

| POLYUS GOLD INTL LTD | 15/07/2009 AGM | |
|---|---|---|
| None | OJSC Polyus Gold and KazakhGold Group Limited are announced on 12 June 2009 that they have agreed the terms of a recommended partial offer to be made by Jenington International Inc., an indirect wholly-owned subsidiary of Polyus Gold, to acquire 50.1% of the issued ordinary share capital of KazakhGold. Gold Lion (which holds KazakhGold Shares for the benefit of the Assaubayev family) has entered into an irrevocable undertaking with Jenington to accept and vote in favour of the Partial Offer in respect of its entire holding of 22,100,000 KazakhGold Shares, representing, in aggregate, approximately 41.7% of the existing issued ordinary share capital of KazakhGold. Upon completion of the offer, Kanat Shaikhanovich Assaubayev will remain as a member of the Board of KazakhGold and David Netherway will remain as an independent non-executive director. All other directors have notified KazakhGold of their intention to resign upon completion of the Offer and it is expected that Evgueni I. Ivanov, Oleg V. Ignatov, Boris A. Zakharov and German R. Pikhoya will be invited to join the Board of KazakhGold. It is also expected that Stephen Oke will be invited to re-join the Board of KazakhGold as an independent non-executive director. | None |
| 1 | Approve the financial statements and the reports of the Directors and the Auditors for 2008 | For |
| None | Election of directors | None |
| 2 | Re-elect Aidar Assaubayev | For |
| 3 | Re-elect Baurzhan Assaubayev | For |
| 4 | Re-elect Kanat Assaubayev | For |
| 5 | Re-appoint the auditors and allow the board to determine their remuneration | Oppose |
| 6 | Approve authority to increase authorised share capital | For |