YouTube link to video of webinar https://youtu.be/G5EAAPb1GyI

Redomiciliation of Ozon to the Russian Federation - update
Today was the last day of trading of Ozon American Depositary Shares (ADS) on the AIX (Astana International Exchange). Ozon IPJSC (formerly Ozon Holdings PLC) announced on the 25th of September that the Company is now registered in the special administrative district in Kaliningrad region, Oktyabrsky Island, Russia as Ozon International Public Joint-Stock Company.

Trading in Ozon IPJSC shares is expected to resume by the end of 2025. The Moscow Exchange will notify investors in advance.

Ozon has released a FAQ that guides investors through the impact of redomiciliation. The FAQ is attached to this message for your reference. Holders of depositary shares will be able to apply for forced conversion in order to receive ordinary shares in Ozon IPJSC. The process and deadlines for forced conversion will be communicated in due course.

Evraz NTMK share distribution - Video Magenta
Magenta Legal has now also published a video on the share distribution of Evraz NTMK shares that Evraz Plc sharholders can apply for. The video focuses on slightly different aspects than the video published by EAHCISS so it may also be an interesting video for those that joined or watched the webinar hosted by EAHCISS.

https://youtu.be/dzRQAKEX-zk

Liquidation of SolidCore (Polymetal / AUCOY) depositary receipts by BNY
BNY has put out a notice in which they inform holders of depositary receipts of Solidcore (formerly known as Polymetal; AUCOY) that they have sold the shares underlying the depositary receipts. BNY will process a cash distribution of $ 4.09 per depositary receipt.

The notice can be found attached to this message and via this link: https://www.adrbny.com/content/dam/adr/documents/corporate-actions-dr/files/AD2000242.pdf

Just for those wondering: it was an OTC-trade on the 25th of September 2025 at a discounted price compared to AIX trading.

Update on Russian case law regarding trying to force BNY and Raiffeisenbank to convert ADRs through the Russian courts
In this post we provide a sixth update on recent Russian court decisions.

Case 6: If you did not apply for 'Forced Conversion' in 2022 you can't ask a Russian court to force Raiffeisenbank to do so now
This case involves Ms Staroseltseva that bought depositary receipts of Polyus in August 2023. She was allowed to do so since Polyus was granted an extension of their depositary receipts program beyond April 2022 by the Russian government committee.

However, as the purchased the depositary receipts beyond the deadline for forced conversion in 2022, she could not participate in the forced conversion.

She therefore decided to start legal proceedings against BNY and Raiffeisenbank Russia in the Russian courts. She was trying to get a Russian court order that would force Raiffeisenbank Russia to take the underlying shares out of the depositary account for the Polyus depositary receipts program and to transfer these ordinary shares to her own account.

The Moscow arbitration court and the appellate court interestingly did not really go into the case against BNY, but only looked at the arguments of Raiffeisenbank Russia as defendant. It would have been interesting if the courts would indicate whether the Russian courts are competent to consider cases against BNY.

The courts determined that the legislator had limited the period for forced conversion on purpose and that it would be inappropriate for the Russian courts to establish another mechanism for forced conversion outside of the Russian law that specifically covered forced conversion.

The courts therefore rejected the case. All the case materials can be found here: https://kad.arbitr.ru/Card/2be0d8e0-36d4-4b39-9077-090a107d0c21

Why is this case interesting?
This case shows that it is difficult for holders of depositary receipts to try and get their depositary receipts converted through the Russian courts. The Russian courts seem to take the approach that investors had the opportunity to apply for forced conversion via the established mechanism in the Russian legislation.

We do not find the argumentation of the Russian court convincing as the Russian courts have allowed for 'forced transfers of accounting rights' to take place outside of the established procedure for forced transfer.

To us, a more convincing argument seems that the competence of the Russian courts is more firmly established in Russian law for cases involving Russian ordinary shares that are securities that are issued under Russian law (even if they are held through western brokers). Whereas the competence for the Russian courts in cases regarding depositary receipts (which are normally securities that are issued under the law of the United States) can probably only be established on the basis of article 248.1 of the Russian Arbitration Procedural Code, which was introduced to give the Russian courts competence in cases where foreign sanctions affect Russian entities.

Given this case we do not share the analysis of GFLO Consultancy (https://gflolaw.com/en/recover-blocked-russian-shares-adrs/) who seem to advocate pursuing cases against western brokers and depositary banks in the Russian courts in order to get a Russian court order that would force the Russian custodian bank to transfer the underlying shares of the depositary program to the account of the investor pursuing conversion of the depositary receipts.

Forced conversion depositary shares of Ozon
Yesterday was the first day of trading of Ozon on the Moscow stock exchange after the process of redomiciliation from Cyprus to the Russian Federation was completed.

The 11th of November 2025 was also the day that Reestr-Proton, the registrar for Ozon, published the procedure for the forced conversion of depositary shares into local ordinary shares. This information can be found here: https://reestr-proton.ru/for_shareholders

EAHCISS is contemplating hosting a webinar to explain the process of forced conversion of Ozon depositary shares.

It is well possible that shareholders that do not apply for forced conversion may not have the chance to obtain ordinary shares of Ozon afterwards and that BNY will liquidate the Ozon shares that underly the depositary shares if they see a possibility to do so. Unfortunately voluntary conversion of depositary shares of Ozon has, in practice, not been possible due to a global lock that was placed on the depositary shares by the DTC in October 2024, which made it impossible to surrender depositary shares to BNY for conversion.

Explainer video by Magenta Legal on Forced Conversion of Ozon Depositary Shares
From the 1st of December 2025 "Reestr Proton", the new Russian registrar of Ozon, will start accepting applications for the forced conversion of depositary shares of Ozon. Ozon recently underwent redomiciliation from Cyprus to Russia. Applications for forced conversion can be submitted until the 31st of March 2026.

It is likely that this may be the only chance for holders of depositary shares to convert their depositary shares of Ozon into ordinary shares. If one does not participate in the current procedure the ordinary shares underlying the depositary receipts may well be liquidated for a discount once the depositary bank BNY may be able to do so.

Magenta Legal recently published a video in which they explain the process. EAHCISS may organise a webinar on this topic too to help investors navigate the fairly complex procedure of forced conversion.

The video by Magenta Legal can be viewed via YouTube:
https://youtu.be/Xir-ZeLMeOM

Due to a technical issue the video by Magenta regarding the forced conversion of Ozon depositary shares had to be uploaded a second time. We therefore amended the link.

Evraz updates - 25th of November 2025
Yesterday was the last day for submitting applications for obtaining Evraz NTMK shares for Evraz Plc shareholders. Congratulations to all that managed to apply successfully.

Today there were two Evraz updates that we wanted to inform you about.

1. Transfer of Rasp en Timir from Evraz Plc to Evraz KGOK
Today Putin authorized the transfer of RASP ("Raspadskaya") and Timir shares from Evraz Plc to a subsidiary of Evraz NTMK (Evraz KGOK). Although we do not know the exact arrangement, it is likely that a lot of value was, or will be transferred from Evraz Plc to Evraz NTMK.

2. Evraz NTMK announced a delay in sending transfer instructions
Evraz NTMK announced today that, due to the high number of applications received, they need a bit more time to send out the settlement instructions. Evraz NTMK announced that they will now send the reference and settlement information between the 5th of December and 8th of December 2025. If you do not receive the settlement information from Evraz NTMK / ROST before the 9th of December you should contact ROST (NTMK@rrost.ru) on the 9th or 10th of December to raise an inquiry.

Evraz update - getting your shares settled
Congratulations to all that now received the transfer information from Evraz PJSC (formerly known as NTMK). The next steps depend on your holding method. If you opened an account with ROST and requested Evraz PJSC (NTMK) to transfer the shares to your account in ROST there is no further action required. The shares will be transferred over the next few days.

If you instructed Evraz PJSC (NTMK) to transfer your shares to your brokerage account you will need to instruct your broker to place a matching inbound instruction. From our previous experience this can be done after the settlement in the instructions, but it is better do so sooner rather than later.

For Cifra the normal online transfer form cannot be used. You currently need to send a ticket to Cifra support with the attachment / details provided by Evraz PJSC and request them to complete the paper transfer form for you. Support will then reply with a pre-filled form that you only need to print and subsequently sign and date. You can then return a scan of the signed form via a secure (make sure you start a secure session) message in the Cifra app or online portal.

For other brokers you or your representative may need to visit a branch in person. It is best to engage with your broker to discuss with them how to proceed.

Webinar on forced conversion of Ozon depositary shares
On the 29th of December at 14:00 CET (16:00 MSK) EAHCISS will host a webinar on the topic of applying for forced conversion of Ozon depositary shares (also referred to as depositary receipts). The webinar is free of charge and can be joined via Yandex Telemost: https://telemost.yandex.ru/j/34283511035516

"I don't want no liquidation!" How to apply for forced conversion of Ozon depositary shares into ordinary shares as a shareholder in Ozon.
In this webinar we aim to inform investors in Ozon about the process of applying forced conversion of Ozon depositary shares into ordinary shares as a shareholder in Ozon.

Topics that will be covert are the opening of an account to receive ordinary shares in Ozon, the legal framework and how to practically go through the process of forced conversion. There will also be room for questions.

In the post above you can download the calendar invitation.

Video and presentation of Ozon webinar
EAHCISS and Irina Sibirina at Itlektis jointly hosted a webinar today on the topic of forced conversion of Ozon depositary shares into ordinary Russian shares. We have now uploaded the presentation and the video of the webinar on YouTube. The presentation can be downloaded here.

Webinar title: "I don't want no liquidation!" How to apply for forced conversion of Ozon depositary shares into ordinary shares as a shareholder in Ozon.

In this webinar we inform investors in Ozon about the process of applying forced conversion of Ozon depositary shares into ordinary shares as a shareholder in Ozon. It is highly recommended to apply for forced conversion in order to prevent liquidation of your depositary shares in Ozon by BNY (the depositary bank).

Topics that will be covert are the opening of an account to receive ordinary shares in Ozon, the legal framework and how to practically go through the process of forced conversion.

More information on forced conversion of Ozon depositary receipts can be found on the website of Ozon: https://ir.ozon.com/en/redomiciliation.

Current situation regarding the payments of dividends - dividends on ADR's are again being paid
We receive a fair amount of questions regarding the payment of dividends. In this post we aim to describe the current situation as the regulations have changed over the years.

Dividend payments on ADR's are again possible
At the end of November 2025 the regulatory framework regarding the payment of dividends on ADR's was significantly changed. In the past no dividends were paid on ADRs unless the Russian issuer had received permission to extend their depositary receipt program. Various companies, such as Novatek, were granted such permissions, but no dividends were paid on the majority of Russian ADR's.

On November 28, 2025, Federal Law No. 431-FZ entered into force. Articles 6 and 7 of this law removed the restriction for dividend payments on shares underlying depositary receipts. New dividends can therefore be paid on depositary receipts (ADR's)!

In addition, Article 16 of the law, changed the period for claiming previously unpaid dividends. Unpaid dividends can now be claimed for at least 3 years after conversion of the depositary receipts into ordinary shares. This extended deadline for claiming missed dividends unfortunately does not apply to those dividends that could no longer be claimed because the (normally 3 year) period for claiming missed dividends had already expired before the entry into force of the new legislation. Some issuers, such as Rosneft, extended the 3 year period to 5 years and their dividends that were declared in 2022 have not yet been added to their retained earnings and can therefore be claimed for many years after the conversion of depositary receipts into ordinary shares.

Dividends are forcibly paid to your custodian if you do not claim them yourself during 'the first stage of claiming dividends'
Investors could previously claim missed dividends themselves in various stages if the broker did not provide the information required for the payment of dividends. The easiest and first stage was claiming the dividends via the relevant Russian custodian of the foreign nominee holder (your Western brokerage firm; for example Raiffeisenbank Russia for Interactive Brokers). The first stage lasts a couple of months. The second stage was claiming the missed dividends via the Russian issuer directly. On the 28th of August 2024 the Central Bank of Russia changed the framework for the payment of dividends and the changes have been maintained ever since, and also in the latest version of the 26th of December 2025.

Since the end of August 2024 the following applies: If the western nominee holder or the individual investor does not provide the required information about the individual investor during the first stage, the dividends will not be transferred to the personal account of the individual investor but will instead be transferred into the type C account that is opened in the name of the Western nominee holder. It is no longer possible for the individual investor to then claim these dividends via the issuer directly at a later stage once the first stage has passed. Although the advantage is that the dividends are not lost if the investor fails to claim them within 3 years, investors that want to have the dividends paid in their own personal account should now act in the first stage and apply for payment to the Russian custodian of their nominee holder.

Forced Conversion of Cian depositary receipts
In October 2025 Cian underwent redomiciliation from Cyprus to Russia. The 120 day window for the forced conversion of Cian depositary receipts started on the 15th of December 2025. Owners of depositary receipts have until the 14th of April 2026 (inclusive) to apply for forced conversion via Rakurs Invest. The procedure is similar to other procedures for forced conversion that we discussed in more detail recently (see the webinar on Ozon). More information can be found on the website of Cian (https://ir.ciangroup.ru/ru/shareholders/conversion/) and on the website of Rakurs Invest (https://rakursinvest.ru/services/conversion/).

Fees of Cifra Broker and how to pay for them
Many western investors in Russia use Cifra Broker as their brokerage firm.

Cifra has recently updated their fees. Investors that hold shares via a type C account may have noticed an additional fee being charged recently. This is due to the updated fee schedule by Cifra Broker. This fee does not display in the 'cash movements' in the Cifra App, but can be viewed via brokerage reports. In addition the fee can be seen on the Russian tax tickets that are sent to your email address after paying for the fee.

The fee that Cifra charged is 0.25% of the value of the type C account. If the shares are not traded and no trading price can be established then 0.25% will be charged over the nominal value. The fee is a holding fee for holding shares by Cifra directly in the share registry of the various Russian issuers.

Some may remember that Decree 840 of the President of the Russian Federation mandated that Russian brokers - that would normally hold their shares via the Russian central securities depository (NSD) - would move the shares held in type C accounts to accounts in the shareholder registers that were directly opened in name of these Russian brokers. Under point 2.2.2. of the new fee schedule Cifra charges a holding fee of 0.25% per month for shares being accounted for in their accounts with the Russian registrars that maintain the shareholder registers.

Please note the requirement for Russian brokers to hold the shares in type C account directly via the shares registers ceased on the 31st of December 2025. The Central Bank of Russia has also established the procedure to transfer the shares back to the account of NSD to restore the common chain of custody. The Central Bank Decision can be accessed via the website of the Central Bank of Russia: https://cbr.ru/rbr/dir_decisions/rsd_2025-12-09_34_03/

Under the current fee schedule of Cifra Broker the 0.25% holding fee should no longer apply since it only applies to shares being held by Cifra via their direct accounts in the shareholder registers. As the shares have been transferred back to the central securities depository the holding of shares by Cifra via the registrars should no longer be the case.

How to pay for Cifra's fees
Normally the fees charged by Cifra will be automatically deducted from funds in your account. This can also be from previous dividend payments in your type C account with Cifra.

You can also transfer funds to Cifra. In our experience the most straightforward method to transfer funds to Cifra from outside Russia is to use the account of Cifra Broker with Raiffeisenbank Russia. Euros will automatically be converted into Rubles once the payment hits the account of Cifra with Raiffeisenbank Russia.

Last week we initiated a test payment using the bank details below in euros from a Dutch bank. The payment showed up in the Cifra account after one business day.

The bank details used were:
Account number (BBAN): 40701810900000001523
Account name:
Cifra broker LLC
Address of Cifra broker:
15, 1st Krasnogvardeyskiy proezd, Suite 18.02, Moscow, 123112, Russia
Bank:
AO RAIFFEISENBANK
Bank address:
SMOLENSKAYA-SENNAYA SQ 28
MOSCOW
BIC (SWIFT):
RZBMRUMM

Payment reference: "Client [your account number with Cifra]. Funding of the brokerage account under the Service Agreement". You can just copy the reference Cifra instructs you to use in the app.

Correspondent bank for payments in euros (only required if your bank asks for these details):
Raiffeisen Bank International AG
Address Correspondent bank:
Am Stadtpark 9, A-1030 Vienna, Austria
BIC (SWIFT) Correspondent Bank:
RZBAATWW
Account number with Correspondent bank:
001-55.025.928

Update fees Cifra Broker
Further to our last post, we would like to note that Cifra has published a new fee schedule that will enter into force on the 15th of January 2026. In that fee schedule a fee has been added for holding shares in type C accounts via NSD. This fee is high. It is set at 0.25% of the holdings in the type C account per month (see point 2.1.3. in the new fee schedule). The new fee document can be accessed via this website: https://cifra-broker.ru/about/company/news/ooo-tsifra-broker-obnovilo-reglamentiruyushchie-obsluzhivanie-klientov-dokumenty-57044/

Unfortunately, it is our understanding that other Russian brokers also started charging similar fees to hold funds via type C accounts. Investors may consider opening accounts in the share registers to see if holding via the share register may be more cost effective for investors. In the mean time we aim to discuss the new fee structure with Cifra Broker.

Dividends on ADRs of Ozon
Earlier this month we wrote about the change in Russia legislation that allows for the payment of dividends on depositary receipts (ADRs) of all Russian issuers.

Earlier we also wrote about the dividend of 143.55 Rubles per Ozon share / depositary share that was approved by the general meeting of shareholders of Ozon on the 10th of December 2025, with a dividend registration record date of the 22nd of December 2025.

Ozon has now published the procedure for the payment of the recent dividend to ADR holders. The procedure is similar to claiming dividends of other issuers. Applications for the payment of dividends can be submitted up to the 20th of February 2026 to the registrar of Ozon, which is Register Proton.

The full procedure is published on the website of Ozon under the header 'dividends': https://ir.ozon.com/corporate-governance

It is our understanding that the dividends that are not claimed by investors directly before the 20th of February 2026 will be stuck in a type C account opened in the name of Bank of New York (BNY) as the depository bank for Ozon depositary receipts.

Possible exchange of Russian non-Ruble bonds in Ruble bonds
Article 6 of the recently adopted Federal Law No. 514-FZ of December 28, 2025 "On Amendments to the Federal Law "On Limited Liability Companies" and Certain Legislative Acts of the Russian Federation" allows Russian issuers to exchange, until the end of 2026, bonds issued in currencies of countries that are considered unfriendly under Russian law to bonds in Rubles. The exchange will take place at the official exchange rate set by the Central Bank of Russia on the day of the decision to exchange the bonds. Other aspects of the bonds, such as maturity dates, will remain the same. The legislation can be accessed here: http://actual.pravo.gov.ru/content/content.html#pnum=0001202512280026

Claiming dividends on ADRs: Lukoil and Rosneft examples
In an earlier post we explained that ADR holders are currently again eligible to receive dividends payments on ADRs. Since our post various other organisations wrote articles about this topic, and many of our members also received this week's Lawflash from Morgan Lewis (https://www.morganlewis.com/pubs/2026/01/update-russia-introduces-new-rules-for-dividend-payments-on-depositary-receipts).

Because of the questions that we continue to receive about this topic we would like to take the recent dividend payments by Lukoil and Rosneft as an example.

Due to the complexity of the procedure it is generally recommended to claim these dividends with help from a Russian representative. EAHCISS can refer you to representatives that we have good experiences with.

If you successfully claim these dividends and are from a country that is considered unfriendly to Russia then the dividends will be paid into a type C account.

Lukoil example
The record date for Lukoil dividends over the first nine months of 2025 was the 12th of January 2026. The ADR program for Lukoil is managed by Citibank North America. The Russian custodian bank for the Russian ordinary shares underlying the Lukoil ADRs is Citibank Russia. Therefore investors that hold ADRs in Lukoil outside of Russian infrastructure can now, for a temporary period of a couple of months, request payment of dividends into their own personal account via Citibank Russia. More information about the procedure can be found on the website of Citibank Russia: https://www.citibank.ru/corporate/securities_services/

Any remaining dividends that have not been subject to a timely request for payment into the personal account of the investor will be locked in the type C account opened in the name of Citibank North America. Citibank North America may distribute these dividends once sanctions and counter sanctions (type C regime) have been lifted.

Rosneft example
The record date for Rosneft dividends over the first nine months of 2025 was the 12th of January 2026. The ADR program for Lukoil is managed by JPMorgan Chase. The Russian custodian bank for the Russian ordinary shares underlying the Rosneft ADRs is Raiffeisenbank Russia. Therefore investors that hold ADRs in Rosneft outside of Russian infrastructure can now, for a temporary period of a couple of months, request payment of dividends into their own personal account via Raiffeisenbank Russia. More information about the procedure can be found on the website of Raiffeisenbank Russia: https://www.raiffeisen.ru/corporate/depositary/securities/

Any remaining dividends that have not been subject to a timely request for payment into the personal account of the investor will be locked in the type C account opened in the name of JPMorgan Chase. JPMorgan Chase may distribute these dividends once sanctions and counter sanctions (type C regime) have been lifted.