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JSFC Sistema (SSA)

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Wednesday 25 May, 2011

JSFC Sistema

Statement re SISTEMA BOARD RECOMMENDS THE AGM T...

Statement re SISTEMA BOARD RECOMMENDS THE AGM TO ELECT NEW MEMBERS

JSFC Sistema

SISTEMA BOARD RECOMMENDS THE AGM
TO ELECT NEW MEMBERS

Moscow, Russia – May 25, 2011 – JSFC Sistema (“Sistema”) (LSE:SSA), the largest diversified public financial corporation in Russia and the CIS, today announced that the Board of Directors (the “Board”) has approved the agenda for the Company’s Annual General Meeting of shareholders (“AGM”) scheduled for June 25, 2011.

The Board recommended the AGM to approve the following:

1) Approval of meeting’s procedures

2) Approval of the Company’s Annual Report and annual financial statements for 2010, including the profit and loss statement;

3) Approval of the distribution of profit and the amount, terms, form and timing of the dividend payment on Sistema shares for 2010;

4) Determining the number of members of the Board of Directors

5) Election of members of the Audit Commission;

6) Election of members of the Board of Directors; and

7) Approval of the appointment of Sistema’s auditors.

The Board of Directors recommended the AGM to reelect nine members of the Board as follows:

  • Vladimir Evtushenkov
  • Alexander Goncharuk
  • Ron Sommer
  • Dmitry Zubov
  • Vyacheslav Kopiev
  • Robert Kocharyan
  • Roger Munnings
  • Leonid Melamed
  • Evgeny Novitsky

In addition to the nine members mentioned above, the Board of Directors recommended three new candidates to the Board of Directors (please see below biographical information):

  • Serge Tchuruk
  • Mikhail Shamolin
  • David Yakobashvili

The AGM shall take place at the Ritz-Carlton Hotel, Moscow (Tverskaya Str.3), on June 25, 2011 at 11:00 (Moscow time) in the Ballroom Hall II.

Shareholders registered as of the record date of May 18, 2011 are eligible to participate in the AGM and, should a decision regarding payment of dividends be adopted at the AGM, entitled to receive a dividend payment. The AGM materials will be available from May 25, 2011 on Sistema’s website at www.sistema.com or by request from Sistema’s head office during working hours.

Biographical Information:

Serge Tchuruk was born on 1937 in France. In 1995, Serge Tchuruk became the CEO of Alcatel. From 1990 till 1995, he was the Chairman and the CEO of Total, one of the largest oil and gas companies globally. From 1986 to 1990, Mr. Tchuruk was the Co-Chairman and the CEO of Orkem, a European chemical company (earlier known as CDF-Chimie). From 1980 to 1986, he worked at Rhone-Poulenc, an international chemical and pharmaceutical company, where he held various managerial positions, and in 1983 he was appointed the Managing Director of the company. Serge Tchuruk started his professional career with the Mobil Corporation where he held a number of managerial positions from 1964 to 1979, in France and in the USA, including that of the CEO of Mobil Benelux. He graduated from Ecole Polytechnique.

Mikhail Shamolin was born in 1970. On 10 March 2011, Mikhail Shamolin was appointed President of Sistema JSFC. Prior to that, from 2008 to March 2011, he worked as President of MTS. From 2005 to 2008, Mr. Shamolin was Vice President for Sales and Customer Service and Head of the MTS Russia business unit. From 2004 to 2005, he held the position of the Managing Director for the Ferroalloys Division at Interpipe Corp (Ukraine). From 1998 to 2004, Mr. Shamolin worked at the international consulting company McKinsey&Co. In 1992 Mikhail Shamolin graduated from the Moscow Automobile and Road Technical Institute. In 1993, he received his second diploma from the Russian Academy of Public Administration under the President of the Russian Federation. In 1996-1997, Mr. Shamolin completed a finance and management course for top managers at the Wharton Business School.

David Yakobashvili was born in 1957 in Georgia. From 2000 Mr. Yakobashvili serves as a member of the Management Board of the Russian Union of Industrialists and Entrepreneurs (employers), from June 2004 – as a member of the Management Board’s Bureau of the Union. Mr. Yakobashvili serves on the Boards of Directors of a number of companies: CJSC Gorki-2 Agro-Complex, Airport Financial Services Limited, OJSC Melnichniy kombinat No4 (grain mill), LLC Kolmogorovskaya-2 mine, LLC Promuglesbyt Managing Company, OJSC ANK Bashneft. In 1992-2011 David Yakobashvili was a member and, later, Chairman of the Board of Directors of a famous dairy company, Wimm-Bill-Dann. In 1992 David Yakobashvili became one of the founders of Wimm-Bill-Dann. Graduated from the Civil and Industrial Engineering Department of the Georgian Technical University in Tbilisi.

***

For further information, please visit www.sistema.com or contact:

Investor Relations       Public Relations
Evgeniy Chuikov Vsevolod Sementsov
Tel.: +7 (495) 692 1100 Tel: +7 (495) 730 1705

ir@sistema.ru

pr@sistema.ru

Sistema is the largest diversified public financial corporation in Russia and the CIS, which invests in and is a major shareholder of companies serving over 100 million customers in the sectors of telecommunications, high technology, oil and energy, radars and aerospace, banking, retail, mass-media, tourism and healthcare services. Founded in 1993, the company reported revenues of US$ 28.1 billion for the full year of 2010, and total assets of US$ 44.1 billion as at December 31, 2010. Sistema’s global depository receipts are listed under the symbol “SSA” on the London Stock Exchange. Sistema’s ordinary shares are listed under the symbol “AFKS” on the RTS Stock Exchange, under the symbol “AFKC” on the MICEX Stock Exchange, and under the symbol “SIST” on the Moscow Stock Exchange (MSE).

Some of the information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of Sistema. You can identify forward looking statements by terms such as “expect,” “believe,” “anticipate,” “estimate,” “intend,” “will,” “could,” “may” or “might” the negative of such terms or other similar expressions. We wish to caution you that these statements are only predictions and that actual events or results may differ materially. In addition, there is no assurance that the new contracts entered into by our subsidiaries referenced above will be completed on the terms contained therein or at all. We do not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, general economic conditions, our competitive environment, risks associated with operating in Russia, rapid technological and market change in our industries, as well as many other risks specifically related to Sistema and its operations.

This document does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares or other securities of JSFC Sistema and/or any of its subsidiaries and affiliated companies, nor shall any part of it nor the fact of its distribution form part of or be relied on in connection with any contract or investment decision relating thereto, nor does it constitute a recommendation regarding the shares or securities of JSFC Sistema and/or any of its subsidiaries and affiliated companies.