On 25th June 2004 a meeting of the Board of Directors of OJSC North-West Telecom was held, which took a decision to increase the authorized capital of the Company and approved the Decisions on an Extra shares issue.

Having considered the materials presented for the meeting, the Board of Directors took the following decisions:     

1.1. To increase the authorized capital of OJSC NWT by floating extra 145,134,309 ordinary registered non-document ary shares at a face value of 1 rouble each on the following basic conditions:    

Placement method : conversion

• 74,216,223 ordinary shares are floated by means of converting ordinary shares of Open Joint-Stock Company Lensvyaz into them;   
• 70,918,086 ordinary shares are floated by means of converting ordinary shares of Open Joint-Stock Company Svyaz of Komi into them.

Conversion factors:

Shareholders holding ordinary shares of OJSC Lensvyaz get 1 ordinary share of OJSC NWT for 0.0268 of a ordinary share of OJSC Lensvyaz.

Shareholders holding ordinary shares of OJSC Svyaz of Komi get 1 ordinary share of OJSC NWT for 4.00 ordinary shares of OJSC Svyaz of Komi .

If, as a result of the stock conversion, some shareholders of OJSC Lensvyaz or OJSC Svyaz of Komi receive a fractional number of OJSC NWT ’s shares, then the fractional   part of the number is to be rounded off. The fractional part of the number of shares shall be rounded off according to the following rules:     

If the characters following the point are from 50 to 99, then one shall be added to the integral number, while the figures following the point shall be discarded.    

If the characters following the point are from 01 to 49, then only the integral number shall be taken into account, while the figures following the point shall be discarded.    

If, as a result of rounding off, no common shares of OJSC NWT are due to any shareholder holding ordinary shares of OJSC Lensvyaz or OJSC Svyaz of Komi, then such a shareholder is entitled to get one ordinary share of OJSC NWT.   

1.2. To increase the authorized capital of OJSC NWT by floating extra 48,379,035 preferred registered non-document ary type A shares at a face value of 1 rouble each on the following basic conditions:    

Placement method: conversion

• 24,740,475 preferred type A shares are floated by means of converting preferred type A shares of Open Joint-Stock Company Lensvyaz into them
• 23,638,560 preferred type A shares are floated by means of converting preferred type A shares of Open Joint-Stock Company Svyaz of Komi into them.

Conversion factors:

Shareholders holding preferred shares of OJSC Lensvyaz get 1 preferred share of OJSC NWT for 0.0268 of a preferred share of OJSC Lensvyaz.

Shareholders holding preferred shares of OJSC Svyaz of Komi get 1 preferred share of OJSC NWT for 4.00 preferred shares of OJSC Svyaz of Komi .

2.1. To approve the decision on the extra issue of 74,216,223 (seventy four million two hundred sixteen thousand two hundred twenty three) ordinary registered non-document ary shares at a face value of 1 (one) rouble each to be floated by conversion.   

2.2. To approve the decision on the extra issue of 70,918,086 (seventy million nine hundred eighteen thousand eighty six) ordinary registered non-document ary shares at a face value of 1 (one) rouble each to be floated by conversion.   

2.3. To approve the decision on the extra issue of 24,740,475 (twenty four million seven hundred forty thousand four hundred seventy five) preferred registered non-document ary type A shares at a face value of 1 (one) rouble each to be floated by conversion.   

2.4. To approve the decision on the extra issue of 23,638,560 (twenty three million six hundred thirty eight thousand five hundred sixty) preferred registered non-document ary type A shares at a face value of 1 (one) rouble each to be floated by conversion.   

Document s for the state registration of the issues will be soon filed with the Federal Service for Financial Markets.    Shares floatation will take place on the dates of deleting OJSC Svyaz of the Republic of Komi and OJSC Lensvyaz from the Unified State Register of Legal Entities, on 1st October 2004 according to Company ’s plans.