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Yandex N.V., NL0009805522

Yandex N.V., NL0009805522

28.06.2021 - 18:34:00

EQS-News: Yandex Announces Results of 2021 Annual General Meeting of Shareholders and Class A Meeting

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YANDEX ANNOUNCES RESULTS OF

2021 ANNUAL GENERAL MEETING OF SHAREHOLDERS AND CLASS A MEETING

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MOSCOW and AMSTERDAM, Netherlands - June 28, 2021 - Yandex N.V. (NASDAQ and MOEX: YNDX), one of Europe's largest internet companies and the leading search and ride-hailing provider in Russia, today announced that all resolutions proposed at Yandex's 2021 Annual General Meeting of Shareholders (the "AGM") and the meeting of the holders of Class A Ordinary Shares, both held on Monday, June 28, 2021, have been approved.

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Yandex also announced three re-appointments to its Board of Directors. Each of John Boynton, Esther Dyson and Ilya Strebulaev were re-appointed as non-executive members of the Board of Directors, each for a four-year term. Yandex also announced that Alexander Moldovan was appointed as a non-executive member of the Board of Directors for a four-year term.

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The total number of Class?A shares eligible to vote at the AGM was 321,153,661, with a total of 321,153,661 voting rights; the total number of Class?B shares was 35,708,674, with a total of 357,086,740 voting rights. Each Class?A share carries one vote; each Class?B share carries ten votes. The Class?A shares and Class?B shares voted together as a single class on all matters at the AGM.

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Meeting of the holders of the Class A Ordinary Shares

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Proposal - Merger of Yandex N.V. and Yandex.Market B.V.

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The below are the results regarding the proposal to approve the legal merger of Yandex B.V. and Yandex.Market B.V.:

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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242,562,405

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16,444

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392,466

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Yandex's 2021 Annual General Meeting of Shareholders

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Proposal One - Approval of the 2020 statutory accounts

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The below are the results regarding the proposal to approve the 2020 statutory accounts of Yandex:

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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590,483,284

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1,316,094

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4,506,677

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Proposal Two - Discharge of directors

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The below are the results regarding the proposal to grant discharge to the directors for their management during the 2020 financial year:

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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575,907,271

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15,936,061

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4,462,723

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Proposal Three - Re-appointment of John Boynton

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The following Director was re-appointed to serve as a non-executive member of the Board of Directors for a four-year term:

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Director

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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John Boynton

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493,395,092

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97,570,084

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5,340,879

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Proposal Four - Re-appointment of Esther Dyson

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The following Director was re-appointed to serve as a non-executive member of the Board of Directors for a four-year term:

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Director

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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Esther Dyson

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509,796,050

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82,838,059

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3,671,946

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Proposal Five - Re-appointment of Ilya Strebulaev

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The following Director was re-appointed to serve as a non-executive member of the Board of Directors for a four-year term:

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Director

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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Ilya Strebulaev

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588,104,589

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3,989,799

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4,211,667

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Proposal Six - Appointment of Alexander Moldovan

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The following Director was appointed to serve as a non-executive member of the Board of Directors, for a four-year term:

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Director

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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Alexander Moldovan

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588,662,995

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3,374,534

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4,268,526

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Proposal Seven - Appointment of Auditor

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The below are the results regarding the proposal to appoint AO PricewaterhouseCoopers Audit and PricewaterhouseCoopers International Limited as auditors of Yandex N.V.'s consolidated financial statements for the 2021 financial year, and PricewaterhouseCoopers Accountants N.V. as the external auditors of Yandex N.V.'s statutory annual accounts for the 2021 financial year:

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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593,367,585

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267,732

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2,670,738

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Proposals Eight, Nine and Ten - General designations and authorizations of the Board of Directors

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The below are the results regarding the proposal to authorize the Board of Directors to issue Class A shares up to an additional 20% of the issued share capital (excluding Class C shares) of the Company for a period of five years from the date of the AGM:

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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499,884,225

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92,679,796

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3,742,034

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The below are the results regarding the proposal to designate the Board of Directors as the competent body to exclude pre-emptive rights of the existing shareholders in respect of the issue of Class A shares for a period of five years from the date of the AGM:

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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457,856,170

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135,629,881

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2,820,004

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The below are the results regarding the proposal to authorize the Board of Directors for a period of 18 months to repurchase shares in the capital of the Company up to 20% of the issued share capital from time to time, in the case of Class A shares, against a purchase price equal to the market price on the Nasdaq Global Select Market of the Class A shares at the time of the repurchase:

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Number?of?Votes?

For

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Number?of?Votes Against

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Number?of?Votes Abstained

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503,439,047

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90,027,792

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2,839,216

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For further information, please visit http://company.yandex.com or contact:

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Yandex N.V.

Investor Relations

Yulia Gerasimova

Phone: +7 495 974-35-38

E-mail: askIR@yandex-team.ru

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Press Office:

Ilya Grabovskiy

Phone: +7 495 739-70-00

E-mail: pr@yandex-team.ru?

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About Yandex N.V.

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Yandex (NASDAQ and MOEX: YNDX) is a technology company that builds intelligent products and services powered by machine learning. Our goal is to help consumers and businesses better navigate the online and offline world. Since 1997, we have delivered world-class, locally relevant search and information services. Additionally, we have developed leading on-demand transportation services, navigation products, and other mobile applications for millions of consumers across the globe. Yandex, which has over 30 offices worldwide, has been listed on the NASDAQ since 2011 and Moscow Exchange since 2014.

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More information on Yandex can be found at https://yandex.com/company

28.06.2021 MSK Dissemination of a Corporate News, transmitted by EquityStory.RS, LLC - a company of EQS Group AG.The issuer is solely responsible for the content of this announcement.The EquityStory.RS, LLC Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de

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