Listing and information disclosure

December 2005

December 2005 2

Agenda

The London markets and Russia

Why consider accessing the international capital markets?

Why London’s Main Market?– Range of markets– Flexible regulation– Access to capital– Access to liquidity

AIM – the benefits of accessing the world’s most successful growth companies market

Case studies

Questions?

December 2005 3

Companies on the London Stock Exchange: CIS focus

22 Companies traded on the LSE Main Market

In 2004, the total trade volume in Russian DR’s was over US$63.96bn

Privatisation expertise in London

Balanced approach to corporate governance

Gateway to European consumers and investors

Source: London Stock Exchange trade statistics

December 2005 4Source: London Stock Exchange trade statistics

AO TATNEFT GAZPROM

LUKOIL OMZ

EFES Breweries International SISTEMA

PYATEROCHKA EVRAZ Group

NOVATEK AMTEL –VREDESTEIN

KAZKOMMERTSBANK KAZAKHMYS

KAZAKHGOLD GROUP

Companies listed in London, Main Market

Companies traded in London, Main Market

AO MOSENERGO

ROSTELEKOM

SIBNEFT

MOBILE TELESYSTEMS OJSC

MMC NORILSK NICKEL

SURGUTNEFTEGAZ

WIMM BILL DANN FOODS

UNIFIED ENERGY SYSTEMS OF RUSSIA

YUKOS

December 2005 5

Companies on AIM with CIS focus -22 companies

Source: London Stock Exchange trade statistics

ARICOM ORIEL RESOURCES

AVOCET MINING PALLADEX

CARDINAL RESOURCES PETER HAMBRO

CELTIC RESOURCES RAMBLER MEDIA

EUREKA MINING RAVEN RUSSIA

FRONTIER MINING REGAL PETROLEUM

HAMBLEDON MINING SIBIR ENERGY

HIGHLAND GOLD TRANS SIBERIAN

KRYSO RESOURCES UKRPRODUCT

NELSON RESOURCES URALS ENERGY

OXUS GOLD VICTORIA OIL

December 2005 6

CAPITAL: Case study - Main Market GDRs

Core business activities

Sistema is the largest private sector consumer services company in Russia and the CIS, with over 35 million customers. Founded in 1993, the company reported revenues of US$ 4.1 billion for the first nine months of 2004 and total assets of US$ 7.7 billion.

Transaction Synopsis

Date of Admission : 14 February 2005Market: Main Market Transaction: PlacingMoney raised: $1.56 billionTurnover (first 11 days): $2.54 billionFTSE Classification: Diversified Industrials

“London is a major capital markets center and the choice of the London Stock Exchange

reflects our desire to attract a broad institutional shareholder base, as well our strategic partnerships with leading global

companies based in Europe”.

Vladimir Evtushenkov,

President of Sistema

Sistema is the largest Russian IPO ever and the biggest international IPO on the London Stock Exchange since Orange

in 2001.

Sistema

December 2005 7

London has the widest choice of proven markets globally

A choice of globally respected markets supported by a wide range of institutional &

retail investors

Main MarketSupports the capital raising

activities of more established companies seeking further

growth.1,696 issuers

Supports the capital raising activities of earlier stage

companies in their initial growth period.

1,332 issuers

No other Exchange globally can offer the same choice ofmarkets with the same breadth and depth of investors

Source: London Stock Exchange – October 2005

December 2005 8

Key differences between our markets

Pre-vetting of admission documents by the UKLA Compliance required with the rules of the UKLA Normally a three-year trading record required Minimum of 25% shares in public hands Prior shareholders approval for certain transactions Sponsors needed for certain transactions

Regulation by the LSE No trading record required No minimum amount of shares to be in public hands In most cases, no prior shareholder approval required

for transactions Normally, admission documents not pre-vetted by

Exchange or UKLA but by nominated adviser Nominated adviser required at all times

AIM and Main Market are structured differently to assist different types of companies

Main Market

December 2005 9

London has an intelligent approach to regulation

Alan Greenspan, chairman of the US Federal Reserve, has hailed the success of London in staying “at the top of the world’s financial

pyramid” *

Balance Competing Needs

Companies Investors

Minimise the cost and hassle of the

regulatory framework

Maximise the protection inherent

in the regulatory framework

Less More

•UK is more flexible as it is based on sound principles (comply or explain) and effective codes, whereas the US is prescriptive, costly and expensive

•UK had the highest standards of corporate governance in the world for 5 consecutive years (1996 – 2000 survey by Davis Global Advisors)

•Investors willing to pay 12 – 14% premium for UK, US and EU companies with good governance (McKinsey’s Global Investor Opinion Survey)

*‘Greenspan praises London’s success story’ by Ed Crooks, FT, 25 September 2002

December 2005 10

MM CONTINUING OBLIGATIONS

Source: London Stock Exchange trade statistics

WHAT ARE THE DISCLOSURE RULES?

Overall purpose to implement a pan-European standard for the disclosure of inside information

Implementation of the provisions of the Market Abuse Directive (MAD) in relation to:

- Disclosure of Inside Information by companies

- Notification of share dealings by Directors and senior management

- Insider lists

December 2005 11

MM CONTINUING OBLIGATIONS

Source: London Stock Exchange trade statistics

WHO DO THEY APPLY TO?

Issuers whose financial instruments are admitted to trading on a regulated market

Persons Discharging Managerial Responsibilities and connected persons

December 2005 12

MM CONTINUING OBLIGATIONS

Source: London Stock Exchange trade statistics

WHO HAS TO NOTIFY DEALINGS?

– the PDMR must notify the issuer in writing of transactions conducted on their own account in the shares of the issuer (within four business days of the date of the transaction)

– a connected person must notify the issuer as well

– the issuer notifies the market

Who is a DIRECTORS AND PERSONS DISCHARGING MANAGERIAL RESPONSIBILTIES PDMR?

– a Director of an issuer– a senior executive of an issuer with regular access to inside information

December 2005 13

OTHER DISCLOSURE POINTS

Source: London Stock Exchange trade statistics

WHAT, WHEN, HOW AND WHERE TO ANNOUNCE

– information required by the Listing Rules and Disclosure Rules

– “as soon as possible”

– announce to the market via an RIS

– Inside Information announced via a RIS must be put on the issuer’s internet site (if it has one) the day after the announcement was made

December 2005 14

AIM - Continuing Obligations

AIM companies are subject to the AIM Rules which outline the continuing obligations of being on a public market. Some of the key continuing obligations are:

AIM companies must have a Nomad at all times, otherwise they will be suspended from the market

AIM companies must disclose all price sensitive information in a timely manner including substantial transactions, related party transaction,

reverse takeovers and other miscellaneous transactions

All directors accept full responsibility, collectively and individually for the AIM Rules

Half Yearly and Annual Report and accounts required in adherence with deadlines

Restrictions on deals for directors and applicable employees on AIM securities during close periods

December 2005 15

Case study – Russian AIM Company, Peter Hambro Mining Plc

PETER HAMBRO MINING

Core business activities

Peter Hambro Mining Plc has 10 gold sites, two of which, Pokrovskiy and Pioneer are in production. Pokrovskiy is where Peter Hambro Mining Plc started mining and produced its first gold in 1999. It is approximately 320 km north-northwest of the regional capital, Blagoveschensk, and 50 km north of the border with China. Pioneer entered production this year and is located approximately 40 km from Pokrovskiy.

Peter Hambro Mining Plc is involved in the mining of gold ore and the production of dor bars which are sent for refining into London Good Delivery bars of gold and silver at a refinery in Krasnoyarsk. Most of the gold is currently sold to Sberbank in Moscow and the silver is sold to other banks in Russia. Under Russian law, the group has the right to export its product, once refined, to be sold for hard currencies. 

Transaction SynopsisDate of Admission : 29 April 2002Market: AIMTransaction: PlacingMarket Cap. at admission: US$67m Capital raised initially: US$20.3mMkt. Cap. as of 6 Sept.2005: US$1.09bnFTSE Classification: Gold Mining

Peter Hambro Mining Plc Turnover

0

50

100

150

200

250

300

350

Jul-04

Aug-04

Sep-04

Oct-04

Nov-04

Dec-04

Jan-05

Feb-05

Mar-05

Apr-05

May-05

Jun-05

Jul-05

Date

To

tal

Mo

nth

ly V

alu

e $m

0

5

10

15

20

25

30

To

tal

no

. o

f sh

ares

(m

)

TOTAL Mnthly Value US$

Total Shares

December 2005 16

Russian/CIS website www.londonstockexchange.com/ru

www.londonstockexchange.com/ru/AIM