Press-releaseKrasnodarFebruary 4, 2014OJSC "Magnit" Announces the Results of the BOD MeetingKrasnodar, February 4, 2014: OJSC "Magnit", Russia's largest retailer (the"Company", "Issuer"; MICEX and LSE: MGNT), is pleased to announce the resultsof the BOD meeting held on February 4, 2014.Please be informed that on February 4, 2014 the BOD meeting was held (minutesof the BOD meeting of OJSC "Magnit" are w/o No. of February 4, 2014).The meeting agenda: 1. Consideration of proposals for the nomination of candidates to stand for election to the board of directors, the revision commission and the counting commission of OJSC "Magnit" at the annual general shareholders meeting of OJSC "Magnit". 2. Consideration of proposals for the nomination of candidates to stand for election as the auditor of OJSC "Magnit" at the annual general shareholders meeting of OJSC "Magnit". 3. Approval of the related party transactions. 4. Determination of OJSC "Magnit" business priorities. 5. Determination of the position of the OJSC "Magnit" representative at the exercise of the voting right on the Retail Import LLC shares in the charter capital owned by the Company.The following BOD members were present: A. Arutyunyan, S. Galitskiy, K.Pombukhchan and A. Shkhachemukov.V. Butenko, A. Zayonts and A. Makhnev provided their written opinions on theitems of the agenda of the BOD meeting of OJSC "Magnit".The number of the BOD members participated in the meeting, including writtenopinions of V. Butenko, A. Zayonts and A. Makhnev amounts to not less than halfof the number of the BOD members determined by the Charter of the Company.Quorum to hold the BOD meeting with this agenda is present.Content of the decisionsand voting results:Item 1.1 on the agenda:"To include the following candidates on the list of candidates for voting atthe election of the Board of directors of OJSC "Magnit" at the annual generalshareholders meeting of OJSC "Magnit" convened following the close of the 2013financial year:Names of candidates Nationality Date of birth Passport details Alexander Zayonts Russian Federation 10.01.1967 Information is disclosed according to the Federal law "On Personal Data" Alexey Makhnev Russian Federation 24.05.1976 Information is disclosed according to the Federal law "On Personal Data"Votes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 1.2 on the agenda:"To include the following candidates on the list of candidates for voting atthe election of the Board of directors of OJSC "Magnit" at the annual generalshareholders meeting of OJSC "Magnit" convened following the close of the 2013financial year:Names of candidates Nationality Date of birth Passport details Valeriy Butenko Russian Federation 25.11.1965 Information is disclosed according to the Federal law "On Personal Data"Aslan Shkhachemukov Russian Federation 22.08.1962 Information is disclosed according to the Federal law "On Personal Data" Khachatur Russian Federation 16.03.1974 Information is Pombukhchan disclosed according to the Federal law "On Personal Data"Votes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 1.3 on the agenda:"To include the following candidates on the list of candidates for voting atthe election of the Board of directors of OJSC "Magnit" at the annual generalshareholders meeting of OJSC "Magnit" convened following the close of the 2013financial year:Names of candidates Nationality Date of birth Passport details Andrey Arutyunyan Russian Federation 12.01.1969 Information is disclosed according to the Federal law "On Personal Data" Sergey Galitskiy Russian Federation 14.08.1967 Information is disclosed according to the Federal law "On Personal Data"Votes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 2.1 on the agenda:"To include the following candidate on the list of candidates for voting at theelection of the auditor of OJSC "Magnit" in accordance with the Russianaccounting standards at the annual general shareholders meeting of OJSC"Magnit" convened following the close of the 2013 financial year:Full company name of the candidate: "Faber Leks" Audit Limited LiabilityCompany;State registration data: Principal State Registration Number of the issuer1022301213197, Taxpayer Id. Number 2308052975;Location: 144/2 Krasnykh Partizan street, Krasnodar, 350049, Krasnodar region;Contact numbers: (861) 220-03-20, 226-41-41;Information on membership in the self-regulatory organization of auditors:certificate as of 15.02.2010 of membership in the Non-commercial partnership"The Moscow Audit Chamber" (Order of the Ministry of Finance of the RussianFederation № 578 as of 26.11.2009 on entering data on the Non-commercialpartnership "The Moscow Audit Chamber" into the state register of theself-regulatory organization of auditors), Principal Number of RegistrationEntry 10203002910."Votes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 2.2 on the agenda:"To include the following candidate on the list of candidates for voting at theelection of the auditor of OJSC "Magnit" in accordance with IFRS at the annualgeneral shareholders meeting of OJSC "Magnit" convened following the close ofthe 2013 financial year:Full company name of the candidate: "Ernst & Young" Limited Liability Company;State registration data: Principal State Registration Number of the issuer1027739707203, Taxpayer Id. Number 7709383532;Location: bld. 1, 77 Sadovnicheskaya embankment, Moscow, 115035;Contact numbers: 7 495 755 9700, 7 495 755 9701;Information on membership in the self-regulatory organization of auditors:certificate № 3028 of membership in the Self-regulatory organization ofauditors Non-commercial partnership "Audit Chamber of Russia" (Order of theMinistry of Finance of the Russian Federation № 455 as of 01.10.2009 onentering data on the Non-commercial partnership "Audit Chamber of Russia" intothe state register of the self-regulatory organization of auditors), PrincipalNumber of Registration Entry 10201017420."Votes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 3 on the agenda:"To approve the guarantee agreements which the Company (hereinafter -Guarantee) plans to execute in future as security for obligation of Joint-stockcompany "Tander" (beneficiary) (hereinafter - Borrower) to Joint-stockcommercial bank "ROSBANK" (open joint-stock company) (hereinafter - Lender)under the additional agreements to the Bank account agreement №0249018/RUB asof 25.10.2007 (hereinafter - Agreement) which are the related partytransactions with the following essentials:Maximum credit amount (credit limit): 175,000,000 (one hundred and seventy-fivemillion) rubles.Deadline of indebtedness continuity (payment period of each overdraft credit):30 (thirty) calendar days.Term of validity of the Agreement: not more than 1 (one) year.Credit interest rate in ruble terms: the Borrower pays interest to the Bank inthe amount of MosPrime OverNight rate increased by the Bank Margin (1.8% (onepoint eight) percent per annum). Interest rate (including the Bank margin)cannot exceed 12 (twelve) percent per annum ("Maximum interest rate").Credit terms, procedure of credit providing and redemption of credit amounts,interest and other payments are determined by the corresponding Agreement.Limit price (amount) of the guarantee agreement: total amount of the Guaranteeobligations under the Agreement cannot exceed 371,000,000 (three hundredseventy-one million) rubles. In case of non-fulfillment of Requirements by theGuarantee, the Guarantee shall pay a penalty to the Lender within 5 (five) bankdays in the amount of 3% (three percent) of the amount of the correspondingRequirement.The price of the property to the possible disposal of which the transaction isrelated shall not exceed 2% of the balance sheet assets value of the companydetermined on the basis of the accounting statement for the last reportingdate."Votes were cast as follows:A. Arutyunyan - "did not participate in voting", V. Butenko - "for", S.Galitskiy - "did not participate in voting", A. Zayonts - "for", A. Makhnev -"for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 4 on the agenda:"To determine OJSC "Magnit" business priorities by means of ratification of thePlans of financial and economic activity of the Company for:- the year 2014 (annex №1 to the minutes of the BOD meeting),- the first quarter of 2014 (annex №2 to the minutes of the BOD meeting)."Votes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.Item 5 on the agenda:"To revoke the decision of the Board of directors of OJSC "Magnit" made onDecember 26, 2013 on the item 2 on the agenda: "Determination of the positionof the OJSC "Magnit" representative at the exercise of the voting right on theRetail Import LLC shares in the charter capital owned by the Company" (minutesw/o No. of December 26, 2013) and to recommend the sole executive body of OJSC"Magnit", which is the sole shareholder of Retail Import LLC, to make thefollowing decision at the realization of the voting right on the Retail ImportLLC shares in the charter capital owned by the Company:"1. To terminate in advance the authorities of Dmitriy Komissarov, CEO ofRetail Import LLC, to consider February 5, 2014 as the date of termination ofhis authorities.2. To elect Vladimir Antonov as the CEO of Retail Import LLC for the term of 5(five) years (information shall be disclosed in accordance with the Federal Law"On personal data"), to consider February 6, 2014 as the date of assumption ofthe office.3. To execute the Employment agreement with Vladimir Antonov, to authorizeSergey Galitskiy, the representative of OJSC "Magnit", which is the soleshareholder of Retail Import LLC, to sign the Employment agreement with thesole executive body (CEO) of Retail Import LLC on behalf of Retail Import LLC.4. To authorize the CEO of Retail Import LLC to execute necessary operationsrelated to the state registration of amendments to the Unified State Registerof Legal EntitiesVotes were cast as follows:A. Arutyunyan - "for", V. Butenko - "for", S. Galitskiy - "for", A. Zayonts -"for", A. Makhnev - "for", K. Pombukhchan - "for", A. Shkhachemukov - "for".The decision was made.For further information, please contact:Timothy Post Director, Investor Relations Email: post@gw.tander.ru Office: +7-861-277-4554 x7600 Mobile: +7-961-511-7678 Direct Line: +7-861-277-4562Dina Svishcheva Deputy Director, Investor Relations Email: Chistyak@gw.tander.ru Office: +7-861-277-4554 x5101 Mobile: +7-961-511-0202 Direct Line: +7-861-277-4562Company description:Magnit is Russia's largest retailer. Founded in 1994, the company isheadquartered in the southern Russian city of Krasnodar. As of December 31,2013, Magnit operated 22 distribution centers and over 8,000 stores (7,200convenience, 207 hypermarkets, and 686 cosmetics) in more than 1,868 cities andtowns throughout 7 federal regions of the Russian Federation.In accordance with the unaudited IFRS management accounts for 2013, Magnit hadrevenues of $18,202 million USD and an EBITDA of $2,032 million USD. Magnit'slocal shares are traded on the Moscow Stock Exchange (MICEX: MGNT) and its GDRson the London Stock Exchange (LSE: MGNT) and it has a credit rating fromStandard & Poor's of BB. Measured by market capitalization, Magnit is nowEurope's 2nd largest retailer.