSC PhosAgro.
2. To determine that actual expenses, incurred by the members of the Board of Directors of PJSC PhosAgro in relation with performing their duties as members of the Board of Directors shall be reimbursed.

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1. To determine the following procedure, period and amount of remuneration and reimbursement to the members of the Board of Directors of PJSC PhosAgro.

1. Regular (quarterly) remuneration shall be paid out only to the members of the Board of Directors of the Company, who are independent according to the requirements (criteria) indicated in the Regulations on the Board of Directors of the Company and other internal documents of the Company, as well as to those members of the Board of Directors who are not employees of the Company.
   Additional (quarterly) remuneration shall be paid out to chairmen of the committees of the Board of Directors of the Company, who are independent according to the requirements (criteria) indicated in the Regulations on the Board of Directors of the Company and other internal documents of the Company as well as to those members of the Board of Directors who are not employees of the Company.
2. The remuneration shall be paid out quarterly no later than 20 days after the date of the end of the reporting quarter in the following amount:

1. Regular (quarterly) remuneration to the Chairman of the Board of Directors, being an independent member of the Board of Directors or not being an employee of the Company, in the amount equivalent to USD 90,000.00 for the entire quarter at the official exchange rate of the Bank of Russia as of the last day of the quarter for which the payment is made, to other members of the Board of Directors, who are independent or not an employee of the Company, in the amount equivalent to USD 45,000.00 for the entire quarter at the official rate of the Bank of Russia as of the last day of the quarter for which the payment is made.
2. Additional (quarterly) remuneration to the chairman of a committee of the Company`s Board of Directors, being an independent member of the Board, or not being an employee of the Company, in the amount equivalent to USD 30 000.00 for the entire quarter at the official exchange rate of the Bank of Russia as of the last day of the quarter for which the payment is made.
3. Additional (quarterly) remuneration to the chairman of two or more Committees of the Company`s Board of Directors, being an independent member of the Board, or not being an employee of the Company, in the amount equivalent to USD 45 000.00 for the entire quarter at the official exchange rate of the Bank of Russia as of the last day of the quarter for which the payment is made.

1. Expenses shall be reimbursed within 20 days of the month following the reporting month based on applications of the members of the Board of Directors of PJSC PhosAgro filed to the sole executive body (CEO) of PJSC PhosAgro, not later than 10 days after the end of the reporting month, enclosing the documents confirming the expenses actually incurred during the reporting month.
2. Payment of the remuneration and reimbursement shall be made by withdrawal of funds from the treasury of PJSC PhosAgro, or in case of receipt by the sole executive body (CEO) of PJSC PhosAgro of the respective application of a member of the Board of Directors of PJSC PhosAgro - by crediting the funds to the account indicated in the application.

On Agenda Item 7:Election of the members of the Company's Review Committee.

The number of votes held by persons listed as eligible to participate in the Meeting on Agenda Item 7: 129,500,000.

The number of votes attached to the Company`s voting shares on Agenda Item 7, calculated subject to the requirements of Clause 4.24 of the Regulations on General Meetings of Shareholders (approved by the Bank of Russia on 16.11.2019, Order No. 660-P): 129,467,240.

The number of votes held by persons participating in the Meeting on Agenda Item 7: 76,585,821. Quorum to pass resolutions on Agenda Item 7 was present.

Voting results on the candidate Agabekyan Lusine Franklinovna:

FOR	76,396,585 votes
AGAINST	186 votes
ABSTAIN	134,134 votes

Voting results on the candidate Viktorova Ekaterina Valeriyanovna:

FOR	76,396,560 votes
AGAINST	159 votes
ABSTAIN	134,186 votes

Voting results on the candidate Lizunova Olga Yuryevna:

FOR	76,396,594 votes
AGAINST	228 votes
ABSTAIN	134,083 votes

The following resolution was passed according to the voting results:

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7. To elect the following 3 (three) persons to serve on the Review Committee:

1. Agabekyan Lusine Franklinovna
2. Viktorova Ekaterina Valeriyanovna
3. Lizunova Olga Yuryevna.

On Agenda Item 8:Approval of the Company's Auditor for 2024.

The number of votes held by persons listed as eligible to participate in the Meeting on Agenda Item 8: 129,500,000.

The number of votes attached to the Company`s voting shares on Agenda Item 8, calculated subject to the requirements of Clause 4.24 of the Regulations on General Meetings of Shareholders (approved by the Bank of Russia on 16.11.2019, Order No. 660-P): 129,500,000.

The number of votes held by persons participating in the Meeting on Agenda Item 8: 76,585,821. Quorum to pass resolutions on Agenda Item 8 was present.

Voting results on Agenda Item 8:

FOR	76,445,302 votes
AGAINST	121 votes
ABSTAIN	140,398 votes

The following resolution was passed according to the voting results:

8. To approve the UNICON JSC as the Company`s auditor for 2024.

Chairman of the Meeting

Signature

Viktor Cherepov

Secretary of the Meeting

Signature

Sergey Samosyuk

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