United RUSAL : CONTINUING CONNECTED TRANSACTIONS TRANSPORTATION CONTRACT AND REPAIR SERVICES CONTRACTS

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UNITED COMPANY RUSAL, INTERNATIONAL

PUBLIC JOINT-STOCK COMPANY

(Incorporated under the laws of Jersey with limited liability and continued in the

Russian Federation as an international company)

(Stock Code: 486)

CONTINUING CONNECTED TRANSACTIONS

TRANSPORTATION CONTRACT AND

REPAIR SERVICES CONTRACTS

Reference is made to the announcements of the Company dated 29 December 2020 and 25 January 2021 in relation to the Previously Disclosed Transportation Contracts, the announcements of the Company dated 15 May 2020, 15 January 2021, 25 January 2021 and 23 March 2021 in relation to the Previously Disclosed Repair Services Contracts.

The Company announces that the member of the Group has entered into the contract with the associate of En+, pursuant to which the associate of En+ agreed to supply transportation services to the member of the Group (the "New Transportation Contract").

The Company further announces that the members of the Group have entered into the contracts with the associates of En+, pursuant to which the associates of En+ agreed to supply repair services to the members of the Group (the "New Repair Services Contracts").

THE NEW TRANSPORTATION CONTRACT

Reference is made to the announcements of the Company dated 29 December 2020 and 25 January 2021 in relation to the Previously Disclosed Transportation Contracts.

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The Company announces that the member of the Group has entered into the New Transportation Contract with the associate of En+, pursuant to which the associate of En+ agreed to provide transportation services to the member of the Group, with details as below.

				Estimated
				consideration
				payable for the
				year ending 31
	Customer	Service provider		December 2021
Date of the	(member of the	(associate of		excluding VAT	Scheduled
contract	Group)	En+)	Service	(USD)	termination date	Payment terms

1 April 2021,	JSC RUSAL	OVE	Organisation	20,795	Up to 31 December
which is an	SAYANAL		of cargo	(Note 1)	2021. If neither party
additional			and		declares its intention
agreement to the			passenger		to terminate the
contracts dated 31			forwarding		contract one month
December 2019					before its expiration
and 23 December					date, the contract is
2020 (the term of					considered to be
the contract					extended for each
commenced on 1					subsequent calendar
January 2021)					year on the same
					terms, and the total
					term of the contract
					cannot be longer than
					three years
Total estimated				20,795
consideration
payable (USD)

Payment is to be made within 10 days after the receipt of the VAT invoice.

Note:

1. The basis of calculation is determined by the demand schedules for transportation services: the estimated demand is 19,530 tons and the distance is 58 kilometres. The consideration is to be paid in cash via bank transfer.

THE ANNUAL AGGREGATE TRANSACTION AMOUNT

Pursuant to Rule 14A.81 of the Listing Rules, the continuing connected transactions contemplated under the New Transportation Contract and the Previously Disclosed Transportation Contracts should be aggregated for the financial year ending 31 December 2021 as they were entered into by members of the Group with associates of En+, and the subject matter of each contract relates to the provision of transportation services by the associates of En+ to the Group.

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The annual aggregate transaction amounts that are payable by the Group to the associates of En+ under the New Transportation Contract and the Previously Disclosed Transportation Contracts for the financial year ending 31 December 2021 is estimated to be approximately USD 19.274 million.

The contract price of the New Transportation Contract has been arrived at after arm's length negotiation with reference to the market price and on terms no less favourable than those prevailing in the Russian market for transportation services of the same type and quality and those offered by the associate of En+ to independent third parties. The annual aggregate transaction amount is derived from the total contract price under the New Transportation Contract, which was based on the need of transportation services by the Group for the relevant year.

REASONS FOR AND BENEFITS OF THE TRANSACTIONS

The New Transportation Contract has been entered into for the purpose of transportation. The Company considers that the transactions contemplated under the New Transportation Contract is for the benefit of the Company, as the services of transportation by rail received from OVE which owns the only railway track section on the route are the most advantageous transportation method for the particular combined group member.

The Directors (including the independent non-executive Directors) consider that the New Transportation Contract is on normal commercial terms which are fair and reasonable and the transactions contemplated under the New Transportation Contract 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.

None of the Directors has a material interest in the transactions contemplated under the New Transportation Contract, save for Mr. Vyacheslav Solomin, who is the chief operating officer of International limited liability company En+ Holding, a company which is owned by En+, and deputy CEO - executive officer of Moscow Branch of International limited liability company En+ Holding, and Mr. Vladimir Kolmogorov, who is the first deputy chief executive officer for technical policy and executive officer of International limited liability company En+ Holding, and deputy CEO - executive officer of En+, being the holding company of OVE. Mr. Vladimir Kolmogorov is also the head of technical supervision of JSC EuroSibEnergo, a company which is owned by En+. Accordingly, Mr. Vyacheslav Solomin and Mr. Vladimir Kolmogorov did not vote on the Board resolution approving the New Transportation Contract.

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LISTING RULES IMPLICATIONS

The ultimate beneficial owner of OVE is En+, which holds more than 60% of the issued share capital of this entity. There is no other shareholder who holds 25% or more of the issued share capital of OVE.

OVE is an indirect subsidiary of En+, and is therefore an associate of En+, which in turn is a substantial shareholder of the Company. Accordingly, OVE is a connected person of the Company under the Listing Rules.

Accordingly, the transactions contemplated under the New Transportation Contract constitute continuing connected transactions of the Company.

The estimated annual aggregate transaction amount of the continuing connected transactions under the New Transportation Contract and the Previously Disclosed Transportation Contracts for the financial year ending 31 December 2021 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 New Transportation Contract will be included in the relevant annual report and accounts of the Company in accordance with Rule 14A.71 of the Listing Rules where appropriate.

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THE NEW REPAIR SERVICES CONTRACTS

Reference is made to the announcements of the Company dated 15 May 2020, 15 January 2021, 25 January 2021 and 23 March 2021 in relation to the Previously Disclosed Repair Services Contracts. The Company announces that the members of the Group have entered into the contracts with the associates of En+, pursuant to which the associates of En+ agreed to provide repair services to the members of the Group (the "New Repair Services Contracts"), with details as below.

					Estimated
					consideration
					payable for the
					year ending 31
		Customer	Contractor		December 2021	Scheduled
	Date of the	(member of	(associate of		excluding VAT	termination
	contract	the Group)	En+)	Repair services	(USD)	date	Payment terms
1	1 April 2021	Joint stock	KraMZ-Auto	Carrying out	70,961	Up to 31	Payment of 100% of the
		company	LLC	maintenance repair	(Note 1)	December	consideration within 10
		"RUSAL		service of tractors used		2021	days following the
		Krasnoyarsk		for transportation of			reporting date after
		Aluminium		liquid metal in buckets			signing the certificate of
		Smelter"		from the electrolysis			acceptance and providing
				buildings to the foundry			an invoice
				departments, the
				transportation of anode
				pins from the
				electrolysis bodies to
				the pin cleaning area
2	1 April 2021	PJSC	"BEC-repair"	Providing equipment	1,278,567	Up to 31	Payment to be made
		"RUSAL	LLC	maintenance and repair	(Note 2)	December	within 60 calendar days
		Bratsk"		works		2021	of signature by customer
							of the certificates of
							acceptance based on an
							invoice
	Total estimated				1,349,528
	consideration
	payable (USD)

Notes:

1. The estimated consideration payable is calculated based on the estimated costs of repair works (USD 16.70 per man-hour, net of VAT) plus the costs of materials used and is to be settled in cash via bank transfer.
2. The estimated consideration payable is calculated based on the estimated costs of repair works (for repairs: USD 3.67 per man-hour, net of VAT; and for maintenance: USD 4.33 per man-hour, net of VAT) and is to be settled in cash via bank transfer.

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THE ANNUAL AGGREGATE TRANSACTION AMOUNT

The contract price payable under the New Repair Services Contracts has been arrived at after arm's length negotiation with reference to the market price and on terms no less favourable than those prevailing in the Russian market for repair services of the same type and quality and those offered by the associates of En+ to independent third parties.

Based on the terms of the New Repair Services Contracts and the Previously Disclosed Repair Services Contracts, the annual aggregate transaction amount that is payable by the Group to the associate of En+ for the financial year ended 31 December 2021 is estimated to be approximately USD12.685 million.

In accordance with the Company's procurement policies and using tools such as the Company's procurement portal, the Company invited several organizations to take part in the tender in relation to the required repair services. The service provider in case of contract 1 is the only one who took part in the tender - while offering the required services, the Group therefore entered into the relevant New Repair Services Contract with the service provider. Regarding the contract mentioned in item 2 in the table above, the Company's procurement managers, in line with the best-in-class experience and know-how of the Company's procurement policies, chose the contractor offering the best terms and conditions (the contractor offered the lowest price, has highly-skilled personnel, currently carries out similar works, previously worked with the contractor or have experience of similar works) and then entered into the contract with the chosen contractor.

The annual aggregate transaction amount payable by the Group is estimated by the Directors based on the amount of repair services to be received and the contract price.

THE AGGREGATION APPROACH

Pursuant to Rule 14A.81 of the Listing Rules, the continuing connected transactions contemplated under the New Repair Services Contracts and the Previously Disclosed Repair Services Contract should be aggregated, as they were entered into by the Group with the associates of the same group of connected persons who are parties connected or otherwise associated with one another, and the subject matter of each of the contracts relates to the receipt of repair and maintenance services by members of the Group.

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REASONS FOR AND BENEFITS OF THE TRANSACTIONS

The Directors consider that the New Repair Services Contracts are for the benefit of the Company, as the contractors offered a competitive price.

The Directors (including the independent non-executive Directors) consider that the New Repair Services Contracts have been negotiated on an arm's length basis and on normal commercial terms which are fair and reasonable and the transactions contemplated under the New Repair Services Contracts 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.

None of the Directors has a material interest in the transactions contemplated under the New Repair Services Contracts, save for Mr. Vyacheslav Solomin, who is the chief operating officer of International limited liability company En+ Holding, a company which is owned by En+, and deputy CEO - executive officer of Moscow Branch of International limited liability company En+ Holding, and Mr. Vladimir Kolmogorov, who is the first deputy chief executive officer for technical policy and executive officer of International limited liability company En+ Holding, and deputy CEO - executive officer of En+, being the holding company of each of KraMZ-Auto LLC and "BEC-repair" LLC. Mr. Vladimir Kolmogorov is also the head of technical supervision of JSC EuroSibEnergo, a company which is owned by En+. Accordingly, Mr. Vyacheslav Solomin and Mr. Vladimir Kolmogorov did not vote on the Board resolution approving the New Repair Services Contracts.

LISTING RULES IMPLICATIONS

The ultimate beneficial owner of each of KraMZ-Auto LLC and "BEC-repair" LLC is En+, which holds more than 90% of the issued share capital of each of those entities.

Each of KraMZ-Auto LLC and "BEC-repair" LLC is an indirect subsidiary of En+, and is therefore an associate of En+ which in turn is a substantial shareholder of the Company. Accordingly, each of KraMZ-Auto LLC and "BEC-repair" LLC is a connected person of the Company under the Listing Rules.

The estimated annual aggregate transaction amount of the continuing connected transactions under the New Repair Services Contracts and the Previously Disclosed Repair Services Contracts for the financial year ending 31 December 2021 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

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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 the independent shareholders' approval requirements under Chapter 14A of the Listing Rules.

Details of the New Repair Services Contracts and the Previously Disclosed Repair Services Contracts will be included in the relevant annual report and accounts of the Company in accordance with Rule 14A.71 of the Listing Rules where appropriate.

PRINCIPAL BUSINESS ACTIVITIES

The Company is principally engaged in the production and sale of aluminium, including alloys and value-added products, and alumina.

OVE is principally engaged in the provision of transportation services and railway transport.

KraMZ-Auto LLC is principally engaged in the provision of transportation services.

"BEC-repair" LLC is principally engaged in activities for supporting of operability of thermal power plants, process equipment maintenance and repair services.

En+ is a leading international vertically integrated aluminium and hydropower producer.

DEFINITIONS

In this announcement, the following expressions have the following meanings, unless the context otherwise requires:

"associate(s)"	has the same meaning ascribed thereto under the
	Listing Rules.
"Board"	the board of Directors.
"Company"	United Company RUSAL, international public
	joint-stock company, incorporated under the laws
	of Jersey with limited liability and continued in the
	Russian Federation as an international company,
	the shares of which are listed on the Main Board of
	the Stock Exchange of Hong Kong Limited.
"connected person(s)"	has the same meaning ascribed thereto under the
	Listing Rules.

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"continuing connected	has the same meaning ascribed thereto under the
transactions"	Listing Rules.
"Director(s)"	the member of the Board of directors of the
	Company.
"En+"	EN+ GROUP International public joint-stock
	company, a company registered in accordance with
	the procedure established by the laws of the
	Russian Federation, in accordance with the Federal
	Law of the Russian Federation "On International
	Companies", and which is a Shareholder of the
	Company.
"Group"	the Company and its subsidiaries.
"Listing Rules"	the Rules Governing the Listing of Securities on
	the Stock Exchange of Hong Kong Limited.
"OVE"	Otdelenie vremennoy ekspluatatsii JSC, an indirect
	subsidiary of En+.
"percentage ratios"	the percentage ratios under Rule 14.07 of the
	Listing Rules.
"Previously Disclosed	the repair services contracts between members of
Repair Services	the Group and the associates of En+, pursuant to
Contracts"	which the associates of En+ agreed to provide
	repair services to members of the Group, as
	disclosed in the announcements of the Company
	dated 15 May 2020, 15 January 2021, 25 January
	2021 and 23 March 2021.
"Previously Disclosed	the transportation contracts between members of
Transportation Contracts"	the Group and the associates of En+, pursuant to
	which the associates of En+ agreed to provide
	transportation services to members of the Group, as
	disclosed in the announcements of the Company
	dated 29 December 2020 and 25 January 2021.
"substantial shareholder"	has the same meaning ascribed thereto under the
	Listing Rules.

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"USD"	United States dollars, the lawful currency of the
	United States of America.
"VAT"	value added tax.
	By virtue of the power of attorney on behalf of
	United Company RUSAL,
	international public joint-stock company
	Aby Wong Po Ying
	Company Secretary
1 April 2021

As at the date of this announcement, the members of the Board of Directors are the following: the executive Directors are Mr. Evgenii Nikitin, Mr. Evgeny Kuryanov and Mr. Evgenii Vavilov, the non-executive Directors are Mr. Marco Musetti, Mr. Vyacheslav Solomin and Mr. Vladimir Kolmogorov and the independent non-executive Directors are Dr. Elsie Leung Oi-sie, Mr. Dmitry Vasiliev, Mr. Bernard Zonneveld (Chairman), Dr. Evgeny Shvarts, Mr. Randolph N. Reynolds, Mr. Kevin Parker, Mr. Christopher Burnham and Mr. Nick Jordan.

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

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