BTA Bank JSC ARestructuring ofthe Banks balance sheet

05.12.2012

Corporate action number CA000008213394
CA000008213888
CA000008217685
CA000008213891
CA000008218830
ISIN XS0532988770
XS0532989588
XS0532990677
XS0532996799
XS0532990750
Corporate action description

The issuer believes that arestructuring ofthe banks balance sheet isinthe best interests ofall ofthe banks stakeholders. Ifafinancial restructuring isnot completed, the bank islikely toenter into conservation and/or bankruptcy under kazakhstan law. Ifthe bank enters into conservation and/or bankruptcy, the proceeds available toclaimants could bereduced toalevel considerably below the value ofthe cash, new notes, shares and/or gdrs they would receive under the restructuring plan.

The entitlements referred toherein will only bedistributed to noteholders onthe restructuring date oratall ifthe restructuring plan isapproved byboth the claimants and the court and becomes binding onthe claimants.

1. Following options are available tonoteholders:
1) receive usd notes and usd cash entitlement.
2) receive usd notes and kzt cash entitlement.
3) receive usd notes and use apercentage ofthe usd cash entitlement tobuy additional usd notes, receive the remaining balance asusd cash entitlement.
4) receive usd notes and use apercentage ofthe usd cash entitlement tobuy additional usd notes, receive the remaining balance askzt cash entitlement.

2. Restrictions:
refer tothe offer documentation for the complete conditions and restrictions ofthis offer.

3. Usinvestor status
noteholders not able toprovideus investor status are not eligible toreceive the new notes and must contact the issuer as follows:
contact: mr. Asset zhaisanov
tel: + 7727 3124671
fax:: + 7727 2500224
email: zhaisanov(at)bta.kz

timetable
. Settlement instructions deadline: 14/12/2012
. Proration announcement date: tobeconfirmed
. Results publication date: tobeconfirmed
. Expected settlement date: 21/12/2012
. Expected entitlement termination date: 21/12/2015

after the settlement instructions deadline noteholders are not entitled toelect toexchange their cash entitlement for new usd notes.

All the positions will bemark down onthe settlement date and a new event will beset upgiving the possibility tothe holders, who did not submit their electronic instructions prior tothe settlement instructions deadline, toinstruct only for option 1 and 2described below.

important note: ifnoinstruction issubmitted onorbefore the entitlement termination date, the noteholders entitlement will beextinguished and the cash and/or new notes forming such entitlement will becancelled and/or returned tothe issuer.

Entitlement 1. Exchange ratio:

1) receive usd notes and usd cash entitlement for every usd 1,000 inprincipal amount ofdollar notes held, noteholders are entitledto:
. Usd 425.40 incash and
. Usd39.44 innominal amount ofthe new usd notes

2) receive usd notes and kzt cash entitlement same asoption1, but the cash will beconverted from usd tokzt atthe close-of-market spot rate:
. For instructions submitted onorbefore the settlement instructions deadline: the business day before the restructuring date.
For instructions submitted after the settlement instructions deadline: the business day before the cash entitlements are distributed.

3) receive usd notes and use apercentage ofthe usd cash entitlement tobuy additional usd notes, receive the remaining balance asusd cash entitlement
inaddition tooption1, noteholders may elect toexchange all or aportion oftheir cash entitlements for further new usd notes at aratio ofusd 1.00 new note for every usd 0.55 ofcash.

4) receive usd notes and use apercentage ofthe usd cash entitlement tobuy additional usd notes, receive the remaining balance askzt cash entitlement
same asoption3, but the remaining cash will beconverted from usd tokzt.

2. Minimum exercise amount: not applicable

3. Accrued and unpaid interest:
interest accrued but unpaid to17/01/12 will beincluded inthe allocation ofentitlements. All interest accrued but unpaid through tothe restructuring date will becancelled pursuant to the restructuring plan.

4. Minimum aggregate acceptance amount:
the exchange offer isnot conditional onaminimum aggregate amount ofsecurities offered for exchange.

5. Exchange cap:
noexchange cap has been set.

6. Exchange mechanism:
for option 3and4, the election issubject tothe availability offurther new usd notes for exchange ifavailability isexceeded, the exchange will beonapro rata basis. Refer topage 30ofthe information memorandum for further details.

7. Poolfactor: not applicable

8. Cash fractions:
fractional entitlement will not becompensated incash

9. New usd notes
the maturity date should bein2022 and the interest rate 5.50 pct this security isexpected tobeeligible ineuroclear bank, the isin isnot yet known.

Record date N/A
For additional information please contact your account manager
Information provided byEuroclear Bank S.A./N.V.