evraz plc ord shs 0.5 pct annual general meeting


Corporate action number CA000009215079
Corporate action description


1toreceive the report ofthe directors and the accounts for the Company for the year ended 31december 2012
2toapprove the directors remuneration report for the year ended 31december 2012.
3tore-elect alexander abramov asadirector.
4tore-elect duncan antony hilder baxter asadirector
5tore-elect alexander frolov asadirector
6tore-elect karl gruber asadirector
7tore-elect alexander izosimov asadirector
8tore-elect sir michael peat asadirector
9tore-elect olga pokrovskaya asadirector
10tore-elect terry john robinson asadirector
11tore-elect eugene shvidler asadirector
12tore-elect eugene tenenbaum asadirector
13tore-appoint ernst young llp asauditors ofthe company to Hold office until the conclusion ofthe next general meeting at Which accounts are laid before the company
14toauthorise the directors tofix the remuneration ofthe Auditors
15that the directors begenerally and unconditionally authorised
Pursuant toand inaccordance with section 551 ofthe companies Act 2006 (the −2006 act-) toexercise all the powers ofthe Company toallot shares orgrant rights tosubscribe for orto Convert any security into shares inthe company: A.up toanaggregate nominal amount ofus490,860,789 andb. Comprising equity securities (asdefined insection 560(1) ofthe 2006act) uptoafurther aggregate nominal amount of Us490,860,789 inconnection with anoffer byway ofarights issue Such authorities toapply insubstitution for all previous Authorities pursuant tosection 551 ofthe 2006 act and toexpire Atthe end ofthe next annual general meeting oron30june 2014, whichever isthe earlier, but ineach case sothat the Company may make offers and enter into agreements during the Relevant period which would, ormight, require shares tobe Allotted orrights tosubscribe for ortoconvert any security Into shares tobegranted after the authority ends.
For the purposes ofthis resolution, -rights issue- means anoffer To:
(a) ordinary shareholders inproportion (asnearly asmay be Practicable) totheir existing holdings: and (b) holders ofother Equity securities ifthis isrequired bythe rights ofthose Securitiesor, ifthe directors consider itnecessary, as Permitted bythe rights ofthose securities, tosubscribe for Further securities bymeans ofthe issue ofarenounceable letter (orother negotiable document) which may betraded for aperiod Before payment for the securities
Isdue, but subject inboth cases tosuch exclusions orother Arrangements asthe directors may deem necessary orexpedient in Relation totreasury shares, fractional entitlements, record Dates orlegal, regulatory orpractical problemsin, orunder the Lawsof, any territory.
16that subject tothe passing ofresolution 15above, the Directors beempowered toallot equity securities (asdefined in Section 560(1) ofthe 2006act) wholly for cash: (a) pursuant to The authority given byparagraph (a) ofresolution
15above orwhere the allotment constitutes anallotment of Equity securities byvirtue ofsection 560(3) ofthe 2006act, in Each case:
(i) inconnection with apre-emptive offer: and (ii) otherwise Than inconnection with apre-emptive offer, uptoanaggregate Nominal amount ofus75,326,365: and (b) pursuant tothe authority Given byparagraph (b) ofresolution
15above inconnection with arights issue, asifsection 561(1) Ofthe 2006 act did not apply toany such allotment:
Such power toexpire atthe end ofthe companys next annual General meeting oron30june 2014, whichever isthe earlier but Sothat the company may make offers and enter into agreements During this period which would, ormight, require equity Securities tobeallotted after the power ends for the purposes Ofthis resolution: (a) -rights issue- has the same meaning asin Resolution 15above:
(b) -pre-emptive offer- means anoffer ofequity securities open For acceptance for aperiod fixed bythe directorsto (a) holders (other than the company) onthe register onarecord date fixed Bythe directors ofordinary shares inproportion totheir
Respective holdings and (b) other persons soentitled byvirtue Ofthe rights attaching toany other equity securities held by Them, but subject inboth cases to
Such exclusions orother arrangements asthe directors may deem Necessary orexpedient inrelation totreasury shares, fractional Entitlements, record dates orlegal, regulatory orpractical Problemsin, orunder the lawsof, any territory:
references toanallotment ofequity securities shall include Asale oftreasury shares: and (d) the nominal amount ofany Securities shall betaken tobe, inthe case ofrights to Subscribe for orconvert any securities into shares ofthe Company, the nominal amount ofsuch shares which may beallotted Pursuant tosuch rights.
17that the company beand ishereby unconditionally and generally Authorised for the purpose ofsection 701 ofthe 2006 act tomake Market purchases (asdefined insection 693(4) ofthe 2006act) Ofordinary shares ofus1.00 each inthe capital ofthe company Provided that: (a) the maximum number ofordinary shares which May bepurchased is147,258,237:
(b) the minimum price which may bepaid for each ordinary share is 1.00
the maximum price which may bepaid for aordinary share isan Amount equal tothe higherof (i) 105 per cent. Ofthe average of The closing price ofthe companys ordinary shares asderived From the london stock exchange daily official list for the five Business days immediately preceding the day onwhich such Ordinary share iscontracted tobepurchased and (ii) the higher Ofthe price ofthe Last independent trade and the highest current bid asstipulated Byarticle 5(1) ofcommission regulation (ec) 22 December 2003 implementing the market abuse directive asregards Exemptions for buy-back programmes and stabilisation offinancial Instruments (no2273/2003): and (d) this authority shall expire atthe conclusion ofthe annual General meeting ofthe company held in2014or, ifearlier 30 June 2014 (except inrelation tothe purchase ofordinary shares The contract for which was concluded before the expiry ofsuch Authority and which might beexecuted wholly orpartly after such Expiry) unless such authority isrenewed prior tosuch time.18 That ageneral meeting other than anannual general meeting may Becalled onnot less than 14clear days notice.

Meeting date 13/06/13
Record date 11/06/13
Deadline 04/06/13
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