Notice of Bank Shareholders Extraordinary Meeting

Joint Stock Company “Temirbank” (hereinafter, Bank) (location of Bank Management Board is 68/74 Abay Av., Almaty, 050008, the Republic of Kazakhstan) notifies its shareholders regarding convocation of Bank Shareholders Extraordinary General Meeting (hereinafter, Meeting) initiated by Board of the Directors of Bank.

The Meeting shall be held on February 15, 2012 from 04:00 p.m. at the address: 68/74 Abay Av., 2nd floor, Bank Conference Hall.
Registration of the participants will start on February 15, 2012, at 03:00 p.m., Almaty time at the meeting convocation address.
If lack of quorum the repeated meeting shall be held on February 16, 2012 from 04:00 p.m., Almaty time at the address: 68/74 Abay Av., 2nd floor, Bank Conference Hall.

Registration of the repeated meeting participants will be carried out from 03:00 p.m., Almaty time at the meeting convocation address. List of shareholders having the right of meeting participation will be prepared as of January 05, 2012, 00:00, Almaty time.

Agenda of the meeting assumes consideration of the following issues.
1. Regarding early office termination of V.A. Kolesnikova and A.B. Iskanova as members of Counting Commission of the Bank and election of R.F. Borisov and A.T. Saparbayev as members of Counting Commission of the Bank replacing V.A. Kolesnikova and A.B. Iskanova.
2. Regarding approval of Regulations for Remuneration and Expenses Compensation for Members of Board of Directors and regarding acknowledgement voidance of Regulations for Remuneration and Expenses Compensation of Members of Board of Directors-Independent Directors, approved by the decision of shareholders general meeting of the JSC "Temirbank", branch organization of the JSC "BTA Bank", Shareholder of the JSC "Temirbank" (minutes No22, dated March 26, 2010).
3. Regarding information for shareholders attention.

Pursuant to clause 5 of the Article 17 of the Law of the Republic of Kazakhstan “On Banks and Banking Activity” “legal entities registered in offshore zones, included in the list of authorized body (see the letter of Agency of the Republic of Kazakhstan for Regulation and Supervision of Financial Market and Financial Institutions No 04-01-14/1615 as of April 29, 2009) shall not directly or indirectly hold and (or) use and (or) administer voting shares of banks residents of the Republic of Kazakhstan.

According to the clause 5-1 of the said Article “shareholder participating in a meeting shall provide application stating compliance of its shareholders (participants) with the requirements of the clause 5 of the present Article in the event the bank has no information related to the country of registration”.  The second item of this clause stipulates that “shareholder not provided such application shall not be admitted for participation in shareholders general meeting”.

In connection with the above, when registered, the shareholders must present documents confirming their right to participate and vote items considered at the meeting.

the Bank shareholders will be familiarized with meeting materials within legal time limits set by the Law of the Republic of Kazakhstan “On Joint Stock Companies” at the address: 68/74, Abay Av., office 411, Almaty.

Phone number: +7 (727) 259-65-12.