FOR IMMEDIATE RELEASE 31 December 2002
THE UKRAINE FUND LIMITED (the "Fund")
30 December 2002

Further to the announcement on the 2 December 2002, the Board of Directors can confirm that the EGM of the Fund was held on the 23 December at Frances House, St Peter Port, Guernsey.

At the EGM, the Shareholders approved all of the ordinary and special resolutions as set out below:

Resolution 1 (Ordinary resolution)

the Investment Manager was instructed with immediate effect to commence the process of realising the Fund's investments in an orderly manner; save as follows, no further investments will be made by the Fund other than short term investments in liquid securities pending the return of cash to shareholders.

Further investment will be permitted in companies in which the Fund already has private equity or quasi private equity positions. Any such investment must be expressly authorised by the Board and will only be authorised where the Board is satisfied that the investment is necessary or expedient for the purpose of protecting or enhancing the value of the existing investment ; and capital will be returned to shareholders (in the manner described in the circular of the Company dated 30 November, 2002) as and when surplus capital becomes available.

Resolution 2 (Special resolution)

The Articles of Association of the Fund have been amended by the addition to Article 15 of the following Article 15A:
"15A (a) The Company shall be entitled at any time, at the option of the Board, to redeem all (but not some) of the Redeemable Shares (other than the Founder Shares) in issue on the date on which this resolution is passed in such manner as the directors of the Company may determine, but in any event at a redemption price per Redeemable Share equal to the net proceeds of the liquidation of the Company's assets after satisfaction of all the Company's liabilities (such liabilities including, for the avoidance of doubt, the amount of the capital paid up on the Founder Shares and such amount as may be determined by the directors as being necessary to meet the costs of liquidation of the Company) divided by the total number of Redeemable Shares in issue.
(b) Such redemption shall be effected by the issue to the holders for the time being of Redeemable Shares of a notice in accordance with Articles 152 to 155 (inclusive).
(c) In respect of each shareholder, payment of the redemption proceeds referred to in paragraph (a) above shall be made by the Company's Administrator and may be made in such number of tranches as the Board determines.

Resolution 3 (Special resolution)

The changes to the Fund's valuation policy announced on 1 July 2002 have been ratified and accordingly with effect from 31 March, 2002 the valuations of quoted investments will (subject to the over-riding discretion of the Board as set out in Article 25 below) be valued on the basis of the lower of:
the average of the quoted price of the relevant month by PFTS; and the average of the mid point between best bid price and minimum ask price, further averaged throughout the relevant month as published by PFTS. The Articles of Association of the Fund have been amended such that Article 25 and Article 26 of the Fund's Articles read as follows:
"25. Unless otherwise determined by the Directors in their absolute discretion, in calculating the Net Asset Value the following principles shall apply:
securities traded on a stock exchange in Ukraine are to be valued on the basis of the lower of:
The average of the quoted price of the relevant month by PFTS; and The average of the mid point between best bid price and minimum ask price, further averaged throughout the relevant month as published by PFTS. unlisted securities will be valued initially at cost and thereafter with any reduction or increase in value (as the case may be) as the Directors shall in their absolute discretion deem appropriate in the light of the circumstances to reach a fair value, including the prices at which recent comparable capital issues or dealings between third parties are known to the Directors to have taken place; any value otherwise than in US dollars shall be converted into US dollars at the rate (whether official or otherwise) which the Directors shall in their absolute discretion deem appropriate to the circumstances having regard inter alia to any premium or discount which they consider may be relevant and to the costs of exchange; the value of any cash in hand or on deposit, bills and demand notes and accounts receivable, prepaid expenses, cash dividends and interest accrued and not yet received shall be deemed to be the full amount thereof, unless it is unlikely to be paid or received in full, in which case the value thereof shall be arrived at after making such discount as the Directors may consider appropriate to reflect the true value thereof; the value of units in any unit trust shall be derived from the closing prices published by the managers thereof; there will be deducted all liabilities of the Company and such provisions and allowances for contingencies (including tax) as the Directors think appropriate and accrued costs and expenses payable by the Company. 26. Subject always to Article 25 in determining the Net Asset Value, assets will be valued at the latest available middle market prices, except for the purposes of the compulsory redemption of shares when they will be valued at the latest available bid prices. The Net Asset Value per Share (calculated to two decimal places), will be calculated by dividing the Net Asset Value by the number of outstanding shares, and will be notified to such parties as the Directors may from time to time determine immediately following calculation."