United Rusal : CONTINUING CONNECTED TRANSACTIONS - SALE OF RAW MATERIALS

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated under the laws of Jersey with limited liability)

Reference is made to the announcements of the Company dated 23 December 2014,
14 January 2015, 20 January 2015, 9 February 2015 and 2 April 2015 in relation to certain continuing connected transactions regarding the supply of raw materials by members of the Group, as sellers, to associates of Mr. Deripaska/En+, as buyers.

The Company announces that, on 8 April 2015, RUSAL TH, a member of the Group, as seller, entered into a contract with LLC "Autocomponent - Group GAZ", an associate of Mr. Deripaska, as buyer, pursuant to which RUSAL TH agreed to sell and LLC "Autocomponent - Group GAZ" agreed to purchase silicon in the estimated amount of 60.5 tons for the year ending 31 December 2015 at the estimated total consideration of approximately USD144,000 (the "Silicon Supply Contract"), with retrospective effect from 1 March 2015.
The consideration under the Silicon Supply Contract is to be satisfied in cash via wire transfer and is to be prepaid. The scheduled termination date is 31 December 2015 and the contract will be extended automatically unless either party choose not to renew the contract without prior consent of the other party 20 days before the end of contract.
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Pursuant to Rule 14A.81 of the Listing Rules, the continuing connected transactions under the Silicon Supply Contract and the Previously Disclosed 2015 Raw Materials Supply Contracts are required to be aggregated together, as they were entered into by the Group with the associates of the same connected persons or with parties connected or otherwise associated with one another, and the subject matter of each of the contracts relates to the supply of raw materials by the Group.
The annual aggregate transaction amount payable under the Silicon Supply Contract and the Previously Disclosed 2015 Raw Materials Supply Contracts is estimated to be approximately USD30.86 million for the year ending 31 December 2015.
The consideration payable under the Silicon Supply Contract is calculated by multiplying the unit price by the volume. The approximate unit price of the silicon is USD2,380 per ton (inclusive of 15% gross margin).
The consideration payable under the under the Silicon Supply Contract has been arrived at after arm's length negotiation by reference to market price and on terms no less favourable than those prevailing in the Russian market for raw materials of the same type and quality and those offered by members of the Group to independent third parties customers. The annual aggregate amount is the maximum amount of consideration payable under the terms of the Silicon Supply Contract and the Previously Disclosed 2015 Raw Materials Supply Contracts based on the delivery volume for the year ending 31 December 2015 estimated by Directors and the demand from the buyers.

The Directors consider that the entering into of the Silicon Supply Contract is for the benefit of the Company and in order to comply with the requirements of the Federal Antimonopoly Service. The Group is required by the Federal Antimonopoly Service to supply certain raw materials to local consumers.
The Directors (including the independent non-executive Directors) consider that the Silicon Supply Contract has been negotiated on an arm's length basis and on normal commercial terms which are fair and reasonable and the transactions contemplated thereunder are in the ordinary and usual course of business of the Group and in the interests of the Company and its shareholders as a whole.
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None of the Directors has a material interest in the transactions contemplated under the Silicon Supply Contract, save for Mr. Deripaska, who is a director of Basic Element and is interested in more than 50% of the issued share capital of Basic Element; Ms. Gulzhan Moldazhanova, who is a director of Basic Element; and Ms. Olga Mashkovskaya, who is a deputy chief executive officer for finance of Basic Element. Basic Element is the holding company of LLC "Autocomponent - Group GAZ". Accordingly, Mr. Deripaska, Ms. Gulzhan Moldazhanova and Ms. Gulzhan Moldazhanova did not vote on the Board resolutions approving the Silicon Supply Contract with LLC "Autocomponent - Group GAZ".

LLC "Autocomponent - Group GAZ" is held by Basic Element as to more than 30% of the issued share capital. Basic Element is in turn held by Mr. Deripaska (an executive Director) as to more than 50% of the issued share capital. LLC "Autocomponent - Group GAZ" is therefore an associate of Mr. Deripaska and is thus a connected person of the Company.
Accordingly, the transactions contemplated under the Silicon Supply Contract constitute continuing connected transactions of the Company.
The estimated annual aggregate transaction amount for the financial year ending 31
December 2015 of the continuing connected transactions under the Silicon Supply Contract and the Previously Disclosed 2015 Raw Materials Supply Contracts is more than 0.1% but less than 5% under the applicable percentage ratios. Accordingly, pursuant to Rule 14A.76 of the Listing Rules, the transactions contemplated under these contracts are only subject to the announcement requirements set out in Rules
14A.35 and 14A.68, the annual review requirements set out in Rules 14A.49, 14A.55 to 14A.59, 14A.71 and 14A.72 and the requirements set out in Rules 14A.34 and
14A.50 to 14A.54 of the Listing Rules. These transactions are exempt from the circular and shareholders' approval requirements under Chapter 14A of the Listing Rules.
Details of the Silicon Supply Contract and the Previously Disclosed 2015 Raw Materials Supply Contracts will be included in the next annual report and accounts of the Company in accordance with Rule 14A.71 of the Listing Rules where appropriate.
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The Company is principally engaged in the production of aluminium and alumina. The Company's assets include bauxite and nepheline ore mines, alumina refineries, aluminium smelters, casthouse business for alloys production, aluminium foil mills and production of aluminium packaging materials as well as power-generating assets.
LLC "Autocomponent - Group GAZ" is principally engaged in production and sales of auto components.

In this announcement, the following expressions have the following meanings, unless the context otherwise requires:
"associate" has the same meaning ascribed thereto under the Listing
Rules
"Board" the board of Directors of the Company
"Company" United Company RUSAL Plc, a limited liability company incorporated in Jersey, the shares of which are listed on the main board of the Stock Exchange
"connected person" has the same meaning ascribed thereto under the Listing
Rules
"continuing connected
transaction(s)"
has the same meaning ascribed thereto under the Listing
Rules
"Director(s)" the director(s) of the Company
"En+" En+ Group Limited, a company incorporated in Jersey, a substantial shareholder (as defined in the Listing Rules) of the Company
"Group" the Company and its subsidiaries
"Listing Rules" The Rules Governing the Listing of Securities on the
Stock Exchange
"Mr. Deripaska" Mr. Oleg Deripaska, an executive Director
"percentage ratios" the percentage ratios under Rule 14.07 of the Listing
Rules
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"Previously Disclosed
2015 Raw Materials
Supply Contracts"
the raw materials supply contracts pursuant to which members of the Group were the sellers and the associates of Mr. Deripaska/En+ were the buyers in relation to the financial year ending 31 December 2015, as disclosed in the announcements of the Company dated 23 December 2014, 14 January 2015, 20 January
2015, 9 February 2015 and 2 April 2015.
"Stock Exchange" The Stock Exchange of Hong Kong Limited
"substantial
shareholder"
has the same meaning ascribed thereto under the Listing
Rules
"USD" United States dollars, the lawful currency of the United
States of America
9 April 2015
By Order of the Board of Directors of

Company Secretary

As at the date of this announcement, the executive Directors are Mr. Oleg Deripaska, Ms. Vera Kurochkina, Mr. Vladislav Soloviev and Mr. Stalbek Mishakov, the non-executive Directors are Mr. Maxim Sokov, Mr. Dmitry Afanasiev, Mr. Len Blavatnik, Mr. Ivan Glasenberg, Mr. Maksim Goldman, Ms. Gulzhan Moldazhanova, Mr. Daniel Lesin Wolfe, Ms. Olga Mashkovskaya and Ms. Ekaterina Nikitina, and the independent non-executive Directors are Mr. Matthias Warnig (Chairman), Dr. Peter Nigel Kenny, Mr. Philip Lader, Ms. Elsie Leung Oi-sie and Mr. Mark Garber.

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

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