MAZEIKIU NAFTA

MATERIAL EVENT



DECISIONS OF THE GENERAL SHAREHOLDERS’ MEETING



On 30 April 2002, the general meeting of AB Mazeikiu Nafa shareholders resolved:

To approve the report of the Management Board of AB Mazeikiu Nafta on the

performance of the Company in 2001;

To take into consideration AB Mazeikiu Nafta Auditor’s UAB Arthur Andersen

conclusions on AB Mazeikiu Nafta financial statements for 2001;

To approve AB Mazeikiu Nafta financial statements for 2001;

To approve distribution of AB Mazeikiu Nafta net profit (loss) of the year

2001, by carrying forward to the following fiscal year the loss of the year 2001

To approve payment terms for the audit services during the year 2002 to be

provided by UAB Arthur Andersen, the Auditor of AB Mazeikiu Nafta, by fixing

that Auditor’s fee may not exceed 1,000,000 Litas;

To elect the following new members of the Council of Observers of AB Mazeikiu

Nafta until the expiry of the term of office of the present Council of

Observers of AB Mazeikiu Nafta: Vladas Gagilas, Renaldas Baliutis, Genovaite

Gelezeviciene, Vytautas Arsauskas, Randall Lee Barnard, Craig S. Jones;

To permit members of the Council of Observers to be members of the Councils of

Observers and Management Boards of other companies;

Pursuant to Part 1 of Article 52 of the Company Law of the Republic of

Lithuania to increase the authorized capital of AB Mazeikiu Nafta from LTL

517,494,925 (five hundred seventeen million four hundred ninety four thousand

nine hundred twenty five) to LTL 575,633,954 (five hundred seventy five million

six hundred thirty three thousand nine hundred fifty four)  by issuing

58,139,029 (fifty eight million one hundred thirty nine thousand twenty nine)

new ordinary registered shares with a par value of LTL 1 (one) each, the

minimum issue price whereof amounts to their nominal value;

To instruct the Management Board of AB Mazeikiu Nafta to establish the actual

issue price of this newly issued share issue, such issue price in Litas being

the nearest whole number equivalent to U.S. $ 22,950,000 (twenty two million

nine hundred fifty thousand) according to the official Litas – U.S. dollar rate

established by the Bank of Lithuania as of the date of signing of the Share

Subscription Agreement;

To cancel the pre-emption right to shareholders of AB Mazeikiu Nafta to acquire

the shares of the newly issued share issue;

To grant the Netherlands company Yukos Finance B.V., entity indicated by the

financial advisor of AB Mazeikiu Nafta, the right to subscribe for all newly

issued ordinary registered shares, establishing that they shall be paid in

monetary contributions within 6 months from the date of adoption of this

resolution, provided, however, that after this General Meeting of Shareholders

of AB Mazeikiu Nafta, but prior to execution of the Share Subscription

Agreement, the Netherlands company Yukos Finance B.V. and the Russian

Federation company OAO “Yukos” Oil Corporation enters into certain Investment

Agreement and certain Common Terms and Interpretation Agreement with AB

Mazeikiu Nafta, the Government of the Republic of Lithuania and Williams

International Company;

(To amend Paragraph 6.1. of Chapter 6 of the Articles of Association of AB

Mazeikiu Nafta and to lay it down as follows:

“6.1. The authorized capital of the Company is equal to 575,633,954 (five

hundred seventy five million six hundred thirty three thousand nine hundred

fifty four) Litas. The authorized capital is divided into 575,6V33,954 (five

hundred seventy five million six hundred thirty three thousand nine hundred

fifty four) ordinary registered shares of 1 (one) Litas par value”;

To obligate the General Director of AB Mazeikiu Nafta to present to the

Enterprise Registrar for registration the amendments to the Articles of

Association of AB Mazeikiu Nafta and to authorize him to sign all necessary

documents;

According to Part 1 of Article 52 of the Company Law of the Republic of

Lithuania to increase the authorized capital of AB Mazeikiu Nafta from

575,633,954 (five hundred seventy five million six hundred thirty three

thousand nine hundred fifty four) Litas to 707,454,130 (seven hundred seven

million four hundred fifty four thousand one hundred thirty) Litas by issuing

131,820,176 (one hundred thirty one million eight hundred twenty thousand one

hundred seventy six) new ordinary registered shares with a par value of 1 (one)

Litas each, the minimum issue price whereof amounts to their nominal value;

To instruct the Board of Directors of AB Mazeikiu Nafta to establish the actual

issue price of this newly issued share issue, such issue price in Litas being

the nearest whole number equivalent to U.S.$ 52,050,000 (fifty two million

fifty thousand) according to the official Litas – U.S. dollar rate established

by the Bank of Lithuania as of the date of signing of the Share Subscription

Agreement;

To cancel the pre-emption right to shareholders of AB Mazeikiu Nafta to acquire

the shares of the newly issued share issue;

To grant the Netherlands company Yukos Finance B.V., entity indicated by the

financial advisor of AB Mazeikiu Nafta, the right to subscribe for all newly

issued ordinary registered shares, establishing that they shall be paid in

monetary contributions within 6 months from the date of adoption of this

resolution, provided, however, that after this General Meeting of Shareholders

of AB Mazeikiu Nafta, but prior to execution of the Share Subscription

Agreement, the Netherlands company Yukos Finance B.V. and the Russian

Federation company OAO “Yukos” Oil Corporation enters into certain Investment

Agreement and certain Common Terms and Interpretation Agreement with AB

Mazeikiu Nafta, the Government of the Republic of Lithuania and Williams

International Company;

To amend Paragraph 6.1. of Chapter 6 of the Articles of Association of AB

Mazeikiu Nafta and lay it down as follows:

“6.1. The authorized capital of the Company is equal to 707,454,130 (seven

hundred seven million four hundred fifty four thousand one hundred thirty)

Litas. The authorized capital is divided into 707,454,130 (seven hundred seven

million four hundred fifty four thousand one hundred thirty) ordinary

registered shares of 1 (one) Litas par value”;

To obligate the General Director of AB Mazeikiu Nafta to present to the

Enterprise Registrar for registration the amendments to the Articles of

Association of AB Mazeikiu Nafta and to authorize him to sign all necessary

documents.





Tadas Augustauskas

Head of communicative service

293-92608