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UNITED COMPANY RUSAL PLC (Paris:RUAL)

(Incorporated under the laws of Jersey with limited liability)

(Stock Code: 486)

 

RULE 13.09 ANNOUNCEMENT

ISSUE AND ALLOTMENT OF IPO BONUS SHARES

The board of directors of United Company RUSAL Plc (?UC RUSAL? or ?the Company?) and all directors thereof confirm that the information contained in this announcement does not contain any false statements, misleading representations or material omissions, and all of them jointly and severally accept responsibility as to the truthfulness, accuracy and completeness of the content of this announcement.

Shareholders and investors are advised to exercise caution when dealing in the shares of UC RUSAL.

This announcement is issued pursuant to Rule 13.09(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and applicable French laws and regulations.

IPO bonus

As stated in the Prospectus, for services provided in preparation of the Global Offering, the CEO and certain members of senior management and other employees will be paid an IPO bonus.

Subsequent to the meeting of the Remuneration Committee of the Board of Directors, the Board of Directors has passed resolutions for the issue of the IPO bonus. In particular, that:

? the CEO's IPO bonus would be US$70,314,558 in the form of 50,625,000 bonus Shares at the Offer Price of HK$10.80 per bonus Share and using an applicable exchange rate of HK$1 = US$0.1286045866; and

? the IPO bonus of certain members of senior management and employees of the Company would be US$13,950,000, 60% of which would be in the form of 6,026,216 bonus Shares at the Offer Price of HK$10.80 per bonus Share and using an applicable exchange rate of HK$1 = US$0.1286045866.

Accordingly, the Board has resolved to issue, and the Company has issued and allotted on 13 April 2010:

? 50,625,000 bonus Shares to the CEO; and

? 6,026,216 bonus Shares to certain members of senior management and other employees, out of which a total of 172,794 bonus Shares have been issued to Ms. Tatiana Soina, a Director of the Company,

with all such issued bonus Shares subject to a two-year lock-up period (but permitting a transfer by the CEO of 16,920,000 of his bonus Shares to a third party subject to an undertaking by such third party to continue to hold such Shares for the remainder of such two-year lock-up period).

As a consequence, the Company will apply for the admission of 2,832,560 additional global depositary shares representing the 56,651,216 newly issued Shares on the professional segment of the Euronext Paris market.

Definitions

The terms used in this announcement shall have the same meaning as in the Prospectus unless the context otherwise requires. In addition:

?CEO?               means the chief executive officer of the Company, namely Mr. Oleg Deripaska
 
?IPO bonus? means the bonus to be paid by the Company as described in the Prospectus for services rendered in relation to the Global Offering
?Prospectus? means the prospectus of the Company dated 31 December 2009
  By Order of the board of directors of
United Company RUSAL Plc
Tatiana Soina
Director

Hong Kong, 14 April 2010

As at the date of this announcement, the executive directors of the Company are Mr. Oleg Deripaska, Mr. Petr Sinshinov, Mr. Vladislav Soloviev and Ms. Tatiana Soina, the non-executive directors of the Company are Mr. Victor Vekselberg (Chairman), Mr. Dmitry Afanasiev, Mr. Len Blavatnik, Mr. Ivan Glasenberg, Mr. Vladimir Kiryukhin, Mr. Alexander Popov, Mr. Dmitry Razumov, Mr. Jivko Savov, , Mr. Igor Ermilin and Mr. Anatoly Tikhonov, and the independent non-executive directors of the Company are Mr. Peter Nigel Kenny, Mr. Philip Lader, Mr. Barry Cheung Chun-Yuen and Ms. Elsie Leung Oi-sie.

All announcements and press releases published by United Company RUSAL Plc are available on its website under the links http://www.rusal.ru/en/stock_fillings.aspx and http://www.rusal.ru/en/press-center.aspx, respectively.

United Company RUSAL Plc