AGM Notice

Annual General Shareholders' Meeting of Polyus Gold

will take place on May 20, 2011

The Board of Directors OJSC Polyus Gold (hereinafter - Company) in accordance with the Company's Charter has resolved to convene the Annual General Shareholders' Meeting of OJSC Polyus Gold (hereinafter - Meeting) on May 20, 2011.

The Meeting will take place at the following address: 55, Leningradskiy Avenue, Moscow, Cinema and Concert hall of the Finance University under the Government of the Russian Federation.

Registration of shareholders and their representatives will start at 9:00 am (Moscow time) on May 20, 2011 at the location of the Meeting.

Start of the Meeting - at 11:00 am (Moscow time) May 20, 2011.

The date of drawing up the list of persons entitled to participate in the Meeting (the Record date) is April 12, 2011.

Format of the Meeting - meeting (joint attendance of shareholders).

MEETING AGENDA:

1. Approval of the 2010 Annual report of OJSC Polyus Gold, the 2010 RAS financial statements of OJSC Polyus Gold, including Profit and Loss statement.

2. Distribution of profits and losses of OJSC Polyus Gold for 2010, including dividend payment on shares in OJSC Polyus Gold for 2010.

3. Election of the members of the Board of Directors of OJSC Polyus Gold.

4. Election of the members of the Audit Commission of OJSC Polyus Gold.

5. Approval of the auditor of OJSC Polyus Gold.

6. Determination of the value of Directors' and Officers' liability insurance for OJSC Polyus Gold.

7. Approval of the related party transaction on Directors' and Officers' liability insurance for OJSC Polyus Gold.

8. Remuneration and reimbursement of expenses of the members of the Board of Directors of OJSC Polyus Gold.

OJSC Polyus Gold does not provide the shareholders' transportation to the Meeting location.

In order to participate in the Meeting the shareholders should either register at the Meeting or submit their completed ballots to the Company by 6.00pm (local time) May 17, 2011 at any of the following addresses:

- 15-1, Tverskoy boulevard, Moscow, 123104 Russian Federation, OJSC Polyus Gold;

- 121108, p.o. box 82, Moscow, Russian Federation CJSC Computershare Registrar;

- 8, Ivana Franko Str., Moscow, 121108, Russian Federation, CJSC Computershare Registrar;

- 16, Leninsky pr., Norilsk, Krasnoyarsk region, 663305, Russian Federation, Norilsk branch of CJSC Computershare Registrar;

- 4-A, Izmailovsky prospect, office 314, Saint-Petersburg, 190005, Russian Federation, Saint-Petersburg branch of CJSC Computershare Registrar.

In order to participate in the Meeting ADR holders shall complete the proxy cards and timely submit them to the Depositary bank - The Bank of New York Mellon.

The shareholders may familiarize themselves with information (materials) to be provided for the Meeting during working days from 10:00 am to 5:00 pm (local time) at any of the addresses specified above starting from April 29, 2011, as well as at the Company's website at www.polyusgold.com/eng/.

Board of Directors

OJSC Polyus Gold