Ig Seismic S Regulatory News (IGSS)

CIRCULAR TO THE SHAREHOLDERS OF

IG SEISMIC SERVICES PLC

ANNUAL GENERAL MEETING OF

IG SEISMIC SERVICES PLC

(THE "COMPANY")

12 May, 2014

Dear Shareholder

You will find enclosed:

1. As Appendix I of this Circular a copy of a notice convening an annual general meeting of the shareholders of the Company which is to be held on 04 June, 2014 (the "AGM").

2. As Appendix II of this Circular a proxy form for the AGM.

3. As Appendix III of this Circular a written special resolution of AGM.

PURPOSE OF THE AGM

The purpose of the AGM is to seek shareholder approval for:

(I) the Approval of the Consolidated Financial Statements of the Company (including accounts and balance sheet) prepared in accordance with the IFRS as of and for the year ended 31 December 2013, including Directors' Report and Auditor's Report, published on the Company's website; (www.igseis.com);

(II) the Appointment of the Auditor for the external audit of the consolidated financial statements of IGSS Group under the IFRS as of and for the period ended 31 December 2014 and the Approval of the Auditor's remuneration;

(III) the Determination of the number of Directors in the Company;

(IV) the Amendments to the Company's Articles;

(V) the Approval of the Resignation of Directors of the Company:

-Kurt Suntay;

-Felix Lubashevsky.

(VI) the Approval of the Re-Election of the retiring Directors of the Company:

-Denis Cherednichenko

- Dmitry Lipyavko.

(VII) the Approval of election Gerald Rohan as Director of the Company.

The purpose of the AGM is therefore to pass the following resolutions:

(I) To approve the Consolidated Financial Statements of the Company (including accounts and balance sheet) prepared in accordance with the IFRS as of and for the year ended 31 December 2013, including Directors' Report and Auditor's Report;

(II) To approve the appointment of Ernst&Young LLC for the external audit of the consolidated financial statements of IGSS Group (IGSS) under the IFRS as of and for the period ended 31 December 2014 ("2014FY audit") and preparation and review of unaudited interim condensed consolidated financial statements of IGSS for 6 months ended 30 June 2014 ("6m2014 review") and its remuneration:

-for 6m2014 review - 5.5 mln RUR;

-for 2014FY audit -18 mln RUR.

(III) To determinate the number of Directors in the Company - not less than 7 (seven) members of the Board of Directors;

(IV) To approve the following Special resolution :

To amend the Company's Articles as follows:

By the deletion of Regulation 75 and its substitution by the following Regulation:

"75. Unless and until otherwise determined by the Company in General Meeting, the number of Directors shall be not less than 7 (seven) members".

(V) To approve the Resignation of Directors of the Company:

-Kurt Suntay

-Felix Lubashevsky;

(VI) To approve the Re-Election of the retiring Directors of the Company:

-Denis Cherednichenko

- Dmitry Lipyavko;

(VII) To approve the election of Gerald Rohan as Director of the Company.

TIME AND PLACE OF AGM

The AGM will be held at the company's office at NBC (Nicosia) BUSINESS CENTER, 33 Neas Engomis, 2409 Nicosia, Cyprus on 04th June 2014, at 11 a.m.

RECOMMENDATION OF THE DIRECTORS

The Board of Directors, whose meeting have been held in Cyprus on 12th April 2014, approved the Consolidated Financial Statements of the Company prepared in accordance with the IFRS as of and for the year ended 31 December 2013 (including Director's Report and Auditor's Report) and recommended it for approval at the AGM.

The Board has also pre-approved the appointment of Ernst&Young LLC for the external audit of the consolidated financial statements of IGSS Group (IGSS) under the IFRS as of and for the period ended 31 December 2014 and for the preparation and review of the unaudited interim condensed consolidated financial statements of IGSS for 6 months ended 30 June 2014 and the Auditor's remuneration and recommended it for approval at the AGM.

The Board of Directors of the Company recommended to put to a vote decision on reducing the size of the Board and to make appropriate changes to the Charter of the Company. As well the Board of Directors proposed to the AGM the list of Directors for the retirement and re-election at the AGM in accordance with the requirements and procedures set out in the internal documents of the Company. The candidates were recommended for the re-election on the basis of the recommendations of the Nominations and Remuneration Committee. All directors recommended for the re-election by the Board of Directors have provided as of the date hereof their consents for the re-election as members of the Board of Directors of the Company.

In addition the Board of Directors recommended to elect Gerald Rohan as Director of the Company.

QUORUM AND NECESSARY VOTES REQUIRED TO APPROVE PROPOSED RESOLUTIONS

A shareholder entitled to attend and vote at the meeting is entitled to appoint a proxy to attend to vote in his/her place. The proxy form (the "Form of Proxy") for the AGM is enclosed as Appendix II of this Circular.

The quorum for the AGM consists of 3 (three) or more shareholders present in person or by proxy.

If you have any questions regarding the matters dealt with in this Circular, please contact:

Anna Zaytseva

azayceva@igseis.com

Yours sincerely

_____________________________

Nikolay Levitskiy

Executive Director

APPENDIX I

IG SEISMIC SERVICES PLC

(the "Company")

NOTICE OF AGM

To: All the shareholders of IG SEISMIC SERVICES PLC as at May 12, 2014

NOTICE IS HEREBY GIVEN of an annual general meeting to be held at 11:00am on 04 June, 2014 (the "AGM") at the company's office at NBC (Nicosia) BUSINESS CENTER, 33 Neas Engomis, 2409 Nicosia, Cyprus for the following purposes:

(I) the Approval of the Consolidated Financial Statements of the Company (including accounts and balance sheet) prepared in accordance with the IFRS as of and for the year ended 31 December 2013, including Directors' Report and Auditor's Report, published on the Company's website; (www.igseis.com);

(II) the Appointment of the Auditor for the external audit of the consolidated financial statements of IGSS Group under the IFRS as of and for the period ended 31 December 2014 and the Approval of the Auditor's remuneration;

(III) the Determination of the number of Directors in the Company;

(IV) the Amendments to the Company's Articles;

(V) the Approval of the Resignation of Directors of the Company:

-Kurt Suntay;

-Felix Lubashevsky.

(VI) the Approval of the Re-Election of the retiring Directors of the Company:

-Denis Cherednichenko

- Dmitry Lipyavko.

(VII) the Approval of election Gerald Rohan as Director of the Company.

1. A member entitled to attend and vote at the above meeting is entitled to appoint a proxy and vote instead of him, and such proxy need not be a member of the company.

2. A form of such proxy is attached hereto. The instrument appointing a proxy or any other documents shall be deposited at the registered office of the company at 2-4 Arch. Makarios III Ave., Capital Center, 9th floor, Nicosia, Cyprus at least 48 hours before the time of the meeting.

________________________

Nikolay Levitskiy

Executive Director

Nicosia, 12 May 2014

Notes:

1. A member entitled to attend and vote is entitled to appoint a proxy (or proxies) to attend and vote instead of him.

2. A Form of Proxy is enclosed. The appointment of a proxy will not prevent a shareholder from attending and voting at the meeting in person.

3. To be valid and effective the Form of Proxy (and any authority under which it is signed, or notarial certified or office copy of such power of attorney) must be executed and forwarded to Antis Triantafyllides& Sons LLC,Capital Center, 9th Floor, 2-4 Makarios Avenue, 1065 Nicosia, Cyprus for Alexey Podlesny (Alexey@triantafyllides.com) with a copy to be provided to Anna Zaytseva (azayceva@igseis.com ).

APPENDIX II

IG SEISMIC SERVICES PLC

(the "Company")

FORM OF PROXY

For use at the Annual General Meeting of the Company to be held at 11.00am on 04 June, 2014 (the "AGM") and at any adjourned such meeting.

We ……………………………… ,

Of: ……………………………… being a Member/Members of the above-named Company, hereby appoint Mr. Stelios Triantafyllides and /or George Triantafyllides, of Antis Triantafyllides& Sons LLC as our proxy to vote for us or on our behalf at the Annual General Meeting of the Company, to be held at the office of the Company at NBC (Nicosia) BUSINESS CENTER, 33 Neas Engomis, 2409 Nicosia, Cyprus on 04th June 2014, at 11 a.m.

Signed this ____________day of _______________ , 2014

………………………………………..

Resolution 1:

To approve the Consolidated Financial Statements of the Company (including accounts and balance sheet) prepared in accordance with the IFRS as of and for the year ended 31 December 2013, including Directors' Report and Auditor's Report.

FOR AGAINST ABSTAIN

□ □ □

Resolution 2:

To approve the appointment of Ernst&Young LLC for the external audit of the consolidated financial statements of IGSS Group (IGSS) under the IFRS as of and for the period ended 31 December 2014 ("2014FY audit") and preparation and review of unaudited interim condensed consolidated financial statements of IGSS for 6 months ended 30 June 2014 ("6m2014 review") and its remuneration:

-for 6m2014 review - 5.5 mln RUR;

-for 2014FY audit -18 mln RUR.

FOR AGAINST ABSTAIN

□ □ □

Resolution 3:

To determinate the number of Directors in the Company - not less than 7 (seven) members of the Board of Directors.

FOR AGAINST ABSTAIN

□ □ □

Resolution 4: To approve the following Special resolution :

To amend the Company's Articles as follows:

By the deletion of Regulation 75 and its substitution by the following Regulation:

"75. Unless and until otherwise determined by the Company in General Meeting, the number of Directors shall be not less than 7 (seven) members".

FOR AGAINST ABSTAIN

□ □ □

Resolution 5:

To approve the Resignation of Directors of the Company:

-Kurt Suntay

-Felix Lubashevsky.

FOR AGAINST ABSTAIN

□ □ □

Resolution 6:

To approve the Re-Election of the retiring Directors of the Company:

-Denis Cherednichenko

- Dmitry Lipyavko.

FOR AGAINST ABSTAIN

□ □ □

Resolution 7:

To approve the election of Gerald Rohan as Director of the Company.

FOR AGAINST ABSTAIN

□ □ □

Unless otherwise instructed, the proxy will vote as he thinks fit.

PLEASE SIGN AND DATE AND RETURN THIS FORM OF PROXY TO BE RECEIVED BY ANTIS TRIANTAFYLLIDES & SONS LLC (CYPRUS) BEFORE THE TIMES APPOINTED FOR HOLDING THE AGM.

Print Name(s) of Shareholder Signature of Shareholder(s)

Dated: this day of 2014

FOR OFFICIAL USE ONLY

Number of Votes to which Shareholder is entitled:______

APPENDIX III

IG SEISMIC SERVICES PLC

(the "Company")

IG SEISMIC SERVICES PLC

WRITTEN SPECIALRESOLUTION OF THE ANNUAL GENERAL MEETING OF THE COMPANY DATED 2014

Shareholders of the Company it is hereby resolved that the following be passed as a Special Resolution:

SPECIAL RESOLUTION

To amend the Company's Articles as follows:

By the deletion of Regulation 75 and its substitution by the following Regulation:

"75. Unless and until otherwise determined by the Company in General Meeting, the number of Directors shall be not less than 7 (seven) members".

Chairman of the Meeting

_________________________________________