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VEON Announces Annual General Meeting; Ursula Burns to Step Down As Chairman

02/05/2020

01 May 2020

VEON Announces Annual General Meeting; Ursula Burns to Step Down As Chairman Amsterdam, 1 May 2020 - VEON Ltd. (NASDAQ: VEON, Euronext Amsterdam: VEON), a leading global provider of connectivity and internet services, announces that its Board of Directors has set the date for the Company's Annual General Meeting of Shareholders for 1 June 2020 (the 2020 Annual General Meeting ). The record date for the 2020 Annual General Meeting has been set for 1 May 2020.

The agenda for the 2020 Annual General Meeting is as follows:

Shareholders to receive the report of the Company's auditor and the audited financial statements of the Company for the financial year ended 31 December 2019;

Re-appoint PricewaterhouseCoopers Accountants N.V. as auditor of the Company for a term expiring at the conclusion of the 2021 Annual General Meeting of Shareholders and authorize the Board to determine the remuneration of the auditor;

Election of individual directors to the Board; and

Any other business which may properly come before the meeting or any adjournment of the meeting.

Ursula Burns, who has been Chairman of the Board of Directors for nearly three years, has decided to step down and will not stand for re-election at the 2020 Annual General Meeting. Guillaume Bacuvier, Sir Julian Horn-Smith and Guy Laurence have also opted to not stand for re-election. The candidates put forward for election to the Board include seven directors currently serving on the Board: Osama Bedier, Mikhail M. Fridman, Gennady Gazin, Andrei Gusev, Gunnar Holt, Robert Jan van de Kraats, and Alexander Pertsovsky, as well as five new candidates: Hans Holger Albrecht, Mariano De Beer, Peter Derby, Amos Genish and Stephen Pusey (bios included below).

Ms. Burns has successfully led the Company through a key phase of its transformation, including: the sale of VEON's Italian operations to CK Hutchison, the successful conclusion of the DOJ/SEC compliance monitorship, the appointment of Kaan Terzioglu and Sergi Herrero as co-CEOs in February 2020 and the minority acquisition and take-private of the Company's Egyptian listed company, Global Telecom Holding S.A.E.

Commenting on her departure, the Board stated: Ursula has been a major force across the VEON Group, driving important governance and cultural change, remaking the leadership team and setting us up for growth. She has also been instrumental in strengthening the Board of Directors and the recruitment of our new directors. Mikhail Fridman added We have been fortunate to have Ursula as Chairman; her leadership, perspective and integrity have had an important impact on the Company and we thank her for building such a strong team and for positioning VEON for the future.

Ms. Burns commented: The past three years with VEON has been an extraordinary experience and I am pleased with what we have been able to accomplish. The Company is well positioned with a strong executive team leading our strategy and operations. In addition, the new members of the Board bring a set of skills and expertise which will support the Company's continued expansion into new areas such as digital financial services.

Ms. Burns added: I would like to thank Guy, Sir Julian and Guillaume for their service as directors. They have each been strong partners to me as Chairman and their input and support to the Company have been stellar.

Further details on the agenda, the slate of nominees to the Board and procedural matters related to the 2020 Annual General Meeting will be made available through an official notice distributed by VEON to its shareholders prior to the meeting.

New Director Bios

HANS-HOLGER ALBRECHT

Mr Albrecht currently serves as Chief Executive Officer of Deezer. He was born in Germany and studied law, earning a Ph.D. at the University of Bochum, before undertaking a variety of management roles in the media, technology and telecommunications industries including as Chief Executive of Millicom International Cellular S.A. (from 2012 to 2015) and Modern Times Group MTG AB (from 1998 to 2012).

MARIANO DE BEER

Mariano de Beer was until 2019 Chief Commercial Digital Officer of Telef nica SA. In this position, he was responsible for boosting revenue growth worldwide through the implementation of a global vision of customers both in the residential segment and in the corporate segment. He was also responsible for building the global digital global portfolio and the innovation strategy within the Group. Additionally, he was a member of the Telef nica Group Executive Committee. De Beer started his career at McKinsey & Co as a consultant. Later, he joined Telefonica's team in Brazil holding various positions, mainly in the residential and small & medium business (SMB) segments. In 2006 he joined the Management Committee of Telef nica Internacional in Spain as Director of SMB for Latin America, until 2008 when he returned to Brazil as General Director of Telef nica and later as President of Vivo Corporate Unit. In 2011 he worked for the Brazilian conglomerate RBS, where he headed the Group's education unit as CEO, with the mission of expanding and strengthening the RBS Education Project. In 2013 de Beer became President of Microsoft Brazil and later President of Microsoft Latam New Markets until 2016. De Beer graduated from UADE (Universidad Argentina de la Empresa), and holds an MBA from Georgetown University.

PETER DERBY

Mr Derby is founding partner of Concinnity Advisors LP. After growing up in the United States, and graduated with a Bachelors from New York University in 1983, he spent over a decade working in Russia. His career in banking and finance has included roles at National Westminster Bank USA and Chase Manhattan Bank. In 1990, he established one of the first private banks in Russia, DialogBank, and in 1991 the first investment bank in Russia,
LINK: https://www.veon.com/media/media-releases/2020/veon-announces-annual-g...
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