Rambler Media Limited

NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

Rambler Media Limited ("Rambler" or "the Company"), a leading integrated media
company providing services to the global Russian-speaking community, announced
today that the Company is convening an Extraordinary General Meeting ("EGM") of
shareholders on 7 July 2006 at 10 am at the registered offices of the Company,
located at First Island House, Peter Street, St Helier, Jersey to support the
following resolutions:

1. To accept the resignation of Mr Valentin Zorin as a Non-executive

Director of the Company.

2. To consider and if thought fit appoint Mr Alexander Rappoport as a

Non-executive Director of the Company.

3. To consider and if thought fit appoint Mr Oleg Edward Radzinsky as a

Non-executive Director of the Company.

4. To consider and if thought fit appoint Mr Vitaly Rudenko as a

Non-executive Director of the Company.

5. Any other business.

At the Annual General Meeting of Rambler Media Limited ("Rambler") held on 15
June 2006, First Mercantile Net Ventures Fund Limited ("FMNVFL"), which
represents approximately 40% of the outstanding shares of Rambler, proposed the
appointment to the Board of Mr. Oleg Edward Radzinsky. Mr. Oleg Edward
Radzinsky, a shareholder of Rambler, proposed the appointment to the Board of
Mr. Alexander Rappoport, and Mr. Vitaly Rudenko.

Dr Valentin Zorin signified his intention to resign from the Board of Directors.
Dr Zorin, however, will retain his position as chairman of Rambler Media's
advisory panel.

Historically, Rambler has operated with a small number of Directors. However,
due to its rapid growth, the Company now feels that it is appropriate to
increase the size of the Board by appointing new Non-executive Directors with
relevant experience. Following the resignation of Valentin Zorin and assuming
that the proposed appointments are made, the Board will consist of seven
Directors:- two executive Directors and five non-executive directors, of whom at
least two are independent.

Alexander Rappoport, aged 46. Alexander is an Attorney at Law and is a Partner
in Rappoport & Partners Law Offices. He previously worked as Chairman of
Standard Advisors Asset Management, Executive Vice President of Auerbach
Grayson, Senior vice President at Chase Securities Investment Bank, Vice
President and Head of Securities in Robert Flemings and was Chairman of Europa
Management Invest. Alexander is being proposed as an independent non-executive
director.

Oleg Edward Radzinsky, aged 47. Oleg is Chairman of the Board of Rambler
Internet Holdings (Russia) and Rambler TV (Moscow). He previously worked as
Managing Director for Emerging Market Ltd, Managing Director, Corporate Finance,
at Creditanstalt Investment Bank and was a Director at Auerbach Grayson. . Mr.
Radzinsky was one of the founding members or Rambler Media Group and served as
an Executive Director of a number of Rambler Media Group companies until October
2004. Oleg is a Director of Russian Federation First Mercantile Fund and remains
a statutory Director of certain Rambler group companies. Oleg has a Master's
degree in International Affairs from Columbia University and was a Ph.D.
candidate in Political Science in the same school.Oleg is being proposed as a
non-executive director.

Vitaly Rudenko, aged 33. Vitaly is the Business Development Director at JSC AEK
Dynamo. Previously he worked as an Analyst for FMC Securities, an Analyst for
Creditinstalt Investment Bank, Senior Auditor for Arthur Anderson and an
Economist for Rossiysky Kredit Bank. Vitally is a qualified accountant. Vitaly
is being proposed as a non-executive director.

A copy of the Notice of EGM along with the form of proxy have been sent to
shareholders and will be available to the public for one month free of charge
from the offices of First Island Secretaries Limited, First Island House, Peter
Street, St Helier, Jersey, C.I., JE4 8SG.

To participate in the EGM, all proxy forms should be returned to First Island
Secretaries Limited, First Island House, Peter Street, St Helier, Jersey, C.I.,
JE4 8SG, marked for the attention of Jane Dolby and must be received no later
than 48 hours prior to the meeting. Any proxies received after this time will
not be eligible to vote.

The Directors recommend that shareholders vote in favour of the resolutions.

The proposed Directors are, or have during the last five years been, directors
or partners of the following companies or partnerships:

ALEXANDER RAPPOPORT

CURRENT                                      PAST
----------------------------------------------------------------------------------
Rappoport & Partners law office              Standard Advisors Asset Management

OLEG EDWARD RADZINSKY

CURRENT                                      PAST
----------------------------------------------------------------------------------
NaKarte.Ru                                   None
ZAO Index 20
ZAO Lenta.ru
Non profit partnership "Open World"
Rambler Internet Holdings, LLC
Rambler Media JSC
Rambler Network JSC
Television Broadcasting Corporation (Rambler
 LLC)
Social Initiatives and Research Rambler
 Foundation
Gazkomfinance LLC
ZAO Doktor.ru
ZAO "TRK NVC"
ZAO Rambler Teleset SPB
Russian Federation First Mercantile Fund

VITALY RUDENKO

CURRENT                                      PAST
----------------------------------------------------------------------------------
None                                         None

The proposed Directors have the following shareholdings in the Company:

Name                            Number of Ordinary  Percentage of issued
                                 Shares             ordinary share capital
-------------------------------------------------------------------------
Alexander Rappoport             0                  0%
Oleg Radzinsky                  191,866            1.28%
Vitaly Rudenko                  316(a)             .00002%

(a)Through investment in the Russian Federation First Mercantile Fund

Save as set out in this Announcement, there are no further disclosures to be
made in respect of the proposed Directors in accordance with paragraph (g) of
Schedule Two to the AIM Rules.

For further information, please visit www.ramblermedia.com or contact:

Rambler Media                                         Shared Value Limited
Irina Gofman                                          Nicolas Duperrier
Tel. +7 495 500 3826                                  Tel. +44 (0) 20 7321 5010
rambler@sharedvalue.net 

ABOUT RAMBLER MEDIA

Rambler Media is an integrated and diversified Russian language media,
entertainment, services and content delivery company with three main segments:
internet services, mobile value added services, and television broadcasting.
Rambler Media operates businesses including the Russian language internet portal
and search engine 'rambler.ru', on-line newspaper 'Lenta.ru', broadband ISP
'Rambler Telecom', interactive advertising company 'Index20', mobile content
service provider 'SMXCOM', and documentary and entertainment TV network
'RamblerTV'. Rambler Media's shares are traded on the AIM market of the London
Stock Exchange under the symbol 'RMG'. For more information on Rambler Media,
visit our corporate website at www.ramblermedia.com.

Certain statements within this announcement constitute forward looking
statements. Such forward looking statements involve risks and other factors
which may cause the actual results, achievements or performance of the Company
to be materially different from any future results, achievements or performance
expressed or implied by such forward looking statements. Such risks and other
factors include, but are not limited to, general economic and business
conditions, changes in government regulations, and court interpretations of such
regulations, currency fluctuations (including the US$/Rbs rate), competition,
changes in development plans. There can be no assurance that the results and
events contemplated by the forward looking statements contained in this
announcement will, in fact, occur. Any forward looking statements made in this
announcement represent management's best judgment as to what may occur in the
future and are correct only as at the date of this announcement. The Company
will not undertake any obligation to release publicly any revisions to these
forward looking statements to reflect events, circumstance or unanticipated
events occurring after the date of this announcement except as required by
applicable law or by any applicable regulatory authority.

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