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Novy Neft II Limited - Result Of Special General Meeting

Hamilton, Bermuda: June 13, 2006 -- The Directors of Novy Neft II Limited (the "Company"), wish to advise that at the Special General Meeting ("SGM") held at Regent House, 16-18 Ridgeway Street, Douglas, Isle of Man on 12 June 2006, Shareholders attending by proxy voted unanimously in favour of the restructuring proposals as put forward by the Directors in the Circular dated 22 May 2006 (the "Circular").

 

Of the 4,666,915 Shares in issue, 3,311,036 Shares voted in favour of the restructuring of the Company.  There were no votes against.

 

Elections for the three options available were as follow:-

 

4,381,487 Shares / 93.89%                  In Specie

140,000 Shares / 3%                            Cash

145,428 Shares / 3.11%                       To remain invested, either by election or by way of default.

 

However, as the Minimum Size of US$10 million has not been attained, those electing to remain invested in the Company will receive Cash and the Company will proceed to voluntary liquidation.

 

In accordance with the Circular to Shareholders dated 22 May 2006, the Terminal Asset Value will be calculated as at close of business on 13 June 2006. 

 

Payments in specie

 

Payments in specie will be made to Specie Shareholders as soon as practicable following the calculation of the Terminal Asset Value.  The Company will round down any entitlements to fractions of Gazprom Depositary Receipts arising in respect of the Proposals and any surplus will accrue to the benefit of the Company. 

 

Specie Shareholders will bear the transaction costs in relation to the transfer of Gazprom Depositary Receipts and certain other costs referred to in the Circular.  These costs will be deducted in calculating the number of Gazprom Depositary Receipts redeemable by each Specie Shareholder.

 

Cash Payments

 

Shareholders who elected for cash will be subject to market movement in the price of Gazprom Depositary Receipts until the date on which the Company has sold sufficient such receipts to satisfy cash entitlements.  Payments will be made in US$ to Shareholders choosing, or deemed to have chosen, the Cash Option on or around 26 June 2006.  The amount of such payments will be equal to the Terminal Asset Value to which the redeeming Cash Shareholders are entitled as adjusted by reference to any relevant market movement in the Gazprom Depositary Receipts less certain costs referred to in the Circular.  Any interest earned on the cash to be returned to Cash Shareholders will be added to their respective entitlements. 

 

Costs

 

The Company's total third party costs attributable to all Shareholders in connection with the Proposals are estimated by the Directors to be US$125,000 including a contingent liability of US$50,000 for winding-up the Company.

 

Delisting from the Official List of the Bermuda Stock Exchange

 

As the Proposals have been approved by Shareholders but the Minimum Size not achieved, the Company will shortly apply to de-list the Shares from the Official List of the Bermuda Stock Exchange. 

 

For further information on Novy Neft II Limited please contact:

 

Stephen Davies

Butterfield Securities Limited

Tel: (441) 298 4764

Fax: (441) 295 6759

Email: stephendavies@bntb.bm

Christopher Fitzwilliam-Lay

Charlemagne Capital (UK) Limited

Tel: (44 207) 518 2100

Fax: (44 207) 518 2199

Email: chris.fitzwilliamlay@charlemagnecapital.com