AGREEMENT
May 18, 2001
Cavendish Nominees Limited ("Cavendish"), Baring Vostok Private Equity
Fund LP1 ("BVPE 1"), Baring Vostok Private Equity Fund LP2 ("BVPE 2"),
Baring Vostok Private Equity Fund LP3 ("BVPE 3"), NIS Restructuring
Facility LP ("NIS Restructuring"), Baring Vostok Fund (GP) LP ("BVF") and
Baring Vostok Fund Managers Limited ("BVF Managers") hereby agree, pursuant
to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the
"Act"), to file a joint statement on Schedule 13D under the Act in
connection with their beneficial ownership of Common Stock, par value $0.01
per share, of Golden Telecom, Inc. This Agreement applies to such Schedule
13D and any subsequent amendments thereto, and shall be included as an
Exhibit to such Schedule 13D and each such amendment.
Cavendish, BVPE 1, BVPE 2, BVPE 3, NIS Restructuring, BVF and BVF
Managers state that they are each eligible to report beneficial ownership
on Schedule 13D pursuant to the Act.
Cavendish, BVPE 1, BVPE 2, BVPE 3, NIS Restructuring, BVF and BVF
Managers shall each be responsible for the timely filing of the statement
and any amendments thereto, and for the completeness and accuracy of the
information concerning each of them contained therein, but shall not be
responsible for the completeness or accuracy of the information concerning
the others.
[signature page follows]
CAVENDISH NOMINEES LIMITED
By: /s/
-----------------------------------
Name: Mrs. C.A.E. Helyar
Title: Director
BARING VOSTOK FUND MANAGERS LIMITED
AS MANAGER OF
BARING VOSTOK FUND (GP) LP
AS GENERAL PARTNER OF
BARING VOSTOK PRIVATE EQUITY FUND LP 1
By: /s/
-----------------------------------
Name: Mrs. C.A.E. Helyar
Title: Director
BARING VOSTOK FUND MANAGERS LIMITED
AS MANAGER OF
BARING VOSTOK FUND (GP) LP
AS GENERAL PARTNER OF
BARING VOSTOK PRIVATE EQUITY FUND LP 2
By: /s/
-----------------------------------
Name: Mrs. C.A.E. Helyar
Title: Director
BARING VOSTOK FUND MANAGERS LIMITED
AS MANAGER OF
BARING VOSTOK FUND (GP) LP
AS GENERAL PARTNER OF
BARING VOSTOK PRIVATE EQUITY FUND LP
By: /s/
-----------------------------------
Name: Mrs. C.A.E. Helyar
Title: Director
BARING VOSTOK FUND MANAGERS LIMITED
AS MANAGER OF
BARING VOSTOK FUND (GP) LP
AS GENERAL PARTNER OF
NIS RESTRUCTURING FACILITY LP
By: /s/
-----------------------------------
Name: Mrs. C.A.E. Helyar
Title: Director
BARING VOSTOK FUND MANAGERS LIMITED
AS MANAGER OF
BARING VOSTOK FUND (GP) LP
By: /s/
-----------------------------------
Name: Mrs. C.A.E. Helyar
Title: Director
BARING VOSTOK FUND MANAGERS LIMITED
By: /s/
-----------------------------------
Name: Mrs. C.A.E. Helyar
Title: Director