PJSC “Ukrnafta” has failed to fulfil its obligations to pay out dividends for 2011-2014. Replacement of a dividend transfer to the state budget with a settlement of a counter monetary claim to Naftogaz, as proposed by Ukrnafta management, violates Ukrainian legislation. In particular, to be eligible for netting, the counter claims should be mutual and homogeneous, according to Article 203 of the Commercial Code of Ukraine and to Article 601 of the Civil Code of Ukraine. The claims to which Ukrnafta refers are neither mutual nor homogenous.
According to the decision of the General Meeting of Shareholders of Ukrnafta held on the 10th of October, 2014, the Company was to transfer dividends amounting to UAH1.78 billion to the state budget of Ukraine before the 10th of April, 2014. During the General Meeting of Shareholders that took place on the 22nd of July, 2015, the decision was made for Ukrnafta to transfer dividends amounting to UAH0.63 billion to the state budget before the 3rd of October, 2015. Neither of the decisions has been fulfilled so far. Unpaid dividends amounting to UAH2.41 billion should be transferred to the state budget of Ukraine.
Naftogaz and Ukrnafta disagree regarding the proper execution of transfer and payment for 10.1 bcm of commercial natural gas extracted by Ukrnafta and consumed by households in 2006-2011. Based on the prices set for the respective period by the National Energy Regulation Commission for commercial gas as defined by law, this gas was worth UAH 3.75 billion. This amount is reflected in the audited consolidated financial statements of Naftogaz for 2012-2013.