SHAREHOLDERS AGREEMENT dated as of October 4, 2009 between and among VIMPELCOM LTD., ALTIMO HOLDINGS & INVESTMENTS LTD., ECO TELECOM LIMITED, TELENOR EAST INVEST AS, TELENOR MOBILE COMMUNICATIONS AS, ALTIMO COOPERATIEF U.A. and OTHER VIMPELCOM LTD....Shareholders Agreement • April 30th, 2010 • VimpelCom Ltd. • Radiotelephone communications • New York
Contract Type FiledApril 30th, 2010 Company Industry JurisdictionPage ARTICLE I DEFINITIONS AND INTERPRETATION 2 1.01 Definitions 2 1.02 Interpretation 11 ARTICLE II REPRESENTATIONS AND WARRANTIES 11 2.01 Organization of the Parties 11 2.02 Authority 12 2.03 Shareholding 12 ARTICLE III TRANSFERS 12 3.01 Transfers to Persons Other than Permitted Transferees 12 3.02 Standstill 12 3.03 Right of First Offer 13 3.04 Tag Along Rights 14 3.05 Effect of Transfers 16 3.06 Permitted Transferees 16 3.07 Pledges of Shares and Interests in Shares 17 ARTICLE IV GOVERNANCE OF THE COMPANY 17 4.01 Ownership of Subsidiaries; Branding 17 4.02 Headquarters of the Company 17 4.03 The Management Board and the CEO 18 4.04 Authority of the Board; Chairman of the Board 19 4.05 Shareholders 19 4.06 Nomination of Directors 19 4.07 Quorum and Voting at Board Meetings; Shareholder Approval of Certain Transactions 21 4.08 Committees of the Board 24 4.09 Full Disclosure of All Matters before the Board 24 4.10 Independence of the Board 25 4.11 Dividend Policy 25 4.12 Governance of
SHAREHOLDERS AGREEMENT dated as of October 4, 2009 between and among VIMPELCOM LTD., ALTIMO HOLDINGS & INVESTMENTS LTD., ECO TELECOM LIMITED, TELENOR EAST INVEST AS, TELENOR MOBILE COMMUNICATIONS AS, ALTIMO COOPERATIEF U.A. and OTHER VIMPELCOM LTD....Shareholders Agreement • February 8th, 2010 • VimpelCom Ltd. • New York
Contract Type FiledFebruary 8th, 2010 Company JurisdictionSHAREHOLDERS AGREEMENT dated as of October 4, 2009 (this “Agreement”) between and among VimpelCom Ltd., a company organized and existing under the laws of Bermuda (the “Company”), Eco Telecom Limited, a company organized and existing under the laws of Gibraltar (“Eco Telecom”), Altimo Holdings & Investments Ltd., a company organized and existing under the laws of the British Virgin Islands (“Altimo”), Altimo Cooperatief U.A., a company organized under the laws of the Netherlands (“Altimo Cooperatief”), Telenor Mobile Communications AS, a company organized and existing under the laws of Norway (“Telenor Mobile”), Telenor East Invest AS, a company organized and existing under the laws of Norway (“Telenor East”), and such other shareholders of the Company as shall be party hereto from time to time (each, a “Party” and collectively, the “Parties”).