Results of the Annual General Meeting
LUXEMBOURG, May 16, 2008 – Evraz Group S.A. (LSE: EVR) announces that all resolutions proposed to the shareholders at the Annual General Meeting held on Thursday, 15 May 2008, were duly passed including, inter alia, the following:
1. Approval of the reports of the auditors and of the Board of Directors on the accounts of the Company as per 31 December 2007 and of the decision for allocation of the results for the period ending on 31 December 2007 as follows:
· to approve and distribute annual dividends to the holders of record of shares in the share register of the Company as of 14 May 2008 in proportion to their participation in the share capital of the Company, provided that (1) the dividend per 1 (one) GDR shall be Euro equivalent of USD 1.40 (one US Dollar and forty cents); (2) dividend per 1 (one) share in the Company shall be Euro equivalent of USD 4.20 (four US Dollars and twenty cents);
· the dividends shall be paid to the shareholders of record as of 14 May 2008 by 15 July 2008 at the latest. Payment of the dividends to the GDRs holders shall be made in accordance with the terms of business and practice of Bank of New York acting as custodian.
2. Amendment of the Articles of Association of the Company in order to increase the number of directors of the Company from 9 (nine) to 10 (ten) persons starting from 15 May 2008.
Article 6 of the Articles of Association of the Company has been amended and shall be read as follows:
"Art. 6. The Company is managed by a Board of Directors consisting of seven to ten members (as may be determined by the general meeting of shareholders), whether shareholders or not, who are appointed for a period not exceeding one year by the general meeting of shareholders which may at any time remove them."
3. Statutory elections:
3.1. The following directors have been elected for a period ending immediately after the approval of the annual accounts of the Company covering the period 1 January-31 December 2008:
· Mr. Alexander Abramov
· Mr. Otari Arshba
· Mr. Gennady Bogolyubov
· Mr. James W. Campbell
· Mr. Philippe Delaunois
· Mr. Alexander Frolov
· Ms. Olga Pokrovskaya
· Mr. Terry J. Robinson
· Mr. Eugene Shvidler|
· Mr. Eugene Tenenbaum
3.2. Ms. Alexandra Trunova has been elected statutory auditor of the Company and Ernst & Young, a company having its registered office at 7, Parc d’Activité Syrdall, L–5365 Munsbach, has been elected external auditor of the Company until approval of the annual accounts of the Company covering the period of 1 January–31 December 2008.
4. Remuneration of the directors (excluding Mr. Arshba):
The level of remuneration of all directors of the company has been fixed as a flat annual fee of USD 150,000, plus an additional compensation (a) for serving as a chairman on one or more of the board committees in the amount of USD 50,000 (in case of several chairmanships, payable only for one chairmanship), and (b) for participating as member of the board committees in the amount of USD 24,000.
Copies of the resolutions passed will be submitted to the UKLA and will be available for public inspection at the Document Viewing Facility, which is situated at:
UK Listing Authority
The Financial Services Authority
25 The North Colonnade
London E14 5HS
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For further information:
Corporate Affairs and Investor Relations
Tel: +7 495 232 1370