MD Medical Group Announcement of the Annual General Meeting

MD Medical Group Investments Plc (“MD Medical Group”, “MDMG” or the “Company” – LSE: MDMG), a leading Russian private healthcare provider, announces that at a meeting on March 16th, 2018 the Board of Directors of MD Medical Group Investments Plc called an Annual General Meeting of shareholders to be held on 17 April 2018 at Perinatal Medical Center, Sevastopolskiy prospect 24 building 1, Moscow, Russian Federation at 10.00 am Moscow time, to consider and, if thought fit, pass resolutions 1 to 10 which will be proposed as ordinary resolutions, being items of ordinary business.

1. To receive and consider the consolidated financial statements of the Company for the financial year ended 31 December 2017, together with the reports of the directors and independent auditors.
2. To appoint KPMG as the auditors of the Company, to hold office until the conclusion of the next annual general meeting of the Company and to authorize the Board of Directors to determine the remuneration of the auditors.
3. To appoint Mr. Vladimir Mekler as non-executive director of the Company and the Chairman of the Board of Directors without remuneration, to hold such office until the conclusion of the annual general meeting of the Company to be held in 2021.
4. To appoint Mr. Simon Rowlands as senior independent non-executive director of the Company with an annual gross remuneration of RUB 4,500,000 plus VAT, to hold such office until the conclusion of the annual general meeting of the Company to be held in 2021.
5. To appoint Mr. Vitaly Ustimenko as non-executive director of the Company with an annual gross remuneration of RUB 1,200,000, to hold such office until the conclusion of the annual general meeting of the Company to be held in 2019.
6. To appoint Ms. Liubov Malyarevskaya as independent non-executive director of the Company with an annual gross remuneration of RUB 781,609, to hold such office until the conclusion of the annual general meeting of the Company to be held in 2019.
7. To appoint Mr. Mark Kurtser as an executive director of the Company without remuneration, to hold such office until the conclusion of the annual general meeting of the Company to be held in 2021.
8. To appoint Mr. Kirill Dmitriev as non-executive director of the Company without remuneration, to hold such office until the conclusion of the annual general meeting of the Company to be held in 2021.
9. To appoint Ms. Alsou Nazyrova as an executive director of the Company without remuneration, to hold such office until the conclusion of the annual general meeting of the Company to be held in 2021.
10. The payment of a dividend, out of the profits made during the year 2017, in the amount of RUB 6 per share, as proposed in the directors’ report be and is hereby approved, (in addition to the dividend in the amount of RUB 4.5 per share paid as interim dividends for H1 2017). Subject to shareholders’ approval of the dividend at the annual general meeting of shareholders of the Company, the dividend record date is set as April 25, 2018. The Global Depository Receipts will be marked as ex-dividend on April 24, 2018. The pay date for GDR holders is set as May 22, 2018. The payment shall be made in USD at the rate of the Central Bank of Russia on the 16 March 2018.

The record date to participate the Annual General Meeting of shareholders shall be 16 March 2018.

Under the Russian Tax Code, dividends paid by Russian companies are subject to the following tax rates:

1. 15% as a general rule;
2. A reduced rate may be applied in the case of Russian tax residents and residents of foreign jurisdictions whose Governments have signed a double taxation treaty (“DTT”) with the Government of Russia.

{file:doc/appendix_1_dividend_taxation_procedures.pdf}

This announcement contains inside information.

For further information please contact: