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Page 1: 2018 INTEGRATED ANNUAL REPORT NAC KAZATOMPROM · 28 December 2018: Kazatomprom and Cameco Corporation entered into an Agreement under which Kazatomprom will receive by 2020 (upon

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2018 INTEGRATED ANNUAL REPORT

NAC KAZATOMPROM

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TABLE OF CONTENTS

ABOUT THIS REPORT............................................................................................................................................. 4

KEY FIGURES – 2018................................................................................................................................................ 5

2018 KEY EVENTS .................................................................................................................................................... 6

STATEMENT OF THE CHAIR OF THE BOARD OF DIRECTORS ................................................................. 8

STATEMENT OF THE CHIEF EXECUTIVE OFFICER ..................................................................................... 9

BUSINESS MODEL ................................................................................................................................................. 10

COMPANY DEVELOPMENT STRATEGY ......................................................................................................... 12

BUSINESS TRANSFORMATION .......................................................................................................................... 15

LISTING INFORMATION ...................................................................................................................................... 17

ABOUT KAZAKHSTAN ......................................................................................................................................... 18

ABOUT THE COMPANY ....................................................................................................................................... 20

ACTIVITY PROFILE .............................................................................................................................................. 20 MAIN PRODUCTS .................................................................................................................................................. 20 COMPANY HISTORY ............................................................................................................................................ 21 COMPANY ASSET STRUCTURE ......................................................................................................................... 22 GEOGRAPHY AND TARGET MARKETS ............................................................................................................ 25 ASSOCIATION MEMBERSHIP AND INTERNATIONAL COMPLIANCE ........................................................ 29

OPERATING AND FINANCIAL REVIEW .......................................................................................................... 31

SIGNIFICANT FACTORS AFFECTING GROUP OPERATING RESULTS ........................................................ 31 KEY PERFORMANCE INDICATORS ................................................................................................................... 35 CAPITAL EXPENDITURES REVIEW................................................................................................................... 38 RESERVES AND GEOLOGICAL SURVEYS ....................................................................................................... 41 FINANCIAL ANALYSIS ........................................................................................................................................ 42 LIQUIDITY AND CAPITAL RESOURCES ........................................................................................................... 46 INDEBTEDNESS .................................................................................................................................................... 49 GUIDANCE FOR 2019 ............................................................................................................................................ 50 SENSITIVITY ANALYSIS FOR 2019 .................................................................................................................... 51 FORWARD-LOOKING STATEMENTS ................................................................................................................ 51

SUSTAINABLE DEVELOPMENT ......................................................................................................................... 52

PROGRAMME OF SUSTAINABLE DEVELOPMENT ...................................................................................... 52 SUSTAINABLE DEVELOPMENT INITIATIVES ............................................................................................... 52 GOVERNANCE DIAGNOSTICS ........................................................................................................................ 53

SUSTAINABLE ECONOMIC DEVELOPMENT ................................................................................................... 54 CREATED AND DISTRIBUTED DIRECT ECONOMIC VALUE ...................................................................... 54 SCIENCE AND INNOVATION .......................................................................................................................... 54 ECONOMIC EFFECT IN REGIONS OF OPERATION .................................................................................... 55 CHARITY AND SPONSORSHIP ........................................................................................................................ 56 PROCUREMENT ............................................................................................................................................... 56

SOCIAL RESPONSIBILITY ................................................................................................................................... 58 COMPANY STAFF ............................................................................................................................................. 58

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SOCIAL POLICY ................................................................................................................................................ 63 SOCIAL STABILITY ........................................................................................................................................... 65 OCCUPATIONAL HEALTH AND SAFETY ....................................................................................................... 65

ENVIRONMENTAL RESPONSIBILITY ............................................................................................................... 66 WASTE MANAGEMENT .................................................................................................................................... 67 DIRECT GREENHOUSE GAS EMISSIONS ...................................................................................................... 68 ENERGY EFFICIENCY ..................................................................................................................................... 69 WATER RESOURCES ........................................................................................................................................ 70 NUCLEAR SAFETY ............................................................................................................................................ 71

DEVELOPMENT PLANS ....................................................................................................................................... 72 INTERACTION WITH THE STAKEHOLDERS .................................................................................................... 76

CORPORATE GOVERNANCE AND ETHICS .................................................................................................... 81

CORPORATE GOVERNANCE STRUCTURE ...................................................................................................... 81 CORPORATE GOVERNANCE CODE................................................................................................................... 83 GENERAL MEETING OF SHAREHOLDERS ....................................................................................................... 85 BOARD OF DIRECTORS ....................................................................................................................................... 85

COMPOSITION OF THE BOARD OF DIRECTORS ........................................................................................ 86 CHANGES IN THE COMPOSITION OF THE BOARD OF DIRECTORS IN 2018 .......................................... 88 ACTIVITY OF THE BOARD OF DIRECTORS .................................................................................................. 88 ASSESSMENT OF THE ACTIVITY OF THE BOARD OF DIRECTORS ........................................................... 90 ENGAGEMENT OF INDEPENDENT DIRECTORS ......................................................................................... 90 COMMITTEES OF THE BOARD OF DIRECTORS .......................................................................................... 90

MANAGEMENT BOARD....................................................................................................................................... 95 COMPOSITION OF THE MANAGEMENT BOARD ......................................................................................... 96 ACTIVITY OF THE MANAGEMENT BOARD IN 2018 ..................................................................................... 98 MANAGEMENT BOARD COMMITTEES.......................................................................................................... 99

REMUNERATION OF DIRECTORS AND EXECUTIVES ................................................................................. 100 STATEMENT OF RESPONSIBILITY OF MEMBERS OF THE BOARD OF DIRECTORS AND THE

MANAGEMENT BOARD..................................................................................................................................... 100 EMPLOYMENT AGREEMENTS OF SENIOR MANAGEMENT ...................................................................... 101 CONFLICTS OF INTEREST ................................................................................................................................. 101 INTERNAL AUDIT SYSTEM .............................................................................................................................. 102 ORGANISATIONAL STRUCTURE OF THE COMPANY’S CORPORATE CENTRE...................................... 102 CORPORATE ETHICS .......................................................................................................................................... 102 RISK MANAGEMENT AND INTERNAL CONTROL ........................................................................................ 104 INFORMATION ON TAXATION IN THE UNITED KINGDOM ....................................................................... 109 EXTERNAL AUDIT .............................................................................................................................................. 110

ABOUT THIS REPORT......................................................................................................................................... 111

PRINCIPLES FOR DEFINING REPORT CONTENT AND SUBJECT LIMITATIONS ..................................... 112 ESSENTIAL SUBJECTS ....................................................................................................................................... 113 STANDARDS AND GUIDELINES ...................................................................................................................... 115 EXTERNAL VERIFICATION .............................................................................................................................. 116

INFORMATION FOR SHAREHOLDERS .......................................................................................................... 118

CONTACT INFORMATION ................................................................................................................................ 119

ANNEXES ............................................................................................................................................................. 120 CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ........................................................................ 120 INDEX OF GRI-COMPLIANT STANDARDS IN THIS REPORT ...................................................................... 125

GENERAL DISCLOSURES .............................................................................................................................. 125 SPECIFIC DISCLOSURES .............................................................................................................................. 127

GLOSSARY ........................................................................................................................................................... 130

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ABOUT THIS REPORT

The purpose of this Integrated Annual Report is to inform readers about the material aspects of the business of

joint stock company (JSC) Kazatomprom (the Company), Kazakhstan’s national atomic company. With this report,

the Company aims to help investors and other stakeholders understand how it formulates its development strategy,

manages its operations, achieves its financial performance, ensures the long-term sustainability of its business and

develops value for stakeholders and interested parties. It addresses the following questions.

What do the Company, its subsidiaries, associates and joint ventures do?

In what environment does the Company operate?

How will the Company’s corporate-governance structure provide for value creation for stakeholders in the

short, medium and long term?

What is the Company’s business model?

What are the main risks and opportunities influencing the Company’s ability to create value for stakeholders

in the short, medium and long term, and how are these being managed?

What are the Company’s goals, aims and objectives, and how does it intend to achieve them?

To what extent has the Company met its goals, aims and objectives for the reporting period, and what has

been the effect on its valuation for stakeholders?

What are the key challenges and uncertainties the Company is likely to face in pursuing its development

strategy and what are the potential implications for its business model and future performance?

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KEY FIGURES – 2018 102-7

Table 1. Key indicators – Production KAP2

2017 2018 Change (%)

Kazatomprom uranium

mining world ranking

(in volume terms)

1 1 –

Kazatomprom share of the

global natural uranium

mining market, (including all

participations, subsidiaries

and affiliates (%)

21% 23% 9%

Kazatomprom uranium -

production output in volume

terms (including all

participations, subsidiaries

and affiliates, tonnes)

12,093.4 11,476.0 -5%

Output of niobium products

(tonnes of Nb) 27.0 25.6 -5.2%

Output of beryllium products

(tonnes of Be) 1,585.2 1,711.7 8.0%

Output of tantalum products

(tonnes of Ta) 140.0 131.7 -6%

Electrical power output

(million kWh) 1 114.8 117.8 2.6%

Table 2. Finance

2017 2018 Change (%)

Revenue (KZT million) 277,046 436,632 58%

Operating profit (KZT

million) 32,602 77,480 138%

Net profit (KZT million) 139,154 380,266 173%

Net debt/Adjusted EBITDA -1.3 0.54 142%

Profitable mining investments

(100% base) (KZT billion) 75.4 81.5 8.0%

Free float (%) 0.00% 14.92% –

Net income per share

(KZT/share) 534.1 1,435.0 169%

Table 3. Staff and social responsibility indicators

2017 2018 Change (%)

Staff

Number of employees 25,020 20,507 -18%

Social sphere

Social-security tax and social

contributions (KZT million)

6,163 6,034 -2%

Table 4. Health and safety indicators

2017 2018 Change (%)

Occupational safety

Injury frequency rate (number of

injuries per 1,000 employees)

0.31 0.15 -52%

1 In 2018 operations of MAEK-Kazatomprom LLP were classified as discontinued.

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2018 KEY EVENTS

January

10 January 2018: The termination of the activities of Ulba FtorComplex LLC is registered by order of the

Department of Justice of Ust-Kamenogorsk, Department of Justice of East Kazakhstan region No. 41.

February

8 February 2018: The Board of Directors of NAC Kazatomprom JSC approves a new development strategy

for 2018-2028.

March

2 March 2018: The “Kazatomprom Town Hall: In Lockstep with Time” is held in the city of Shymkent,

during which Galymzhan Pirmatov, Chairman of the Board of NAC Kazatomprom JSC, presents NAC

Kazatomprom JSC’s strategic priorities for 2018-2028, in line with the new development strategy.

7 March 2018: A Memorandum of Understanding is signed by NAC Kazatomprom JSC and a consortium of

Japanese companies (EAHL) in Nur-Sultan (Astana), setting out the basic conditions for the parties’

interaction with respect to Baiken-U LLP, Kyzylkum LLP and JV Kharasan-U LLP.

April

4 April 2018: The termination of the activities of Geotechnoservice LLP is registered by Order of the

Department of Justice of South Kazakhstan region No. 22.

June

29 June 2018: NAC Kazatomprom JSC sells 100% of its shares in the authorised capital of KAES JSC to

Samruk-Kazyna JSC.

Transition to the target model of personnel management was completed within the transformation

programme. The project covers the corporate centre and 6 subsidiaries and affiliates.

July

3 July 2018: NAC Kazatomprom JSC completes the sale of 100% of its shares in MAEK-Kazatomprom LLP

to Samruk-Kazyna JSC.

1 July 2018: In the corporate centre of NAC Kazatomprom JSC and Kazatomprom-SaUran LLP a single

integrated SAP system was put into operation.

31 July 2018: Transition to new strategic planning and performance management processes completed.

August

29 August 2018: At an Extraordinary General Meeting of the shareholders in Ulba-Konversia LLP approves

the voluntary liquidation of the legal entity. The liquidation committee also approves decisions on the

procedure for and terms of liquidation.

September

3 September 2018: NAC Kazatomprom JSC signs an agreement with EAHL, under which, and under a

number of specific conditions, to buy 40.05% of Energy Asia (BVI) Limited (owner of 95% of shares in the

authorised capital of Baiken-U LLP and 40% of shares in the authorised capital of Kyzylkum LLP) and

16.02% of shares in the authorised capital of JV Kharasan-U LLP.

28 September 2018: NAC Kazatomprom JSC enters into an agreement to sell its 76% stake in the authorised

capital of Kyzyltu LLP for KZT 3,834,000,000. The buyer is Stepnogorsk Mining-Chemical Complex LLP.

In September 2018, NAC Kazatomprom JSC became a Vision Zero partner.

Implementation of the SAP ERP project (enterprise resource management system) at TTK LLP was launched

under the Transformation programme.

24 September 2018: NAC Kazatomprom approved a Transformation programme roadmap for 2017-2018.

The Board of Directors of NAC Kazatomprom JSC approved the Code of Ethics and Compliance.

October

12 October 2018: NAC Kazatomprom JSC signs an agreement to sell its 100% stake in the share capital of

Sareco LLP. The buyer is NMC Tau-Ken Samruk JSC.

Transition to the target model of integrated security was completed within the transformation programme.

The project covers the corporate centre and 6 subsidiaries and affiliates.

15 October 2018: The integrated planning system has been put into commercial operation at the first-tier

enterprises.

November

The Company listed its shares and global depository receipts (GDRs) on LSE and Astana International

Exchange (AIX).

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The first stage of automated processes implementation in accordance with the target IT management model

within the transformation programme implementation plan has been completed.

December

7 December 2018: the General Meeting of Shareholders of Kazatomprom-Damu LLP approves the voluntary

liquidation of the legal entity.

13 December 2018: NAC Kazatomprom JSC completes a transaction to acquire 40.05% of the shares of

Energy Asia (BVI) Limited (EAL) and 16.02% of shares in the authorised capital of JV Kharasan-U LLP.

Consequently, the Company's stake in Baiken-U LLP increases from 5% to 52.5% (5% direct participation

and 47.5% indirectly through EAL), its stake in Kyzylkum LLP increases from 30% to 50% (30% direct

participation and 20% indirectly through EAL) and its stake in JV Kharasan-U LLP increases from 33.98%

to 50% (direct participation).

21 December 2018: The termination of the activities of Betpak-Dala LLP is registered by Order of the

Department of Justice of Turkestan Region No. 208.

28 December 2018: Kazatomprom and Cameco Corporation entered into an Agreement under which

Kazatomprom will receive by 2020 (upon receipt of necessary permits from state bodies) the right to use

refining and uranium conversion technologies. This would allow Kazatomprom to proceed with assessment

of the economic feasibility of such technologies application in the Republic of Kazakhstan, subject to

favourable market conditions.

December 2018: The first 30 students –20 of whom are employees of the subsidiaries and affiliates of NAC

Kazatomprom JSC and 10 of whom are undergraduates not associated with NAC Kazatomprom JSC and its

enterprises – graduate from the Master’s degree programmes of the International Scientific and Educational

Centre of the Nuclear Industry, founded with KazNRTU named after scientist K.I. Satpaiev.

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STATEMENT OF THE CHAIR OF THE BOARD OF DIRECTORS

102-14

Dear Shareholders,

2018 was an historic year for Kazatomprom and the Republic of Kazakhstan, due to our successful

privatisation and dual listing on two international exchanges. Kazatomprom is the first national company to

successfully place its shares simultaneously via initial public offering (IPO) on the Astana International Exchange

(AIX) and the London Stock Exchange (LSE).

Kazatomprom’s IPO was the first major milestone of the State Privatisation Programme adopted by the

Government at the end of 2015 as part of the plan formulated by the First President of the Republic of Kazakhstan

Nursultan Nazarbayev to reduce the state’s share in the economy.

The company has entered a new phase of its corporate development. It now counts Kazakh investors and

leading international investment funds amongst its shareholders. This means additional responsibility for

Kazatomprom in terms of delivering transparency and corporate governance. Kazatomprom, as a public company, is

committed to achieving the highest international standards of corporate governance.

Last year also saw approval of the new Kazatomprom development strategy for 2018‒2028. The strategic

objectives for this period were developed based upon our vision – to be the partner of choice for the global nuclear

fuel industry. The company will focus on its core business – the mining and processing of uranium and associated

mineral resources – while continuing to optimise production, processing and sales volumes based on market

conditions. It will also strengthen the marketing function and expand sales channels, apply best practices in its business

activities and develop a corporate culture corresponding to its status as an industry leader. To guide the achievement

of these strategic goals and objectives, the new Board of Directors includes three independent directors who are

established professionals with deep international management experience in natural resources, as well as the uranium

and nuclear industries.

In 2018, the International Atomic Energy Agency (IAEA) announced the selection of Kazatomprom as a

supplier of low enriched uranium (LEU) to the IAEA LEU Bank. The Board of Directors of Kazatomprom believes

its selection reflects the high level of trust the global community has in the company as a reliable and recognised

supplier of uranium products.

Within the framework of improving health and safety across our business in 2018, Kazatomprom was one of

the first national companies of the Republic of Kazakhstan to become an official participant in a global programme to

promote the concept of ‘zero injury’ (Vision Zero), which prioritises the health, safety and wellbeing of our employees

and contractors. The programme was developed by the International Social Security Association (ISSA) to help prevent

industrial accidents and reduce occupational health risks.

The Board of Directors is confident in the long-term prospects of the industry and believes that nuclear energy

as a carbon-free, stable source of electricity will remain an important and growing part of the global energy supply

mix. The results we achieved in 2018 confirm the effectiveness of the strategy we have implemented to date and will

ensure the company’s sustainable development in the interests of all its shareholders.

Chair of the Board of Directors of NAC Kazatomprom JSC

Jon Dudas

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STATEMENT OF THE CHIEF EXECUTIVE OFFICER

102-14

Dear Colleagues, Partners and Investors,

I am proud to present Kazatomprom’s annual report for 2018. The achievements of the atomic holding company

mirror the contribution it has made to the socio-economic development, preservation of the environment and wellbeing

of the citizens of the Republic of Kazakhstan.

At the end of 2018, Kazatomprom placed 15% of its shares on the international markets and it was very well received

by both domestic and foreign investors. The company’s main shareholder, Samruk-Kazyna Sovereign Wealth Fund,

received and transferred to the State’s National Fund $450 million from the sale of its shares. Our successful IPO is

both the result of a strong preparatory collaboration with Samruk-Kazyna in the lead up to the flotation and a sign of

confidence from our new shareholders. Our ability to meet our obligations will build the company's reputation and

this, along with market and operational factors, will be reflected in the value of our shares.

The company's mission, per our new development strategy, is to effectively and safely develop uranium deposits and

components of the nuclear value chain to create long-term value for all of our stakeholders. Our planned operating

activities will not start with an increase in production volumes, but an appropriate response to market conditions.

Kazatomprom reduced its uranium production by about 8% from previously planned production levels in 2017 and

will do so again, by 20%, between 2018 and 2020. Partially due to Kazatomprom’s actions in 2018, global supply and

demand for uranium products became more balanced.

As the world’s largest uranium producer, we have been able to forge strong relationships with most of the world's

leading uranium consumers with a view to supplying our natural uranium products to more regions, solidifying our

customer base. Our main customers are nuclear power operators and our key export markets are China, Southeast

Asia, North America, Europe and the Asia-Pacific region. In 2018, Kazatomprom produced a record amount of natural

uranium, becoming not only the world’s largest uranium producer, but also the world’s largest seller.

As part of our efforts to expand our presence in all areas of the nuclear fuel cycle, Kazatomprom signed an agreement

with Cameco Corporation in December 2018, which will allow us to use Cameco’s refining and conversion

technologies by 2020. If market conditions are favourable, this will enable us to explore the economic feasibility of

using these technologies in the Republic of Kazakhstan.

Last year, we completed the acquisition of a 40.05% stake in Energy Asia (BVI) Limited and a 16.02% stake in the

share capital of JV Kharasan-U from Energy Asia Holdings (BVI) Limited. The purchases brought Kazatomprom’s

shareholdings in Baiken-U LLP, Kyzylkum LLP and JV Kharasan-U LLP to 52.5%, 50% and 50%, respectively.

Kazatomprom applies best practices when it comes to health and safety and environmental protection, and these topics

will remain of paramount importance to our team. In 2018, we adopted an environmental and social action plan to

achieve full compliance with the best international industry practices, including IFC Performance Standards. We

continue to support the socio-economic and infrastructural development of uranium mining regions, allocating funds

for these purposes under our subsoil-use contracts. We also met all of our social-guarantee commitments in 2018 and

further improved our corporate governance processes.

Kazatomprom’s results in 2018 were entirely due to the efforts of the entire workforce – a close-knit and highly

efficient team, working in line with our core values.

Our 2018 results confirm the effectiveness of our strategy and the importance of the priorities we identified. I am

confident that in 2019, Kazatomprom will maintain its momentum and continue to strengthen its leading position in

the global uranium market, achieving high production rates, maximising the efficiency of all business processes and

increasing the long-term value of the company.

Galymzhan Pirmatov

Chief Executive Officer,

NAC Kazatomprom JSC

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BUSINESS MODEL

КАP1

The Kazatomprom Group2 is the largest producer of natural uranium globally (in production volume terms), with

priority access to one of the world’s largest resource bases. According to UxC data, the Group’s uranium production,

including the output and refined products of its jointly controlled entities and attributable associates, for the year ended

31 December 2018 corresponded to approximately 23% of total global primary uranium production and around 40%

of global in situ leach recovery (ISR) uranium production.

Through its subsidiaries, jointly controlled entities and associates, the Group operates 26 deposits, grouped into 13

asset clusters, all of which are located in Kazakhstan. All of the Group’s uranium deposits are suitable for ISR. The

combination of cost-efficient ISR technology, which has a smaller environmental impact than other mining methods,

and the Group’s long-life mining asset base will allow it to remain amongst the highest-output and lowest-cost uranium

producers globally, according to UxC data. The Group can draw on more than 40 years of ISR experience in

Kazakhstan’s uranium mining industry. In addition to being cost efficient and having a low environmental impact,

ISR technology offers enhanced operational flexibility compared with conventional mining, improving the scalability

of Group operations and allowing it to increase or decrease production quickly and cost efficiently in response to

evolving market conditions.

The Company is Kazakhstan’s national importer and exporter of uranium and its compounds, nuclear power-plant

fuel, special equipment and technologies, as well as rare metals. Its status as the country’s flagship operator gives the

Company certain privileges. For example, it can access subsoil use agreements through direct negotiation with the

Government, rather than through the tender process that would otherwise be required. This effectively gives the

Company priority access to the high-quality and ISR-conducive deposits of natural uranium that are abundant in

Kazakhstan.

The Group only produces uranium from deposits in Kazakhstan. According to UxC data, for the year ending

31 December 2018, Kazakhstan is one of the largest uranium producing countries which accounted for about 44% of

global uranium production. The Group also possesses the largest uranium ore reserves of its competitors, according

to UxC data. As of 31 December 2018, the Group’s attributable proved and probable ore reserves contained

305,600 tonnes of UME; its attributable measured and indicated mineral resources (including those mineral resources

modified to produce the ore reserves) contained 476,700 tonnes of UME, in accordance with the terms and definitions

of the JORC Code3.

As the Republic of Kazakhstan’s national atomic company, the Company has partnered with most of the leading

players in the global uranium mining industry. The Group has built 10 successful asset-level partnerships with

Cameco, CGNPC, Kansai, Marubeni, Orano (formerly Areva), RosAtom and Sumitomo, as well as the Energy Asia

consortium, demonstrating the prominence of the Group’s asset base on a global scale. These collaborations have also

given the Group access to its partners’ technologies, at the same time allowing it to improve its technological and

management know-how. For the years to 31 December 2017 and 31 December 2018, 60.4% and 49.1%, respectively,

of the Group’s attributable mined uranium stemmed from its joint-venture (JV) and associate participations.

The Group’s primary customers are operators of nuclear power plants and the principal export markets for the Group’s

products are China, South and Eastern Asia, North America and Europe. The Group sells uranium products under

long-term contracts, short-term contracts as well as on the spot market via its Switzerland-based trading subsidiary.

The price of uranium accounts for a relatively small fraction of the overall cost of producing nuclear energy and most

of the Group’s customers tend to prioritise security of supply, which the Group is well positioned to provide on more

favourable terms, thanks to its size and uranium production output.

While uranium mining is the predominant focus of its operations, the Group is also present (through its subsidiaries,

JVs and associates) in most of the other stages of the ‘front-end’ nuclear fuel cycle, with the exception of uranium

conversion. These stages include production of nuclear fuel components and uranium reconversion. The Group has

access to production facilities for uranium enrichment. The Group produces uranium products, including natural

uranium concentrate, uranium dioxide ceramic powder and fuel pellets, which are used in the manufacture of nuclear

fuel assemblies, the fuel used by nuclear power stations to generate electricity. In addition, the Group is currently

engaged in the construction of a fuel assembly plant for the Chinese market, which it expects to be operational by the

2 In this document, the term “the Group” refers to the Company and its consolidated subsidiaries, i.e. companies that the Group controls by having (i) the power to direct their relevant activities that significantly affect their returns, (ii) exposure, or rights, to variable returns from its involvement

with these entities, and (iii) the ability to use its power over these entities to affect the amount of the Group’s returns. The existence and effect of

substantive rights, including substantive potential voting rights, are considered when assessing whether the Group has power over another entity. 3 The Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves

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end of 2019. Further, by the end of 2020 it is planned that the plant certification procedure by the technology provider

(Framatome) will occur followed by commissioning of the first output. Commercial deliveries of fuel assemblies to

China are scheduled to begin in 2021. The Group is well placed to develop a conversion facility, should conversion

become economically attractive in future; besides that, the Group plans to secure access to the requisite conversion

technologies.

In addition to its uranium operations, the Group is engaged in the manufacture of certain rare metal products, primarily

tantalum and beryllium.

The Group has a stable financial position and positive cash flow from its operating activities. The Group expects to

finance its operating activities and planned capital investments in existing production assets from its own funds and

available debt financing facilities in the foreseeable future. At the same time, the Group shares a significant portion

of the risk and cost of field development with joint-venture partners. The listing of Kazatomprom’s shares on the

Astana International Exchange (AIFC) and the London Stock Exchange, along with the availability of credit ratings,

provide the Group with favourable conditions for accessing the capital markets.

Figure 1: NAC Kazatomprom JSC business model

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COMPANY DEVELOPMENT STRATEGY

Kazatomprom's mission is to develop uranium deposits and the components of the uranium value chain, creating long-

term value for all of the Company’s stakeholders, in accordance with the principles of sustainable development.

Kazatomprom’s vision is to become the preferred partner of the global nuclear industry. This vision allows the

Company to operate in step with the priorities of its customers and partners in the industry.

In 2018, the Company adopted a new development strategy, focusing on five strategic objectives for 2018-2028:

• Focus on uranium mining as the main activity;

• Optimise production, processing and sales based on market conditions;

• Create value by enhancing the marketing function and expanding sales channels;

• Apply best practices in business activities;

• Develop a corporate ethics culture commensurate with an industry leader.

Focus on mining operations as the core business. Kazatomprom’s core business activity is uranium mining. The

Company believes that mining – in particular, the ISR extraction method – is the most attractive segment of the

nuclear-fuel value chain in terms of sustainable profitability and returns on capital. It further expects it to remain

so for as long as current market fundamentals persist. The Company’s access to ISR-conducive uranium deposits

in Kazakhstan gives it a natural competitive advantage in ISR uranium mining. Accordingly, Kazatomprom intends

to maintain its primary focus on its uranium mining operations, while retaining the option to expand its presence

in other segments of the front-end cycle, such as conversion, as well as in its rare metals operations.

To streamline its operations, Kazatomprom has progressively disposed of a significant number of non-core assets,

including– more than 30 non-core subsidiaries over the past five years. Most recently, these included MAEK, the

utility company, which accounted for a material portion of the Group’s revenue (but a small share of profit) in the

periods under review. The Company aims to complete its non-core asset disposal programme by the end of 2019.

Kazatomprom has also increased its interest in a select number of uranium mining joint ventures. Most notably,

as of 1 January 2018, it increased its equity stake in its joint venture with Cameco, JV Inkai LLP, from 40% to

60%, while in December 2018, it raised its equity stake in Baiken-U LLP, a joint venture with the Energy Asia

Limited consortium, from 5.0% to 52.5% and increased its equity interest in JV Kharasan-U LLP, a joint venture

with RosAtom and Marubeni Corporation, from around 34% to 50%.

Kazatomprom is currently engaged in the construction of a fuel assembly plant in Kazakhstan together with China

General Nuclear (CGN). Expansion into new segments of the nuclear value chain could allow Kazatomprom to

offer a broader range of products to its customers and capture additional margins. The Company may consider

further strengthening its market position by selectively acquiring or investing in high-quality assets in the nuclear-

fuel chain.

Continue to pursue a market-centric approach to uranium production, optimizing production, processing and

sales volumes based on market conditions.

In the past two years, Kazatomprom has substantially changed its strategic approach to become a market-centric,

rather than a production-led operator. Crucially, this involves setting production targets based upon market and

sales-volume forecasts, as well as adapting production plans to changing market conditions.

The Group’s use of ISR technology allows it to respond to changes in uranium market conditions by ramping up

or reducing its uranium production far more rapidly and cost effectively than most of its peers, which rely on

conventional mining methods to develop non-ISR-amenable deposits. The Group’s uranium deposits can be

developed exclusively using ISR technology, giving it the flexibility to react rapidly to uranium market prices and

adjust its production accordingly, without a meaningful impact on the per-unit cost of production.

For example, in the year ended 31 December 2017, the Group cut its uranium output by 8% from the previous

year. In November 2017, it announced its intention to reduce its planned contractual obligations production

volumes by 20% for 2018–2020. While the Company’s production plans beyond 2020 currently envisage a return

to ‘pre-production-cut’ levels, the Company enjoys full technical and legal flexibility to keep production at reduced

levels if market conditions dictate, as long as any amendments to its subsoil-use agreements with the Government

are approved.

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Continue to enhance sales and marketing capabilities and optimise the contracts portfolio.

Kazatomprom has strengthened a number of areas of its sales and marketing function over the past two years.

Notably, it has created a new sales channel through its wholly owned subsidiary THK in Switzerland, allowing it

to engage with new categories of customer, such as US-based utility companies, which prefer to purchase uranium

on the spot market. THK has also enhanced the Company’s analytical capability, enabling it to undertake arbitrage

operations, and facilitating its expansion into the short-term/spot market, which requires significant operational

flexibility. Moreover, Kazatomprom has expanded its physical sales presence in each of its main target regions

and will continue to strengthen this sales network.

In addition, with the launch of THK’s operations in 2017, Kazatomprom became able to offer complex sales-

formula pricing terms to its customers. The Company plans to build on these capabilities and offer customers a

wider range of pricing options than it could before, due to certain limitations of Kazakhstan’s legislation.

The Company stopped its sales to uranium traders in 2016, in line with its strategy to bypass intermediaries and

build direct relationships with customers that are contracting smaller amounts.

Maintain global leadership in the uranium mining industry through operational excellence.

Kazatomprom prides itself on being the world’s leading uranium producer and seeks to build on this standing in

future in terms of scale, operating efficiency and innovation. It intends to continue investing in the exploration and

development of its reserve base to ensure sustainable low-cost production from its mines in the long term, while

its current reserve base allows it to maintain current production levels for around 15 years.

The Company views its low production costs as a key competitive advantage and plans to work continuously on

sustaining its attractive position on the global uranium-mining cost curve. Kazatomprom intends to achieve this

by continuing to optimise its mining development plans and stringent cost controls. The Company takes a

disciplined approach to production planning, focusing overwhelmingly on value and economic returns rather than

maximizing production volumes.

Kazatomprom remains focused on the ongoing optimisation and digitalisation of its business processes and the

further strengthening of its sales and marketing function. Kazatomprom continues to follow its Transformation

Initiative for 2016 to 2025, aimed at increasing the transparency, efficiency and harmonisation of processes across

the Company.

Develop an ethics culture commensurate with an industry leader and continue to improve health, labour and

environmental policies in line with global best practices.

Kazatomprom is committed to best health and safety practices and these will remain of paramount importance to

the management team going forward. Kazatomprom strives to be an employer of choice in Kazakhstan. It aims to

ensure that its facilities are a completely safe working environment and that they are not inflicting damage on

Kazakhstan’s natural ecosystem. Furthermore, the Company has signed up to the international Vision Zero

movement to promote zero work-related injuries and is focused on maintaining a low lost time injury frequency

rate and the lowest possible level of occupational accidents. In 2016-2017 Kazatomprom stepped up its investment

in health and safety from KZT 5.1 billion in 2015 to more than KZT 7.1 billion in 2017 and will continue to

increase this investment in the coming years.

Another one of the Kazatomprom’s strategic priorities is to ensure a balance between shareholder income and

optimal capital structure. The Company runs high-margin and cash-generative operations with a relatively limited

capital-expenditure profile for expansion and low leverage. Kazatomprom will, therefore, seek to pay dividends

to its shareholders, while preserving a conservative balance-sheet structure that allows it to maintain a comfortable

leverage level in case of adverse changes in commodity prices. The Company’s dividend policy is to distribute no

less than 75% of its free cash flow if the Company’s leverage ratio is below or equal to 1.0x net debt/adjusted

EBITDA and no less than 50% of its free cash flow if the ratio is above 1.0x and below 1.5x net debt/adjusted

EBITDA.

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Table 5. Review of Company development strategy implementation in 2018

Strategic goals Steps towards strategic goal implementation in 2018

To focus on the core

business The acquisition of a 40.05% stake in Energy Asia (BVI) Limited (47.5% in

Baiken-U LLP and 20% in Kyzylkum LLP) and 16.02% of the share capital of

JV Kharasan-U LLP was completed.

The increase in reserves in 2018 amounted to 96,057 tonnes, including in

category C1 – 50,747 tonnes, C2 – 45,310 tonnes.

A Portfolio of investment projects of the Company for 2018 have been formed

in accordance with the key provisions of Investment Policy of the Company

To optimise production,

processing and sales based

on market conditions

Based on forecasts of uranium market needs for 2018, the Company reduced

its volume of uranium mined by 20% relative to planned volumes for 2018 set

out in its subsurface use contracts.

To create value by

enhancing the marketing

function and expanding

the sales channels

The Company developed and implemented a methodological base of

procedures, methods, questionnaires, and standard forms of purchase and sale

agreements aimed at strengthening marketing functions.

Planned uranium sales revenue was exceeded by 5% due to an increase in the

customer base, as the Company attracted new customers in the US, Europe and

South Korea, expanded the geography of uranium supplies, stopped uranium

sales to traders, sold uranium derivative instruments and optimised its uranium

sales-contract portfolio.

To apply best practices in

business activities In the area of occupational safety, processes were put in place for conducting

behavioural safety audits and for identifying hazardous conditions and actions,

or potentially dangerous near-miss accidents. Some 1,800 audits were

conducted and 6,200 near misses registered.

The use of alternative chemical reagents in the process of manufacturing

finished uranium products achieved savings of KZT 109.2 million.

The economic effect of cost optimisation in the construction of production

wells amounted to KZT 107.6 million.

The Company developed and approved its IT strategy.

The Company carried out a primary inventory of digitisation projects and

created a list of future priority projects.

The Company is implementing a portfolio approach to investment activities, in

this regards the methodology on the portfolio project management have been

developed and approved in 2018.

Twelve business processes (some automated) were implemented in the

Corporate Centre and its subsidiaries. As of the end of the year, coverage

corresponded to 32% of all business-process reengineering planned until 2021,

in accordance with the Company's transformation programme charter.

SAP ERP and EIS information systems were implemented in the Corporate

Centre, as well as in certain individual subsidiaries and affiliates.

Supporting the International Social Security Association (ISSA) initiative to

improve safety, health and well-being at work, the Company is registered as a

member of the international Vision Zero program. This participation reflects

the Company's conviction that a strong safety culture can reduce accidents,

injuries and illnesses at work.

To develop an ethics

culture commensurate with

an industry leader

The Company updated and approved its Human Resources (HR) Policy for

2018-2028 based on global industry best practices, designing a system of

principles, key directions, approaches and human-resource management

methodology based on business needs.

The Company formulated and approved a system of corporate values and

began its dissemination to employees.

The Company improved its corporate governance in accordance with best

international practices (based on the recommendations of independent

consultants), ensuring that its corporate-governance rating was maintained.

Educational programme has been deployed.

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BUSINESS TRANSFORMATION

KAP3

In 2015, the Company and 12 of its subsidiaries embarked on a transformation initiative, with a view to implementing

the principles set out by its then sole shareholder, Samruk-Kazyna. The principal aims of the transformation initiative

were to improve transparency and operational efficiency, as well as to standardize and harmonise business processes,

based on Samruk-Kazyna’s reference model. As part of the initiative, in 2016, the Company developed a portfolio of

24 projects on various aspects of Kazatomprom’s operations, such as production, procurement, resource management,

and business planning and modelling efficiency. By 2017, it had implemented seven of these projects, including:

• A category-based procurement management system, allowing the Group to optimise its approach to

procurement and achieve short- and long-term benefits, using approved category-based strategies.

Kazatomprom implemented this strategy in the fuel and lubricants category and the power category.

• An information security model, designed to improve information security and incident management

processes based on a Security Information and Event Management (SIEM) class control and analysis system.

This allowed Kazatomprom to avail of unified systems, as well as the services and risk-oriented approach

offered by the system.

• A targeted risk-management model, enabling Kazatomprom to automate risk-management processes, such

as a risks registry, report monitoring, visualisation and prediction. These capabilities improved the

Company’s risk-analysis capabilities and keep senior management appraised of pertinent risks, ensuring

timely reaction.

A sales and marketing model, designed to increase the Company’s margins by improving its market

perception, strengthening its sales and marketing capabilities, developing a better understanding of the

strengths and weaknesses of both Kazatomprom and its competitors, and improving the Company’s

understanding of customer and potential customer needs.

In the first half of 2018, the Company's transformation programme was expanded by the inclusion of additional

initiatives aligned with the master plan for implementing the Samruk-Kazyna’s transformation programme for 2018–

2021, approved by the Chairman of the Samruk-Kazyna Board on 14 May 2018.

Thus, in addition to the business-process reengineering initiative, in 2018, Kazatomprom’s transformation programme

included initiatives to:

Digitise business processes;

Simplify the legal structure;

Transform human capital;

Implement change management and a project management approach.

As part of the business-process reengineering initiative in 2018, the Company completed the following transformation

initiative projects:

A new model of personnel management, aimed at ensuring the Company’s compliance with the best practices in

human-resource management, strengthening staff engagement, accumulating and preserving knowledge within

Kazatomprom and enhancing the role of Kazatomprom corporate culture;

A new health and safety model, aimed at reducing the number of accidents at work by introducing the timely

monitoring of potentially dangerous situations, by conducting behavioural safety audits at Kazatomprom facilities

and by checking contractors for compliance with safety-monitoring requirements;

A new model of strategic planning and performance management, aimed at creating a unified process of

strategic planning and performance management, creating a clear hierarchy of goals with a specified relationship

to key performance indicators (KPIs). Motivational KPIs were then set for Company executives, subsidiaries and

associates, all focused on achieving the Company's strategic goals, so as to meet its shareholders’ expectations in

the strategic long and medium term.

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A number of IT systems were introduced in 2018:

In July 2018, the SAP Enterprise Resource Planning (ERP) system was put into commercial use in the Corporate

Centre and Kazatomprom-SaUran LLP and, in December 2018, in the Trade and Transport Company LLP.

In October 2018, the integrated planning system was put into operation in the Corporate Centre and four

enterprises (RU-6 LLP, the Ortalyk LLP production company, APPAK LLP and Kazatomprom-SaUran LLP).

In October 2018, the integrated planning system was put into commercial operation in the corporate centre and

four enterprises (RU-6 LLP, Production Enterprise Ortalyk LLP, Appak LLP and Kazatomprom-SaUran LLP).

In December 2018, the Digital Mine system was piloted at Kazatomprom-SaUran LLP.

In December 2018, the IT service management (ITSM) system was launched in the Corporate Centre and in two

Group enterprises (KAP Technology LLP and RU-6 LLP).

Based on the Transformation initiative projects implementation results the Company expects to gain economic

benefits due to work efficiency increase.

Following the other initiative projects implementation in 2018a digitisation office was created, while seven

subsidiaries and affiliates were removed from the structure. The company established a code of ethics and compliance

with corporate values, along with a leadership development programme for 2019‒2020. Leadership-development

modules were run for the CEO and CEO‒1 management levels. A company ethics analysis was conducted and a

roadmap approved for corporate culture development in 2018‒2021.

As part of the plan to implement change management and a project approach, the change-management function was

structured within the business transformation department. Professional requirements for employees in certain positions

in the Corporate Centre and in subsidiaries were updated to reflect project-management competencies, and training

was provided for the CEO, CEO‒1, CEO‒2 management levels on change and project management.

In 2019, the company plans to continue implementing the following key Transformation projects:

SAP ERP replication in the Company's production facilities;

An integrated planning system in production companies of the second wave; and

Digital Mine replication in two mining facilities.

Under the digitisation framework, there are plans to diagnose business problems, to identify potential growth with the

need for digitalisation, to develop a portfolio of projects of digitalisation and to start implementing them.

As part of the plan to transform people, the Company plans to continue its work on the development of a corporate

ethics culture and to train at least 60% of management at CEO ‒1, ‒2 and ‒3 levels on the leadership development

programme.

To implement change management and project management approach, the Company plans to adapt and approve

change- and project-management standards, update change management competencies and incorporate the Corporate

Centre and subsidiaries (included in the perimeter of the transformation) into the corporate model, training mid- and

lower-level corporate managers in the Corporate Centre and subsidiaries on project and change management.

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LISTING INFORMATION 102-5

In November 2018, the Company listed its shares and global depositary receipts (GDRs) on the Astana International

Exchange (AIX) and London Stock Exchange (LSE), respectively.

The successful placement occurred despite vulnerable market conditions characterised by high volatility. For example,

in the second half of 2018 some 17 IPO transactions in the EMEA region were cancelled.

The Company’s IPO attracted significant interest among investors evidenced by the existence of top-tier international

investors amongst the Company’s new shareholders.

Table 6. Share and GDR listings

Instrument Currency ISIN Astana

International

Exchange (AIX)

London Stock

Exchange

(LSE)

Ordinary shares KZT KZ1C00001619 KAP ‒

Global depositary

receipts (GDRs); 1

GDR corresponds to

1 ordinary share

USD US63253R2013

KAP.Y KAP

There are a total 259,356,608 Kazatomprom shares in issue (including those represented by the GDRs), of which

14.92% are in free circulation and the remaining 85.08% are owned by the state-run Sovereign Wealth Fund Samruk-

Kazyna. The shares and GDRs were listed in November 2018 in connection with the initial public offering (IPO) of

Kazatomprom, priced at USD 11.60 per GDR, or the equivalent KZT 4,322.74 per common share, on the day of

announcement. Consequently, at the time of the IPO, the Company's market value (capitalisation) was around USD

3 billion. The value of the placed shares (including those represented by the GDRs) was about USD 450 million.

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ABOUT KAZAKHSTAN

Key facts

The Group’s activities and assets are predominantly concentrated in Kazakhstan. Kazakhstan became an independent

sovereign state in 1991 following the collapse of the USSR. Since then, the country has undergone large-scale changes,

transitioning from a centralised command economy and embracing a market-based model of economic development.

Kazakhstan is a unitary state with a presidential form of government. According to its constitution, the country is a

democratic, secular, legal and social state, the highest values of which are the person, their life, rights and freedoms.

The President of the Republic of Kazakhstan is the head of state, its highest official, who determines the main

directions of domestic and foreign policy and represents Kazakhstan at home and abroad. 102-4

The population is approximately 18.4 million people (as of 1 January 2019).

The capital city is Nur-Sultan (previously Astana, renamed in March 2019), with a population of more than

1 million people.

The largest city is Almaty, with a population of 2 million.

The ethnic makeup of the population is one of the most multinational in the world: Kazakhs – 67.5%,

Russians – 19.8%, Uzbeks – 3.2%, Ukrainians – 1.5%, Uigurs – 1.5%, Tatars – 1.1%, other – 5.6%).

The ratio of urban to rural dwellers is about 58:42.

The national currency is the tenge (₸), denoted internationally as KZT.

As of 31 December 2018, the exchange rate was KZT 384.2per USD 1.

Gross domestic product (GDP) per capita is USD 9,331 (2018).

GDP growth in 2018 was 4.1%.

The territory spans 2,724,900 square kilometres. It shares borders with the Russian Federation, China,

Kyrgyzstan, Uzbekistan and Turkmenistan. Its land border stretches 13,200 km.

Kazakhstan’s main trading partners are the Russian Federation, China, the countries of the European Union

and the Commonwealth of Independent States (CIS).

Kazakhstan has 67% of the world's proven uranium reserves suitable for mining by the ISR method.

According to World Bank and International Finance Corporation Doing Business Survey for 2019,

Kazakhstan ranks 28th in the world for the ease of doing business, the best in its region.

Kazakhstan is a founder member of the Eurasian Economic Union (EEU), which includes Russia, Belarus,

Armenia and Kyrgyzstan.

The volume of foreign investment in Kazakhstan since 1991 has totalled about USD 300 billion.

Republic of Kazakhstan credit ratings as of 31 December 2018

Moody’s: Baa3 (Stable) – October 2018

S&P: ВВВ- (Stable) – September 2018

Fitch: BBB (Stable) – September 2018

The Republic of Kazakhstan is a huge country located in Central Asia, occupying an area roughly equivalent to

Western Europe. It has enormous mineral reserves and considerable potential for economic growth. Kazakhstan’s

resource base comprises more than 5,000 mineral deposit sites, the value of which is estimated in the tens of trillions

of dollars. Of the 105 elements of the periodic table lying beneath the country’s surface, 99 have been identified.

Seventy deposits have been explored and more than 60 elements have been in production. Currently, there are 493

known deposits, containing 1,225 types of mineral raw material.

Table 7. Kazakhstan’s mineral deposits by global ranking

RESOURCE GLOBAL RANKING

ZINC, TUNGSTEN STEEL, BARITES 1

SILVER, PLUMB, CHROMITE,

URANIUM 2

COPPER, FLUOR 3

MOLYBDENUM 4

GOLD 6

COAL 7

PETROLEUM 12

GAS 24 Source: Committee of Geology and Subsoil Use of the Ministry of Investment and Development of the Republic of

Kazakhstan, Statistical Review of British Petroleum.

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Geological and economic assessments of the mineral reserves of Kazakhstan show coal, oil, copper, iron, lead, zinc,

chromites, gold and manganese to have the greatest weight in terms of economic importance. Ores of ferrous and non-

ferrous metals mined in Kazakhstan are exported to Japan, South Korea, the US, Canada, Russia, China and the EU.

Kazakhstan depends on neighbouring states for access to world markets; its main exports are uranium (all of the

Group’s uranium products are exported), oil, natural gas, steel, copper, ferroalloys, iron ore, aluminium, coal, plumb,

zinc and wheat. Thus, good neighbourly relations are crucial to realizing export opportunities.

Kazakhstan is a country with a fast-growing economy and a long-term development plan. From 2005 to 2017, average

GDP growth was about 9%. All national economic, social and international policy is implemented in accordance with

the country’s plan for sustainable long-term development. The main goal of the Government’s Kazakhstan 2050

strategy is to join the world’s 30 most developed countries by 2050.

Kazakhstan is committed to the principles of economic liberalisation. The national privatisation programme will have

reduced the percentage of state participation in the economy by 2020. In the World Bank's Ease of Doing Business

rankings for 2019, Kazakhstan came in top in the region, polling in 28th place globally, ahead of Russia (31st), Turkey

(43rd), Kyrgyzstan (70th) and China (46th) and just a little behind Azerbaijan (25th).

Between 2005 and 2018, foreign direct investment in Kazakhstan exceeded USD 280 billion.

To develop the country’s financial-services sector and improve the region’s access to international capital markets,

Kazakhstan has established a financial hub – the Astana International Financial Centre (AIFC) – with a special legal

regime based on English law. The main AIFC strategic priorities are the development of the capital market, asset

management, wealth management (private banking for high net worth individuals), financial technologies and Islamic

finance. In 2018, the Astana International Exchange (AIX) came into operation and commenced trading with the

placement of securities of NAC Kazatomprom JSC.

Sources: Statistics Committee of the Ministry of National Economy of the Republic of Kazakhstan, World Bank, World Trade

Organization, BP Statistical Review, International Monetary Fund, Kazakh Invest.

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ABOUT THE COMPANY

ACTIVITY PROFILE

Geological exploration

Natural uranium mining

Uranium products: natural uranium concentrate, ceramic-grade uranium dioxide powders and fuel pellets

Bulk concentrate of rare-earth metals

Beryllium, tantalum, niobium products

Science, social security and personnel training

MAIN PRODUCTS

Table 8: Main product characteristics

Uranium products - Uranium mining; reprocessing and sale of uranium

products

Beryllium products - Production and sale of beryllium products; research and

development

Tantalum products - Production and sale of tantalum products; research and

development

Energy resources - Production and sale of electrical power, heating and

water

Other - Sale of products and services connected to main

production activities

102-2

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COMPANY HISTORY

For more than 60 years, Kazakhstan has been a key global supplier of raw materials and components for nuclear fuel.

Some of the entities that currently belong to Kazatomprom subsidiary Ulba Metallurgical Plant JSC (UMP) began

operating in 1949 and have been involved in the production of uranium products since 1954. In 1996, JV Katco LLP

and JV Inkai LLP (subsequently transferred to the Company) were launched as joint ventures with Areva (now Orano)

and Cameco, respectively.

The Company was established in 1997 by decree of the President of the Republic of Kazakhstan, as the national

operator of Kazakhstan's nuclear fuel industry. Since inception, the Company has adhered to the principles of the non-

military use of atomic energy, supplying the produced uranium and uranium products only under the guaranty that a

customer is not engaged in the utilisation of uranium or uranium products for military purposes. A brief history of the

Company is provided below:

1997 The Company is established. Kazatomprom is the 13th largest uranium miner globally in volume

terms. The Company buys a stake in JV Inkai LLP, a Group joint venture with Cameco.

2000 The Group becomes the world’s sixth-largest producer of uranium in volume terms, according to the

NEA, IAEA and Red Data Book. The Group launches tantalum and beryllium production, focused on

peace-time production.

2002 The Group extends the reach of its uranium product sales to include the US and European markets. It

also enters the Chinese and South Korean markets.

2003 The Group is now the world’s second-largest producer of beryllium (29% of world production) and the

fourth-largest producer of tantalum in volume terms.

2007 The Сompany is assigned a credit score for the first time.

2010 The Group becomes the world’s largest uranium producer in volume terms, according to the NEA,

IAEA and Red Data Book.

2012 The Group commissions a sulphuric acid plant with an annual capacity of 500,000 tonnes.

2013 Through equity participation, the Group gains access to the enrichment plants of Urals Integrated

Electrochemical Plant JSC and the International Uranium Enrichment Centre (IUEC) with respective

annual separation capacities of 2.5 million and 60,000 tonnes.

2015 The Group enters into a strategic agreement on commercial terms with CGNPC for the design and

construction of a fuel assembly plant and the joint development of uranium deposits in Kazakhstan.

UMP JSC takes over as operator of the bank of low enriched uranium in the Republic of Kazakhstan,

established under the umbrella of the IAEA.

2016 The Group undertakes an asset restructuring programme.

2017 Trading Company Kazakatom AG (THK – Trade House Kazakatom AG), a new trading company

established in Switzerland, begins operations.

2018 The Company lists its ordinary shares and global depository receipts (GDRs) on LSE and AIX.

The Company's Board of Directors adopted a new development strategy focusing on five key elements:

(i) reorientation to the core area of focus; (ii) optimisation of production, processing and sales volumes

based on market conditions; (iii) value creation by expanding sales and marketing; (iv) introducing

advanced business processes; and (v) fostering the corporate culture of an industry leader.

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COMPANY ASSET STRUCTURE

In this document, ‘the Group’ refers to the Company and its consolidated subsidiaries, i.e. the companies that the Group

controls by having (i) the power to direct activities that significantly affect their returns, (ii) exposure or rights to

variable returns from its involvement in those entities, and (iii) the ability to use its power over these entities to affect

the level of Group returns. The existence and effect of substantive rights, including substantive potential voting rights,

are considered when assessing whether the Group has power over another entity.

The Group, with its Associates and Joint Ventures (“JVs”), are collectively referred to as “the Holding”.

102-1 102-10 102-7

Main assets and corporate structure

The Holding’s main assets are:

• Subsoil use contracts that grant Group subsidiaries mining rights in respect of 9 uranium deposits located in the

Chu-Sarysu and Sirdariya regions, in which there were combined proven and probable ore reserves containing

234,000 tonnes of UME, as well as measured and estimated mineral resources containing 374,200 tonnes of

UME as of 31 December 2018;

• Subsoil use contracts that grant joint ventures and associates of the Group mining rights in respect to 11 uranium

deposits located in the Chu-Sarysu and Sirdariya regions, in which proven and probable ore reserves are

registered on a 100% basis in the amount of 286,600 tonnes of UME and total mineral resources (including

measured, estimated and pre-estimated mineral resources) in the amount of 365,800 tonnes of UME as of 31

December 2018;

• Thirteen uranium production companies, out of which 5 are subsidiaries (excluding Baiken-U LLP) and 8 JVs

and associated companies of the Group;

• Ulba Metallurgical Plant JSC, a facility for the production of uranium products and rare-earth metals, with an

annual capacity of 3,728 tonnes of U3O8, 317 tonnes of UO2 powder made from UF6, 155 tonnes of UO2 powder

made from scrap and 108 tonnes of fuel pellets, as well as 1,626.9 tonnes, 141.9 tonnes and 25.2 tonnes of

products from the rare earth metals beryllium, tantalum and niobium, respectively;

• Uranium trading subsidiary, Trade House Kazakatom AG (THK), located in Zug, Switzerland; and

• Ancillary enterprises, including:

o two sulphuric acid production plans, with an aggregate annual production capacity of 680,000

tonnes;

o Volkovgeologia JSC – a company that conducts geological work and technological drilling; and

o A transport and logistics company serving the assets of the Group.

The following table lists the Group’s subsidiaries, JVs, joint operations (JOs) and associates as of 31 December 2018.

In all cases, the share is equal to the Group’s voting rights, with the exception of Ulba Metallurgical Plant JSC and

Volkovgeologia JSC, in which the Group has 100% voting rights.

Table 9: Holding’s subsidiaries, JVs, JOs and associates (31 December 2018)

Treatment Name Share (%)

Uranium mining and processing

Subsidiaries Ortalyk LLP 100.00

Kazatomprom-SaUran LLP(1) 100.00

RU-6 LLP(1) 100.00

APPAK LLP 65.00

JV Inkai LLP(2) 60.00

Baiken-U LLP (4) (5) 52.50

Joint ventures JV Budenovskoye LLP 51.00

Semizbai-U LLP 51.00

Joint operations JV Akbastau JSC (3) 50.00

Karatau LLP (3) 50.00

Associates JV Katco LLP 49.00

JV South Mining Chemical Company LLP 30.00

JV Zarechnoye JSC 49.98

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1 The Company transferred its rights and obligations under the subsoil use licences relating to Kanzhugan, Southern Moinkum, Eastern Mynkuduk

and Uvanas deposits, along with the associated production assets to Kazatomprom-SaUran LLP and its rights and obligations under the subsoil use licences relating to the Southern and Northern Karamurun deposits, to RU-6 LLP, in November 2018. Rights and obligations under the subsoil use

licence relating to Central Moinkum are planned to be transferred to Kazatomprom-SaUran LLP in 2019.

2 The Company increased its interest in JV Inkai LLP from 40% to 60% and started fully consolidating this entity in its financial statements with effect from 1 January 2018.

3 JV Akbastau JSC and Karatau LLP were classified as joint operations with effect from 1 January 2018.

4 On 13 December 2018, the Company completed the acquisition of 40.05% of the shares in EAL and a 16.02% stake in the issued capital of JV Kharasan-U LLP from Energy Asia Holdings (BVI) Limited.

As a result of these transactions, the Company increased its interests in Baiken-U LLP from 5% to 52.5% (direct ownership 5%, indirect ownership

through Energy Asia (BVI) Limited 47.5%), its interest in JV Kyzylkum LLP from 30% to 50% (direct ownership 30%, indirect ownership through Energy Asia (BVI) Limited 20.0%) and in JV Kharasan-U from 33.98% to 50% (direct ownership).

5 The Company holds 100% (direct ownership) of Power System International Limited (PSIL) and 40.05% (direct ownership) of Energy Asia

(BVI) Limited. PSIL holds 9.95% (direct ownership) of Energy Asia (BVI) Limited. Energy Asia (BVI) Limited holds 40% (direct ownership)

of Kyzylkum LLP and 95% (direct ownership) of Baiken-U LLP.

6 These companies are third-level entities for the Company through interests in the subsidiaries, JVs and associates presented above these

companies in the table.

JV Kharasan-U LLP (4) 50.00

Kyzylkum LLP (5) 50.00

Zhanakorgan-Transit LLP (6) 60.00

Energy Asia (BVI) Limited (4) (5) 40.05

Nuclear fuel cycle and metallurgy

Subsidiaries Ulba Metallurgical Plant JSC 90.18

ULBA-CHINA Co Ltd(6) 100.00

Mashzavod JSC(6) 100.00

Ulba FA LLP(6) 51.00

Nuclear fuel cycle

Joint ventures Uranium Enrichment Centre JSC 50.00

Ural Electrochemical Integrated Plant JSC(6) 25.00

Investments International Uranium Enrichment Centre JSC 10.00

Ancillary operations

Subsidiaries High Technology Institute LLP 100.00

KazakAtom TH AG 100.00

KAP-Technology JSC 100.00

Trading and Transportation Company LLP 99.99

Volkovgeologia JSC 90.00

Rusburmash-Kazakhstan LLP(6) 49.00

Korgan-KAP LLP 100.00

Power System International Limited (5) 100.00

Joint ventures

SKZ-U LLP 49.00

Uranenergo LLP 48.54

Shieli-Energoservice LLP(6) 99.75

Taukent-Energoservice LLP(6) 99.75

Uranenergo-PUL LLP(6) 100.00

Associates JV SKZ Kazatomprom LLP 9.89

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The following assets are currently for sale or subject to restructuring:

Table 10: Assets for sale or subject to restructuring

Treatment Name Share (%)

Alternative Energy

Subsidiaries Kazakhstan Solar Silicon LLP(7) 100.00

MK KazSilicon LLP(7) 100.00

Astana Solar LLP(7) 100.00

Nuclear fuel cycle

Joint venture JV UKR TVS Closed Joint Stock Company 33.33

Auxiliary operations

Associates Caustic JSC(8) 40.00%

7 The Company intends to dispose of its interests in Astana Solar LLP, MK KazSilicon LLP and Kazakhstan Solar Silicon LLP before the end of

2019.

8 The Company intends to dispose of its entire block of shares in Caustic JSC before the end of 2020.

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GEOGRAPHY AND TARGET MARKETS

Mineral assets KAP4

The Company’s mineral assets are located in four main administrative regions of Kazakhstan (Figure 2): the Kyzylorda

Region (Shieli and Zhanakorgan districts), the Turkestan Region (Sozak and Otyrar districts), the North Kazakhstan

Region (Ualikhanov district) and the Akmola region (Enbekshilder district) (Figure 2).

Figure 2: Location of mineral assets and mining and processing facilities

Uranium deposits in Kazakhstan are grouped into six uranium provinces (Figure 3).

Figure 3: Kazakhstan’s uranium provinces and distribution of uranium reserves

With the exception of the Semyzbay field in Northern Kazakhstan, which is located in the North Kazakhstani and

Akmola regions, the Company's fields are located in the south of Kazakhstan in the Shu-Sarysu (8) and Syrdarya (5)

provinces. All mines are located in areas that are sparsely populated and have minimal vegetation cover. Natural

vegetation in mine areas varies from desert to shrub and steppe. Only six mines are located within 10km of human

settlements, all of them villages. In all regions, the climate is continental, with hot summers, harsh winters and little

rainfall (300mm or less).

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Uranium products market KAP2

The key factor affecting the Company's financial results is the sales price for uranium products, as the uranium

segment accounted for 84% of consolidated revenues in 2018.

Although the average annual sales price of a uranium producer depends upon the structure of sales (in particular, the

share of deliveries under long-term contracts and price formulae used in each contract), in the long term, the market

price for uranium products is determined by the balance of supply and demand. Based on the opinion of industry

experts, Kazatomprom expects that in the long term, nuclear power, as a stable source of meeting base-load electricity

demand not associated with greenhouse gas emissions, will maintain and strengthen its position in the overall structure

of growing energy production, which will ensure growth in demand for uranium energy products. This, in turn, will

lead to a rise in prices for these products from current levels; prices have been depressed by declining demand for

uranium following the accident at the Fukushima power station in 2011, against a backdrop of rising global uranium

production in previous years. A detailed analysis of factors affecting the price of uranium products is provided in the

‘industry overview’ section of the Kazatomprom IPO Prospectus.

Figure 4: Spot prices for uranium, 2000-2018

Source: UxC

On the demand side of the uranium products market in 2018, multidirectional factors were at play. Consumer

sentiment was dented by uncertainty surrounding the ongoing investigation under Section 232 of the United States

Trade Expansion Act, which could limit the access of US operators of nuclear power plants to imported uranium if it

were to lead to the introduction of quotas or customs duties. In terms of the prospects for introducing additional

generating capacity, demand for construction during the year was affected, on the one hand, by the delay in the

construction of a nuclear reactor in the United Arab Emirates and the slow pace of restarting Japan’s reactors and, on

the other, by a delay in plans to reduce the proportion of nuclear energy in France and popular opposition to plans to

abandon nuclear power in Taiwan and South Korea. The persistence of an uncertain situation on the demand side led

to low activity in the market for medium-term and long-term contracts: the long-term U3O8 price stagnated at around

USD 30 per pound, with a small volume of purchases – just over 90 million pounds of U3O8 – significantly less than

annual consumption.

On the supply side, an important factor was the reduction in supply and investment in the expansion of uranium

production from the largest global producers, including Kazatomprom, as well as in supply from secondary sources.

As a result, after a long period of market oversupply, in 2018, there was a shift towards market balance, or even a

small deficit. As a result, in the spot market in 2018, there was an increase in price from USD 24 to almost USD 29

per pound of U3O8, with high trading volumes.

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Realisation and sales 102-6 102-9 102-10

Customers

The Group sells its products to more than 22 customers in 11 countries. In 2018, the Company’s top three and top five

uranium-product customers accounted for 45% and 62% of Group revenues, respectively.

In May 2018, the Company entered into a supply agreement with Yellow Cake plc, a long-term corporate buyer and

holder of uranium, listed on LSE AIM. Under the agreement, the Company initially supplied 8.1 million pounds (or

about 3,112 tonnes) of U3O8 worth USD 170 million and Yellow Cake will have the right to purchase additional U3O8

to a cap of USD 100 million annually from 2019 to 2027.

The Group estimates that there are around 70 end-users of uranium globally. The company is seeking to expand its

client base and is negotiating with potential customers in Europe, North and South America and the Middle East.

The following table shows the geographical distribution of customers for the Group's uranium products by revenue

for the calendar years 2015 to 2018.

Table 11: Group sales of uranium products by region, 2015‒2018 (%)

Regions

Year ended December 31

2018 2015 2016 2017

China………………………………………………………………………. 44% 47% 60% 34%

Europe……………………………………………………………………... 19% 16% 18% 9.2%

India……………………………………………………………………….. — 11% 8% 23.2%

South Korea..……………………………………………………………… 3% 6% 4% —

USA……………………………………………………………………….. 20% 12% 4% 4.5%

Other(1)…………………………………………………………………….. 14% 8% 6% 29.1%

Total………………………………………………………………………. 100% 100% 100% 100%

Sales to other countries, to uranium funds and THK sales on the cash market

Realisation and marketing

In 2017, Kazatomprom established Trading House Kazakatom AG (THK), a subsidiary trading company based in

Switzerland, to improve the Company’s marketing function, strengthen its cooperation with partners, facilitate sales

of uranium and uranium products in Kazakhstan and, more generally, increase the Company’s global reach. THK’s

key activities are:

• The sale and purchase of uranium in the cash market with the aim of generating additional profit, thanks to

THK’s quick decision-making procedures;

• Assistance in creating additional liquidity in the spot uranium market and improving the reliability of the

Kazatomprom portfolio of contracts for uranium mining; and

• Improving the global reach of the Company in the uranium market by offering a wider choice of pricing

and contractual structures and providing additional market tools for Kazatomprom customers, such as offer

kits and more flexible pricing structures.

Since its launch, THK has helped Kazatomprom to enjoy some tangible benefits in the uranium market. Notably, THK

achieved additional spot sales on the cash market of more than USD 80 million for the year ended 31 December 2018.

THK also acquired new customers for the Company during this period and concluded a number of long-term contracts

for the supply of uranium (with the term of some contracts concluding in 2029).

The Company believes that, due to the scope of work and coverage of THK, the Company can more easily understand

both sides of the global uranium market: the demand side, as the leading producer and seller of natural uranium, and

the supply side. As a result, Kazatomprom can get a better sense of the market, improving its analytical capabilities

and allowing management to make more informed decisions.

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Transportation 102-9

Transportation of U3O8 is carried out in special 20-foot sealed containers and any such load is accompanied by security

personnel until it reaches its destination. The Company insures risks associated with the transportation of uranium.

The Group delivers U3O8 and finished products to the following destinations for conversion or to end customers:

Western countries. The Group transports U3O8 to companies such as ConverDyn (US), Cameco

(Canada) and Comurhex (France) by rail to the port of St. Petersburg in Russia, then by sea to various

ports in the US, Canada and Europe, then, finally, by rail or road to the processing facilities in

question. In some cases, the Group enters into swap (exchange) agreements to reduce transportation

costs. These can include the exchange of U3O8 with partners of the Group at the conversion facility.

Please see the following section on ‘realisation and sales’ for more.

China. When transporting materials to China, the Company delivers its cargo to the Alashankou

railway station near the Kazakhstan-China border.

Russia. When shipping to the Russian Federation – recipients include Angarsk Electrolysis and

Chemical Combine OJSC (AECC)), Siberian Chemical Combine OJSC (SCC) and Chepetsk

Mechanical Plant OJSC (Rosatom) – the Group delivers its cargo to the Sukhovskaia railway station

for delivery to AECC in Angarsk, to the Tomsk-2 railway station for delivery to the Siberian Chemical

Combine in the city of Seversk, and to the Glazov railway station for delivery to the base of the

Chepetsk Mechanical Plant OJSC (Rosatom) in Glazov. India. The company delivers U3O8 to destinations in India by rail to the port in St. Petersburg, Russia,

and then by sea to the port of Mumbai, India. From the port of Mumbai, the client organises their own

transport to the destination.

The average cost of shipping products to specified destinations ranges from USD 0.5 to USD 3.0 per kilogram of

U3O8.

As far as possible, the Group tries to enter into swap agreements to minimise delivery times (physical transportation

of materials takes, on average, 100 days, while deliveries under swaps agreements take, on average, 25 days),

transportation costs and the risks associated with transporting uranium products.

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ASSOCIATION MEMBERSHIP AND INTERNATIONAL COMPLIANCE

Kazatomprom is an active member of a number of professional industrial nuclear power organisations:

102-13

World Nuclear Association, London, United

Kingdom

Website: http://www.world-nuclear.org.

Member since 1993

World Nuclear Fuel Market Norcross, Georgia, USA

Website: http://www.wnfm.com.

Member since 2002

Nuclear Society of Kazakhstan, Nur-Sultan,

Republic of Kazakhstan

Website: http://www.nuclear.kz.

Member since 2002

Tantalum-Niobium International Study Centre,

Brussels, Belgium

Website: http://www.tanb.org.

Member since 1999

Nuclear Energy Institute

Washington, DC, USA

Website: http://www.nei.org

Member since 2018

The Company strictly observes key agreements in relation to the peaceful use of nuclear energy to which the Republic

of Kazakhstan is party: 102-12 103-2

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Table 12. International agreements on the peaceful use of nuclear energy to which Kazakhstan is party

Document Place and date of

signing

Date of effect

Agreement on the Privileges and Immunities of the

IAEA

Vienna,

1 June 1959

Law of the Republic of

Kazakhstan No. 178-I of 30

October 1997 on ratification

Convention on the Physical Protection of Nuclear

Material and Nuclear Facilities

Vienna, New York

3 March 1980

Law of the Republic of

Kazakhstan No.17 of 22 December

2004 on joining

Law of the Republic of

Kazakhstan No. 416-IV of 19

March 2011 on ratification of the

amendment to the Convention

Convention on Early Notification of a Nuclear Accident

Vienna,

26 September 1986

Law of the Republic of

Kazakhstan No. 243-IV

of 3 February 2010

on ratification, effective 9 April

2010

Convention on Assistance in the case of Nuclear

Accident or Radiological Emergency

Vienna,

26 September 1986

Law of the Republic of

Kazakhstan No. 244-IV of

February 03, 2010 on ratification,

effective 9 April 2010

Agreement on Basic Principles of Cooperation in

Peaceful Uses of Atomic Energy (of CIS member-states)

Minsk,

26 June 1992

Effective the day of signing

Treaty on the Non-Proliferation of Nuclear Weapons

(NPT)

(Washington, London, Moscow, Geneva, 1 July 1968)

13 December 1993 Supreme Council Regulation of

the Republic of Kazakhstan of 13

December 1993, No. 2593-XII, on

joining, effective the day of

signing

Convention on Nuclear Safety

Vienna, 17 June 1994

Act of the Republic of Kazakhstan,

3 February 2010, No. 245-IV on

ratification, effective 8 June 2010

Memorandum on security guarantees in connection

with the accession of the Republic of Kazakhstan to the

Treaty on the Non-Proliferation of Nuclear Weapons

5 December 1994 Effective the day of signing

Agreement on the Application of Safeguards in

Connection with the Treaty on the Non-Proliferation of

Nuclear Weapons, signed between the Republic of

Kazakhstan and the IAEA

Almaty, 19 June 1995 Decree of the President of the

Republic of Kazakhstan of 19 June

1995, No. 2344

Comprehensive Nuclear-Test-Ban Treaty

New York,

30 September 1996

Law of the Republic of

Kazakhstan of 14 December 2001,

No. 270, on ratification

Joint Convention on the Safety of Turning Wasted

Production and on the Safety of Radioactive Waste

Management

Vein,

5 September 1997

Law of the Republic of

Kazakhstan of 3 February 2010,

No. 246-IV, on ratification,

effective 8 June 2010

International Convention for the Suppression of Acts of

Nuclear Terrorism

(General Assembly of the United Nations 13 April 2005)

New York,

14 September 2005

Law of the Republic of

Kazakhstan of 14 May 2008, No.

33-IV, on ratification

Central Asian Nuclear-Weapon-Free Zone Treaty

Semipalatinsk

8 September 2006

Approved by Decree of the

President of the Republic of

Kazakhstan, No. 176 of 7

September 2006

Law of the Republic of

Kazakhstan No. 120-IY of 5

January 2009 on ratification

Additional Minutes to the Agreement between

Kazakhstan and the IAEA for application of safeguards

in connection with the Treaty on the Non-Proliferation

of Nuclear Weapons

2007 Law of the Republic of

Kazakhstan, No. 229, of 19

February 2007

Vienna Convention on Civil Liability for Nuclear

Damage 1997 (Consolidated text of Vienna Convention

on Civil Liability for Nuclear Damage of 21 May 1963,

as amended per the Minutes of 12 September 1997)

February 2011 Law of the Republic of

Kazakhstan, No. 405-IV,

of 10 February 2011 on

ratification, effective 29 June 2011

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OPERATING AND FINANCIAL REVIEW

This Operating and Financial Review is intended to assist with understanding and assessment of trends and significant

changes related to the operations and financial position of NAC Kazatomprom JSC (‘the Company’ or

‘Kazatomprom’). This review is based on the audited consolidated financial statements of the Group, in each case

without material adjustment, unless otherwise stated. It should be read in conjunction with those statements and the

accompanying notes, in addition to the Kazatomprom Q4 2018 operations and trading update, and other Company

reports. All financial data and discussions thereof are based upon the audited consolidated financial statements

prepared in accordance with International Financial Reporting Standards (IFRS), unless otherwise indicated.

SIGNIFICANT FACTORS AFFECTING GROUP OPERATING RESULTS

The significant factors affecting the Group’s operating results for 2017 and 2018, which the Company expects to

continue to affect the Group’s operating results in future, include:

• The price received for the sale of natural uranium and changes in natural uranium product prices;

• Changes in the Group structure;

• The impact of changes in exchange rates;

• Taxation, including mineral extraction tax;

• The price and availability of sulphuric acid;

• The impact of changes in ore reserves estimates; and

• Transactions with JVs and associates.

Changes in natural uranium product prices Spot market prices for U3O8, the Group’s main marketable product, have the most significant effect on Group revenue.

The majority of Group revenue is derived from sales of U3O8 in the spot market and from contracts with price formulas

referencing the spot price. In addition to spot prices, the Group’s effective realised price depends on the proportion of

contracts in the portfolio with a fixed price component in a given period. The average realised price for each period

can, therefore, deviate from the prevailing spot-market price.

Table 13. Average spot-market and realised prices per pound of U3O8

2017 2018 Change

Average market spot price (per lb U3O8) USD 22.07 24.64 12%

KZT 7,196 8,497 18%

Average realised price by the Group (per lb U3O8) USD 23.85 24.46 3%

KZT 7,779 8,435 8%

Average realised price by Kazatomprom (per lb U3O8) USD 24.15 24.37 1%

KZT 7,874 8,406 7%

Source: Market prices per UxC LLC

Change in Group structure In 2018, the Group completed several projects that resulted in a change in accounting treatment:

The Group’s shareholding in JV Inkai LLP increased from 40% to 60%, effective 1 January 2018, resulting in a

change in accounting treatment from equity to full consolidation.

Agreements were signed with Uranium One Inc., under which the Company and Uranium One Inc. have the

obligation to purchase all of the output of JV Akbastau JSC and Karatau LLP on equitable terms, with financing

of the joint arrangements in proportion to their shareholdings. As a result, the Group’s investments in these

two operations were reclassified as JOs in the consolidated financial statements and accounted fo r by

recognizing the Group’s direct right in joint assets, liabilities, income and expenses in proportion to its

ownership, effective 1 January 2018.

In accordance with IFRS, the Group assessed the fair values of the assets and liabilities acquired in the above business

combinations of JV Inkai LLP, JV Akbastau JSC and Karatau LLP, resulting in a net gain of KZT 313.5 billion being

recorded in the 2018 statement of profit and loss.

In December 2018, the Company increased its interest in JV Kharasan-U LLP (from 34% to 50%), its effective

interest in JV Kyzylkum LLP (from 30% to 50%) and its effective interest in Baiken-U LLP (from 5% to 52.5%).

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The company expects to fully consolidate the results of these operations, except for JV Kyzylkum LLP, once the

agreements are finalised in 2019. The fair-value assessments of the assets and liabilities acquired in these

transactions have yet to be completed and, accordingly, no gain or loss was recognised in 2018.

During the periods under review, the Group also disposed of seven non-core assets: 102-49

In July 2018, the Company transferred its entire interest in MAEK-Kazatomprom LLP to its then sole

shareholder, Samruk-Kazyna, resulting in the elimination of the Group’s Energy segment. This transaction was

cash neutral, as an amount equivalent to the sale proceeds was paid to Samruk-Kazyna as a dividend in 2018.

That entity has a utilities business and owns a non-operating BN-350 nuclear reactor, which is currently being

decommissioned. In accordance with the sale and purchase agreement, in relation to its period of ownership of

MAEK-Kazatomprom LLP, the Group:

• is not exposed to any liabilities associated with the reactor, unless caused by the Group’s gross negligence or

intentional guilty actions; and

• may be responsible for financial and environmental liabilities that may be identified in future periods relating

to the utilities business.

Management believes that the Group had no obligations under this agreement as of 31 December 2018 and,

accordingly, no liability is recognised in the consolidated financial statements.

In June 2018, the Company transferred its entire block of shares in Kazakhstan Nuclear Power Plants JSC to its

then sole shareholder, Samruk-Kazyna. This transaction was also cash neutral.

In December 2018, the Company entered into an advisory and consulting services agreement with Samruk-

Kazyna in relation to MAEK-Kazatomprom LLP and Kazakhstan Nuclear Power Plants JSC. According to the

agreement terms, the Company will provide consulting services with respect to all matters raised for Samruk-

Kazyna’s consideration in its capacity as a sole participant in MAEK-Kazatomprom LLP, including the approval

of the implementation plan for a management reporting system and the formation of a supervisory board and

management board. The services agreement will be effective until December 2021, or until MAEK is transferred

by Samruk-Kazyna to the Government of Kazakhstan (whichever comes first).

The agreement with respect to Kazakhstan Nuclear Power Plants JSC includes the same scope of the Company’s

services and is expected to remain effective until December 2021, or until a feasibility study for nuclear power-

plant construction is completed and approved by the competent state authorities of the Republic of Kazakhstan

(whichever comes first).

In September 2018, the Company signed an agreement to sell its 76% interest in Kyzyltu LLP to the other

shareholder, Stepnogorsk Mining and Chemical Plant LLP (SMCP), for KZT 3.8 billion. Currently, the Company

is awaiting payment. Under the terms of the sale and purchase agreement, from 7 December 2018, the Company

will charge SMCP an amount of 0.01% of the total sum per day until the payment is completed. Ownership rights

will be transferred after the Company receives the full amount of the purchase price.

In October 2018, the Company transferred its entire interest in Sareco LLP, a company engaged in the

manufacture of an insignificant volume of rare earth metal products, to the national mining company, Tau-Ken

Samruk JSC, a related entity of Samruk-Kazyna.

In December 2018, Kazatomprom-Damu LLP began the dissolution of the legal entity following approval at the

Annual General Meeting.

JV Betpak Dala LLP was also dissolved as a legal entity. All necessary liquidation measures are in progress.

In January 2019, the General Meeting of Shareholders approved the interim liquidation balance of ULBA

Conversion LLP. The legal entity is expected to be dissolved by the end of 2019.

In total, the number of Group subsidiaries, JVs, JOs and associates decreased from 50 as of 31 December 2017

to 44 as of 31 December 2018.

In 2019, the Company expects to dispose of its entire interests in Astana Solar LLP, Kazakhstan Solar Silicon

LLP and MK KazSilicon LLP, as well as its holdings in Shieli-Energoservice LLP, Taukent-Energoservice LLP

and Uranenergo-PUL LLP. In 2020, it expects to dispose of its entire stake in Caustic JSC.

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Impact of changes in exchange rates Fluctuations in the KZT/USD exchange rate can significantly affect the Group’s consolidated operating results,

primarily because:

Uranium spot prices are typically quoted in USD, so most of the Group’s sales contracts and consolidated

revenues are denominated in USD. In 2017, 78% of Group revenue was denominated in USD; this rose to

87% in 2018. The increase was due to higher USD revenues from the uranium segment in 2018 than in 2017.

A substantial portion of Group expenses, including most of its operating production expenses and more than

two-thirds of its capital expenditure, are denominated in KZT. The main expenses not denominated in KZT

relate to the purchase of industrial pumps used in ISR operations and resins used in processing uranium.

Most of the Group’s borrowings are denominated in foreign currencies. As of 31 December 2018, 99% of

the Group’s borrowings were denominated in USD.

As most of the Group’s revenue is denominated in USD, while a significant share of its costs is in KZT, an appreciation

of the USD against the KZT generally has a positive effect on the Group’s financial performance. However, because

the Group has significant outstanding USD-denominated liabilities, the positive effect of an appreciating USD may

be fully or partially offset. In addition, although the Company purchases uranium and uranium products from its JVs

and associates under KZT-denominated contracts, the prices are determined by reference to the prevailing spot-market

prices of U3O8, which are in turn denominated in USD. Accordingly, a significant appreciation of USD would result

in a corresponding increase in the KZT-denominated uranium purchase costs under such contracts.

Where possible, the Group attempts to mitigate the risks associated with exchange rates by matching the currency of

its interest payments and financial liabilities with the currency of its cash flows. Through this matching, the Group is

able to hedge without the use of derivatives. For monetary assets and liabilities denominated in currencies other than

KZT, the Group attempts to keep its net exposure to an acceptable level by buying or selling such currencies at spot

rates when necessary to address short-term imbalances.

In 2018, the KZT/USD exchange rate fluctuated between KZT 332.3 and KZT 384.2 per USD. The following table

provides annual average rates and year-end closing KZT/USD exchange rates.

Table 14. Annual average and year-end closing rate for KZT/USD

2017 2018 Change

Average exchange rate for the period1 KZT/USD 326.08 344.90 6%

Closing exchange rate for the period KZT/USD 332.33 384.20 16% 1 The average rates are calculated as the average of the daily exchange rates on each calendar day. Source: National Bank of Kazakhstan

Taxation and mineral extraction tax (MET) Kazakhstan’s MET is determined by applying a 29% tax charge to the taxable base related to mining production costs

(based on a formula – see footnotes to Table 15). Taxable expenditures are made up of all direct expenditures

associated with mining operations, including wellfield development depreciation charges and any other depreciation

charges attributable to direct mining activities, but specifically exclude processing and general and administrative

expenses. The MET is calculated separately for each subsoil use licence.

The resulting MET paid is therefore dependent upon the cost of mining operations.

Table 15. Summary of taxes accrued by the Group

(KZT million) 2017 2018 Change

Corporate income tax1 14,675 31,412 114%

Mineral extraction tax2 13,280 17,720 33%

Excess profit tax3 5,609 ‒ ‒

Other taxes and off-budgetary payments4 38,470 49,684 29%

Total tax accrued 72,035 98,816 37% 1 Applicable rate: 20%; calculation: taxable income (based on tax reporting accounts) multiplied by corporate income tax rate. 2 Applicable rate: 18.5% for uranium cost in pregnant solution; calculation: the tax charge is a cost of mining and is based on a deemed 20% profit

margin on certain expenditures, and a MET rate of 18.5%. The tax charge of 29% is determined by the following formula: (1 + 20%) × 18.5%

÷ (1 – (1 + 20%) × 18.5%). 3 Applicable rate: 10–60%. Abolished as of 1 January 2018 for subsoil use licences relating to solid mineral deposits, including uranium. 4 Includes property tax, land tax, transport tax, social tax, off-budgetary payments, VAT and PIT.

Total tax accrued, including corporate income tax, MET and other taxes, increased by 37% on the year to KZT 98,816 million in 2018, due to an

increased tax base resulting from higher sales volumes and higher spot prices, as well as accounting changes related to the change in the Group structure (see section

Change in Group structure on page 25 for details).

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Price and availability of sulphuric acid Extraction of uranium using the ISR mining method requires substantial amounts of sulphuric acid. If sulphuric acid

is unavailable, it could impact the Group’s uranium production schedule. Higher prices for sulphuric acid could

adversely impact the Group’s profits.

The Group’s weighted average price of sulphuric acid increased slightly to KZT 21,557 per tonne in 2018 (from KZT

21,529 per tonne in 2017). On average in 2018, the price of sulphuric acid represented about 16% of the Group’s

uranium production cost.

Impact of changes in ore reserve estimates The Group reviews its estimates of Ore Reserves and Mineral Resources on a regular basis. As a result, certain Ore

Reserves and Mineral Resources may be reclassified in accordance with applicable standards. Such reclassifications

may have an impact on the Group’s financial statements. For example, if a reclassification results in a change to the

Group’s life of mine plans, there may be a corresponding impact on depreciation and amortisation expenses,

impairment charges, as well as mine closure charges incurred at the end of mine life.

Transactions with JVs and associates The Company purchases U3O8 from its subsidiaries, JVs and associates, principally at spot price with discounts, which

can vary by operation. Purchased volumes generally correspond to the Company’s interest in the respective selling

entities.

The Group’s Uranium segment revenue is primarily composed of two streams:

• The sale of U3O8 purchased from JVs and associates, and

• The sale of U3O8 produced by the Company and by its consolidated subsidiaries and JOs.

Cost of sales of purchased uranium is equal to the purchase price from JVs and associates (using equity accounting),

which in most cases is the prevailing spot price with certain applicable discounts. The share of results of JVs and

associates therefore represents a significant part of the Group’s profits and should be considered accordingly in the

assessment of the Group’s financial results. In 2018, the weighted average discount on pounds purchased from

operations was 4.2% of the prevailing spot price.

When uranium produced by the Company, consolidated subsidiaries and JOs, is sold, the cost of sales is predominantly

represented at the cost of production. For those sales, the full mining margin is therefore captured in the consolidated

results of the Group.

The following table provides the volumes purchased by the Company; these volumes were accounted for using the

purchase price in the Company’s cost of sales for the periods indicated:

Table 16. Volume of U3O8 purchased by the Company, 2017‒2018

(tU) 2017 2018 Change

U3O8 purchased from JVs and associates 6,877 3,022 (56)%

U3O8 purchased from non-controlled investment1 1,882 1,647 (12)%

Total 8,759 4,669 (47)% 1 Non-controlled investment is Baiken-U LLP, with 5% direct ownership by the Company.

The volume of U3O8 purchased from JVs, associates, and non-controlled investments that is accounted for in cost of sales using purchased price,

totalled 4,669 tonnes in 2018, a decrease of 47% compared to 2017 mainly due to the change in the Group structure (see section

Change in Group structure on page 25 for details). Note that total volumes of purchased uranium are higher since the Company and THK

also buys from subsidiaries and third parties.

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KEY PERFORMANCE INDICATORS

Table 17. Consolidated financial indicators

(KZT billion unless noted) 2017 4

(recalculated) 2018 Change

Group consolidated revenue

(according to the financial statements) 277.0 436.6 58%

Operating profit 32.6 77.5 138%

Net profit 139.2 380.3 173%

Gain on exercise of put option (one-time effect)1 107.7 ‒ ‒

Gain from business combinations (one-time effect) ‒ 313.5 ‒

Adjusted net profit 31.5 66.8 112%

Earnings per share attributable to owners (basic and diluted), KZT/share 534.1 1,435.0 169%

Adjusted EBITDA2 96.7 131.3 36%

Adjusted attributable EBITDA3 128.2 140.2 9%

Operating cash flow 23.4 58.3 149% 1 In 2017 the Group recognised a gain from the exercise of a put option of KZT 107.7 billion because of the difference between the consideration

received and the carrying amount of the investments. 2 Adjusted EBITDA is calculated by excluding from EBITDA all items not related to the main business and having a one-time effect. 3 Adjusted Attributable EBITDA is calculated as an adjusted EBITDA less the share of the results in the net profit in JVs and associates plus the

share of adjusted EBITDA of JVs and associates engaged in the uranium segment (except Budenovskoye JV LLP’s EBITDA due to minor effect it has during each reporting period) less non-controlling share of adjusted EBITDA of Appak LLP and Inkai JV LLP less any changes in the

unrealised gain in the Group. 4 Due to classification of operations of MAEK-Kazatomprom LLP as discontinued.

Consolidated revenues were KZT 436.6 billion in 2018, an increase of 58% compared with 2017, mainly due to an

increase in sales of uranium products as a consequence of market-share growth and the change in Group structure (see

section Company Asset structure on page 22 for details).

Operating profit was KZT 77.5 billion in 2018, an increase of 138% compared with 2017, mainly due to the rise in

U3O8 sales volumes, the appreciation of the USD against the KZT, and higher average sales price.

Net profit for the year was KZT 380.3 billion, an increase of 173% compared to 2017. However, a significant portion

of the year-over-year increase is associated with one-time effects of transactions in both years, especially the exercise

of the put option in 2017 and the change in investment value resulting from the inclusion of JV Inkai LLP, Karatau

LLP, JV Akbastau JSC in the consolidation (see section Company Asset structure on page 22 for details). The one-

time effects of these transactions increased net income by KZT 107.7 billion and KZT 313.5 billion in 2017 and 2018

respectively. Adjusting for those effects, adjusted net profit was KZT 66.8 billion, an increase of 112% compared to

2017.

Adjusted EBITDA totalled KZT 131.3 billion in 2018, an increase of 36% from 2017, while adjusted attributable

EBITDA was KZT 140.2 billion, an increase of 9% compared with 2017. The increases were mainly driven by the

increase in operating profit and the change in Group structure (see section Company Asset structure on page 22 for

details).

For similar reasons, operating cash flows totalled KZT 58.3 billion, an increase of 149% from 2017.

Table 18. Production and sales metrics

2017 2018 Change

Production volume as U3O8 (100% basis) tU 23,321 21,705 (7)%

Group production volume as U3O8 (attributable basis)1 tU 12,093 11,476 (5)%

U3O8 sales volume (consolidated) tU 10,111 16,647 65%

Including KAP HQ/THK U3O8 sales volume tU 9,300 15,287 64%

Group inventory of finished goods (U3O8) tU 9,085 7,892 (13)%

KAP/THK inventory finished goods (U3O8) tU 8,999 7,353 (18)%

Average sales price of the Group KZT/kg 20,222 21,930 8%

Average sales price of the Group USD/lb U3O8 23.85 24.46 3%

Average weekly spot price USD/lb U3O8 22.07 24.64 12%

Average month-end spot price USD/lb U3O8 21.78 24.59 13% 1 Group production volumes as U3O8 (attributable basis) are not equal to the volumes purchased by the Company and THK.

Production volumes of U3O8 on a 100% basis decreased by 7% at all uranium mining entities for 2018, compared to

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2017. Production was reduced in accordance with the Company’s decision that saw production at all operations reduce

by 20% against subsoil-use licence volumes. Attributable production volumes were lower for the same reason.

Consolidated U3O8 sales volumes in 2018 totalled 16,647 tonnes, an increase of 65% compared to 2017. Consolidated

sales in 2018 were favourably impacted by the sale of 3,112 tU to uranium fund Yellow Cake PLC following its initial

public offering; the effect of the change in the Group structure; and transformation of the Group’s marketing sales

function that included the creation of THK, which resulted in the acquisition of new customers and higher direct

contracting without the use of intermediaries.

Consolidated Group inventory of finished U3O8 products at 31 December 2018 amounted to 7,892 tU, which is 13%

lower than at the end of 2017. At the HQ/THK level, inventory of finished U3O8 products was 7,353 tU, a decrease of

18% compared to 2017. The lower inventory levels are the result of an increase in sales volumes in 2018, as well as

the Company’s target to maintain an optimum inventory level of approximately six months of annual attributable

production.

The average KZT sales price realised by the Group in 2018 was KZT 21,930 per kg (24.46 USD/lb), an increase of

8% compared to 2017 due to the increase of average spot price for uranium products and the appreciation of USD

against KZT.

Table 19. Uranium segment financial metrics

(KZT billion unless noted) 2017 2018 Change

Average exchange rate for the period KZT/USD 326.08 344.90 6%

Uranium segment revenue 205.6 366.8 78%

Including U3O8 sales proceeds (across the Group) 204.5 365.1 79%

Share of a revenue from uranium products % 74% 84% 13%

Attributable cash cost USD/lb 12.02 11.56 (4)%

Attributable all-in sustaining cost USD/lb 16.09 15.08 (6)%

Investments of mining companies

(100% basis)1 81.5 75.4 (7)%

1 Excludes liquidation funds and closure costs and includes expansion investments. In section Ошибка! Источник ссылки не найден. total

results includes liquidation funds and closure cost.

Consolidated U3O8 sales were KZT 365.1 billion in 2018, an increase of 79% compared to 2017, mainly due to an

increase in sales of uranium products, reflecting market share growth and the change in the Group structure.

Attributable Cash Cost (C1) and All-In-Sustaining Costs (AISC) decreased by 4% and 6% respectively in 2018,

compared to 2017. The decreases were primarily due to depreciation of KZT. It should be noted that despite of the 7%

decrease in production volumes (see section Table 18. Production and sales metrics for details), the cost of production

per unit in KZT changed insignificantly due to cost optimisation efforts to further position the Group’s U3O8 unit

production costs among the lowest in the industry.

Investment costs of mining companies (on 100% basis) totalled KZT 75.4 billion, a decrease of 7% compared to 2017,

mainly due to the decrease of sustaining capital costs substantiated by the cost optimisation programme (see section

Capital Expenditures Review for details).

Table 20. UMP segment

Rare metals products 2017 2018 Change

Beryllium products KZT/kg 8,267 10,447 26%

Sales, tons 1,599.6 1,662.1 4%

Tantalum products KZT/kg 95,369 104,076 9%

Sales, tons 135.0 137.7 2%

Niobium products KZT/kg 19,906 24,088 21%

Sales, tons 23.7 22.9 (3)%

Increased consumer demand for beryllium and tantalum products in 2018 resulted in higher sales.

Sales of niobium in 2018 decreased compared to the prior year due to a reduction in quantity of orders for niobium

alloying additives and for niobium-containing sublimates.

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Table 21. UO2 power and fuel pellets

Sales 2017 2018 Change

Fuel pellets tonnes 75.2 84.3 12%

Ceramic powder tonnes 10.2 10.2 ‒

Dioxide from scraps tonnes 15.3 8.3 (46)%

Sales of fuel pellets in 2018 increased to 84.3 tons, 12% higher than in 2017 due to increased amounts of tolling

services according to customer agreements.

Sales volumes of ceramic powder in 2018 were unchanged compared to 2017.

The decline in sales volumes of dioxide from scraps is due to a reduction in scrap recycling.

Table 22. Other segments

(KZT billion unless noted) 2017 2018 Change

Revenue1 80.3 79.2 (1)%

Including external revenue 39.1 31.4 (20)%

Cost of sales1 75.3 77.0 2%

Gross profit1 5.0 2.2 (57)% 1 All indicators include intra-group transactions (eliminations), for more details see the annual financial statements.

Other segments include services such as drilling, transportation of commodities and sulphuric acid, R&D and training

which are provided to mining entities.

Total external revenue from other segments was 79.2 billion in 2018, which was similar to 2017. External revenue

from the Other segments represented about 7% of the Group’s total consolidated revenue in 2018, compared to about

14% in 2017. A decrease in the Other segments gross profit is mainly due to the change in the Group structure (see

section Company Asset structure on page 22 for details).

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CAPITAL EXPENDITURES REVIEW

The Group primarily incurs capital expenditures in relation to its subsidiaries engaged in the mining of natural

uranium, as well as expenditures of a similar nature relating to its JVs and associates engaged in the mining of natural

uranium. Such expenditures are comprised of the following key components:

• Well construction costs;

• Expansion costs, which typically include expansion of processing facilities, extension of services and

transport routes to new wellfield areas, implementation of new systems and processes;

• Sustaining capital – largely reflecting recurring, infrastructure, maintenance and equipment replacement

related costs which are assumed to cease three years prior to cessation of production;

• Liquidation-fund contributions and mine-closure costs, which are not included in the calculation of AISC

The following table provides the capital expenditures for the Group’s subsidiaries, JVs and associates engaged in

uranium mining for the periods indicated. Capital expenditure amounts shown were derived from stand-alone

management information of certain entities within the Group on an unconsolidated basis, and they are therefore not

comparable with or reconciled to the amounts of additions to property, plant and equipment as presented in the

financial statements. Investors are strongly cautioned to not place undue reliance on capital expenditure information,

as it represents unaudited unconsolidated financial information on an accounting basis which is not in compliance

with IFRS:

Table 23. Group capital expenditure (KZT millions)

Enterprise name

2017 2018

Stake WC1 S2 LF/C3 Total Owner

ship WC1 S2 LF/C3 Total

Ortalyk LLP 100% 2,555 543 169 3,267 100% 2,321 5,0104 171 7,502

Kazatomprom-SaUran LLP 100% 5,197 1,185 639 7,020 100% 6,778 1,478 2,990 11,245

RU-6 LLP 100% 2,453 541 282 3,276 100% 2,472 676 1,062 4,210

Appak LLP 65% 2,046 209 87 2,341 65% 999 257 68 1,325

JV Inkai LLP 40% 5,258 8,077 — 13,335 60% 8,707 2,324 31 11,062

Semizbay-U LLP 51% 2,364 470 137 2,971 51% 2,996 980 115 4,091

Karatau LLP 50% 4,369 2,558 99 7,026 50% 2,376 685 80 3,141

JV Akbastau JSC 50% 3,103 2,486 144 5,733 50% 2,031 1,192 79 3,301

JV Zarechnoye JSC 49.98% 3,386 535 11 3,931 49.98% 3,971 182 10 4,162

JV Katco LLP 49% 10,252 2,866 768 13,886 49% 9,275 2,447 1,368 13,090

JV Kharasan-U LLP5 34% 6,582 254 182 7,018 34% 4,983 1,611 142 6,736

JV SMCC LLP 30% 3,962 2,761 858 7,582 30% 5,813 339 535 6,688

Baiken-U LLP5 5% 4,389 3,051 233 7,674 5% 4,674 861 146 5,681

Total of mining assets 55,918 25,535 3,609 85,061 57,396 18,041 6,798 82,235 1 Well construction 2 Sustaining 3 Liquidation fund/closure 4 Includes expansion investments in amount of KZT 4.6 billion. 5 As of 31 December 2018, the share in Kharassan was 50%, in Baiken-U, 52.5%.

In order to achieve the planned levels of production, on an annual basis, the Group’s mining companies assess the

required level of wellfield and mining preparation based upon the availability of reserves. These costs relate to the

capitalised costs of maintaining the sites, with the main component being wellfield construction.

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Diagram 1. Wellfield construction and sustaining costs, 2018 in KZT millions

Table 24. Wellfield construction and sustaining costs

(KZT millions) 2017 2018 Change

Well construction 55,918 57,395 3%

Sustaining 25,535 13,419 (47)%

Total wellfield construction and sustaining costs 81,452 70,8141 (13)% 1 Excludes expansion investments of KZT 4.6 billion

Wellfield construction and sustaining costs for the 13 mining entities in 2018 amounted to KZT 70.8 billion, which is

13% lower than in 2017. The change was mainly due to the decrease of sustaining capital expenses related a cost

optimisation program. A 3% rise in the cost of well construction is related to higher piping costs, higher pump prices

combined with KZT depreciation.

Diagram 2. Production vs. increase in ready-to-mine reserves, tonnes

During 2018, 23,199 tU of reserves were added to production, down 11% from 2017. The increase in ready-to-mine

reserves was smaller due to lower uranium production volumes in the mine plan in 2018 compared with 2017. The

increase in ready-to-mine reserves is made according to the results of the GPR complex that included construction of

technological wells on technological blocks, piping of technological wells and technological blocks, acidification of

technological blocks. KAP4

The information presented in Table 25 reflects wellfield development depreciation (commonly known as PGR),

property, plant and equipment, and depreciation and amortisation data for each mining asset as of 31 December 2018.

KZT millions

tonnes

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Table 25. Depreciation and amortisation, 31 December 2018

(KZT million unless noted) PGR volumes

(tU) PGR

Exploration

value

Book value of

PPE (excl.

wellstock)

Gross value of

PPE (excl.

wellstock)

D&A (excl.

wellstock)

Ortalyk LLP 2,711 9,909 328 12,749 18,168 1,046

Kazatomprom-SaUran LLP 4,993 11,088 2,870 6,518 15,085 1,059

RU-6 LLP 2,954 7,838 - 3,058 5,589 391

Appak LLP 2,447 3,942 2,158 4,118 8,280 368

JV Inkai LLP 4,901 19,901 20,320 59,706 95,428 2,244

Semizbay-U LLP 2,902 5,611 31 7,990 16,346 809

Karatau LLP 3,070 6,772 3,202 11,733 22,708 1,272

JV Akbastau JSC 2,277 4,758 6,893 7,509 10,831 402

JV Zarechnoye JSC 2,502 8,406 664 2,811 8,435 668

JV Katco LLP 4,881 22,590 4,432 17,502 50,212 3,538

JV Kharasan-U LLP 4,108 9,637 9,893 10,738 15,379 681

JV SMCC LLP 4,813 9,615 6,479 12,290 19,269 1,949

Baiken-U LLP 3,176 9,246 7,193 11,318 19,475 1,135

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RESERVES AND GEOLOGICAL SURVEYS

Diagram 3. Reserves and resources, 31 December 2018, thousand tU

Mineral reserves of all mining assets as of 31 December 2018 (including annual depletion) totalled an estimated

520,600 tU, (100% basis, 305,600 tU attributable to the Company, or 59%). Total mineral resources (including

reserves) were estimated at 740,000 tU (100% basis, 476,700 tU attributable to the Company). In comparison to the

first half of 2018, as reported in the IPO prospectus, total resources increased by about 66,000 tU (100% basis, about

41,000 attributable).

The Company pays significant attention to the evaluation of prospective deposits and the projects portfolio, including

exploration projects. In 2018, the Company was awarded uranium exploration contracts for site No. 2 and No. 3 of

the Inkai deposit with duration of 4 years. According to the Report of the Competent Authority of the Ministry of

Energy of the Republic of Kazakhstan, as of 1 July 2017, the mineral resources for sites No. 2 and 3 are 125,100

tonnes (of which 42,000 tonnes are on site No. 2, and 83,100 tonnes on site No.3). In 2019, the Company plans to

start geological studies on site No.2 of the Inkai deposit.

(thousand tU)

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FINANCIAL ANALYSIS

The table below shows financial information related to the consolidated results of the Group for 2017 and 2018:

Table 26: Key financial information, 2017‒2018

(KZT millions) 2017

(recalculated) ² 2018 Change

Revenue 277,046 436,632 58%

COGS (209,934) (313,817) 49%

Gross profit 67,112 122,815 83%

Selling expenses (4,316) (10,530) 144%

G&A (30,194) (34,805) 15%

Operating profit 32,602 77,480 138%

Other income/(loss), including: 77,294 312,436 304%

Gain on exercise of put option (one-time effect) 107,714

Net gain from business combinations (one-time effect)1 313,517

Share in the results of associates 22,007 22,786 4%

Share of JV results 22,107 (4,743) (121)%

Pre-tax income 154,010 407,959 165%

Corporate income tax (17,287) (28,797) 67%

Income from discontinued operations 2,431 1,104 (55)%

Net profit 139,154 380,266 173%

Adjusted net profit (net of one-time effect) 31,440 66,759 112%

Net profit attributable to shareholders 138,527 372,176 169%

Net profit attributable to non-controlling interest 627 8,090 1,191% 1 Includes the gain in amount of KZT 5 million from other investments.

² Due to classification of operations of MAEK-Kazatomprom LLP as discontinued.

Net profit of the Group in 2018 is significantly affected by the transactions related to change in the Group structure:

• a gain from increase of additional interest in JV Inkai LLP of KZT 95,929 million

• a gain from the change of classification of Karatau LLP and JV Akbastau JSC to joint operations of KZT

124,632 million and KZT 92,951 million, respectively

The components of revenue, cost of goods sold, general and administrative expenses, distribution costs, and other

income and expenses are changed in 2018 compared to 2017 due to the change in the Group structure (see section

Company Assets Structure on page 22 for details).

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Revenue Diagram 4. Revenue by source (KZT millions)

The main factors influencing the change in revenue in 2018 compared to 2017 are presented in the graph below:

Diagram 5. Sources of changes in revenue (KZT millions)

Cost of sales Cost of sales totalled KZT 313,817 million in 2018, an increase of 49% compared to 2017. The increased is mainly

due to higher uranium sales volumes in 2018 and the change in the Group structure (see section Company Assets

Structure on page 22 for details).

The table below shows the Group’s cost of sales for 2017 and 2018 by component:

Table 27. Cost of sales by component, 2017‒2018

Proportion of cost of sales

(KZT millions) 2017 2018 Change 2017 2018

Materials and supplies 143,771 202,817 41% 69% 64%

Wages and salaries 22,830 24,024 5% 11% 8%

Processing and other services 5,052 10,354 105% 2% 3%

Depreciation and amortisation 13,623 39,866 193% 6% 13%

Taxes other than income tax 10,552 22,033 109% 5% 7%

Other 14,106 14,723 4% 7% 5%

Cost of Sales 209,934 313,817 49% 100% 100%

The cost of materials and supplies was KZT 202,817 million in 2018, an increase of 41% from 2017. The increase

was largely due to higher uranium sales volumes and the change in the Group structure.

Wages and salaries totalled KZT 24,024 million in 2018, an increase of 5% from 2017, mainly due to the change in

the Group structure.

The cost of processing and other services was KZT 10,354 million in 2018, an increase of 105% from 2017, mainly

as a result of higher costs associated with third-party services.

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The other cost categories – including depreciation and amortisation, taxes and other expenses, and other – totalled

KZT 76,622 million in 2018, an increase of 100% from 2017, mainly due to the consolidation of expenses attributable

to JV Inkai LLP and an increase in sales of uranium products at Group level compared with products purchased from

JVs and associates during 2018.

The main factors influencing the change in cost of sales in 2018 are presented in the graph below:

Diagram 6. Changes in cost of sales, 2018 vs. 2017 (KZT millions)

Selling expenses

Table 28. Selling expenses, 2017‒2018

Proportion of selling expenses

(KZT millions) 2017 2018 Change 2017 2018

Shipping, transportation and storing 2,868 7,275 154% 66% 69%

Wages and salaries 484 950 96% 11% 9%

Rent 85 106 24% 2% 1%

Materials 169 221 31% 4% 2%

Depreciation and amortisation 65 67 3% 2% 1%

Others 645 1,911 196% 15% 18%

Selling expenses 4,316 10,530 144% 100% 100%

Selling expenses totalled KZT 10,530 million in 2018, an increase of 144% from 2017, mainly due to an increase in

the costs of loading, transporting and storing (associated with higher uranium sales volumes) and the change in the

Group structure.

Selling expenses related to sales of HQ/THK volumes increased by 123% on the year in 2018. This constituted 29%

of the total increase in selling expenses; the remainder related to the change in the Group structure (see section

Company Assets Structure on page 22 for details).

General & administrative expenses (G&A)

Table 29. General and administrative expenses, 2017‒2018

Proportion of G&A expenses

(KZT millions) 2017 2018 Change 2017 2018

Wages and salaries 16,556 17,809 8% 55% 51%

Consulting and information services 3,150 4,488 42% 10% 13%

Rent 1,086 1,166 7% 4% 3%

Depreciation and amortisation 696 808 16% 2% 2%

Other 8,706 10,534 21% 29% 31%

G&A expenses 30,194 34,805 15% 100% 100%

G&A expenses were primarily influenced by the change in the Group structure, including wages and salaries

(KZT 17,809 million in 2018, 8% higher than 2017), rent expenses (1,166 million, 7% higher than 2017), and

depreciation and amortisation (KZT 808 million, 16% higher than 2017).

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The cost of consulting and information services was KZT 4,488 million in 2018, an increase of 42% from 2017, largely

due to an increase in services purchased by the Company during 2018.

Other expenses totalled KZT 10,534 million in 2018, an increase of 21% from 2017. The increase was largely related

to expenses on the construction of social facilities in the newly formed Turkestani region. Other expenses also includes

maintenance and repairs, travel expenses, communication expenses, materials, taxes other than income tax, utility

costs, corporate events, fines and penalties, and certain other expenses.

The share of associate and JV results The share of results of associates and JVs in 2018 was KZT 18,042 million, a decrease of 59% from 2017. The decrease

was mainly down to the change in Group structure (see section Company Assets Structure on page 22 for details). The

increase in the average spot price in 2018 compared with 2017 positively impacted the operating results of the

associates and JVs and their resulting contributions to the Group.

Profit before tax and tax expense

Diagram 7. Profit before tax and tax expense, 2017‒2018, KZT millions

Table 30. Profit before tax and tax expense, 2017‒2018

(KZT millions) 2017 2018 Change

Profit before tax 154,010 407,959 165%

Non-taxable one-time effects 107,714 313,517 191%

Taxable profit before tax 46,296 94,442 104%

Corporate income tax 17.287 28.797 67%

The Group’s profit before tax was KZT 407,959 million in 2018, an increase of 165% from 2017. The increase was

mainly due to the change in the Group structure and the resulting recognition of a KZT 313.5 billion profit related to

the business combination, as well as higher uranium sales volumes in 2018.

The corporate tax rate applicable to the majority of the Group's profits was 20% in both 2018 and 2017. The Group's

effective tax rates were 11% and 7% in 2017 and 2018, respectively. The effective tax rate differed from corporate

income tax primarily due to certain elements of reported income not being recognised in tax accounting.

KZT millions

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LIQUIDITY AND CAPITAL RESOURCES

Kazatomprom’s management pays special attention to preserving financial stability in a constantly changing market

environment. The Group’s financial management policy is aimed at maintaining a strong capital base to support

existing operations and business development.

Capital resources The Group’s liquidity requirements primarily relate to funding working capital, capital expenditures, service of debt,

and payment of dividends. The Group has historically relied primarily on cash flow from operating activities, and to

a smaller degree, external sources of financing, to fund its working capital and long-term capital requirements. It is

expected that there will be no significant change in the sources of the Group’s liquidity in the foreseeable future. As

required, the Company will consider entering into project financing arrangements to fund certain investment projects.

The Group also obtains capital for its operations through the formation of joint ventures with industry partners, and in

the past, it has raised financing in the international debt capital markets.

Dividends received The Company is the parent company for the Group, and in addition to revenue from its business operations, it receives

dividends and other payments from its subsidiaries, JVs and associates, and other investments. In 2017 and 2018, the

Group received dividends of KZT 36,486 million and KZT 12,773 million, respectively, from its JVs and Associates

and other investments. The decrease in 2018 was primarily due to the change in the Group structure (see section

Company Assets Structure on page 22 for details). The Company strives to use its voting power to maximise its

dividend flow from subsidiaries, JVs and associates. Dividends received by the Company from investees domiciled

in the Republic of Kazakhstan are exempt from dividend tax.

In 2018, the Company paid dividends in the amount of KZT 161,661 million to Samruk-Kazyna.

Working capital The table below provides the Group’s working capital as at 31 December 2017 and 2018:

Table 31. Group working capital, year end, 2017 and 2018

(KZT millions) 20171 20182 Change

Inventory 169,675 170,261 ‒

Receivables 58,085 94,477 63%

Recoverable VAT 24,182 29,799 23%

Other current assets 18,396 18,322 ‒

CIT prepayment 5,493 4,366 (21)%

Payables (112,642) (51,534) (54)%

Employee remuneration liabilities (173) (147) (15)%

Income tax liabilities (5,618) (977) (83)%

Other taxes and compulsory payments liabilities (4,168) (10,711) 157%

Other current liabilities (14,349) (30,319) 111%

Net working capital 138,881 223,537 61% 1 Include the MAEK as of 31 December 2017 2 Excluding the MAEK due to the disposal from the Group.

The Group’s net working capital remained positive during all periods under review. The Company regularly monitors

the cash position of its subsidiaries and focuses on effectively collecting excess cash from such subsidiaries.

Table 32 summarises the Group’s turnover of inventories, receivables and payables, and provides details of the

Group’s cash conversion cycle (in days), at 31 December 2017 and 2018:

Table 32. Turnover of inventories, receivables and payables and cash conversion cycle

(days) 20171 2018 Change

Inventories turnover 292 198 (32)%

Receivables turnover 70 79 13%

Payables turnover 208 60 (71)%

Cash conversion cycle 154 217 41%

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1 For the comparison purpose the Inventories, Receivables and Payables of the MAEK were excluded in 2017. Also, in the consolidated statement

of Profit and Loss, the MAEK was reclassified as discontinued operations as in 2017.

The increase in the cash conversion cycle in 2018 is largely due to increased sales volumes of finished

goods, repayments of accounts payable in 2018, and the change in the Group structure (see section Company Assets

Structure on page 22 for details).

The Group constantly monitors the uranium market and may pursue a strategy of increasing its inventories in

unfavourable market conditions. The following table sets forth the components of the Group’s inventories as at

31 December 2017 and 2018:

Table 33. Group inventories, year end, 2017 and 2018

(KZT millions) 2017 2018 Change

Finished goods and goods for resale 140,533 130,157 (7)%

Work-in-process 17,563 19,768 13%

Raw materials 14,520 13,728 (5)%

Spare parts 819 720 (12)%

Materials in processing 762 1,226 61%

Fuel 889 1,875 111%

Other materials 2,842 5,459 92%

Provision for obsolesce and write-down to net realizable value (8,253) (2,672) 68%

Total inventories 169,675 170,261 ‒

The Group’s largest inventory item is finished goods and goods for resale, which primarily consist of U3O8. In line

with its market-oriented strategy, the Group’s inventory levels decreased in 2018 due to the increase of sales volumes

including U3O8 and other goods sold by the Group. Consolidated inventory levels of U3O8 decreased by 13% whereas

Finished goods and goods for resale in the table above decreased by 7%. The difference is largely because inventories

in 2018 includes uranium purchased from JVs and associates, the cost of which was higher in 2018 compared to 2017

due to higher spot market prices and exchange rates in 2018.

The Company expects to maintain inventory levels of approximately six months of annual attributable production.

Cash flows The following cash flow discussion is based on, and should be read in conjunction with, the financial statements and

related notes.

The following table provides the Group’s consolidated cash flows for 2017 and 2018:

Table 34. Group consolidated cash flows, 2017‒2018

(KZT millions) 20171 2018

Cash flows from/(used in) operating activities1 23,355 58,327

Cash flows from/(used in) investing activities 215,575 (40,279)

Cash flows (used in) financing activities (74,881) (139,272)

Net increase / (decrease) in cash and cash equivalents 164,049 (121,224) 1 Includes income tax and interest paid.

Cash flows from operating activities Cash flows generated from operating activities increased to KZT 58,327 million for 2018 from KZT 23,355 million

for 2017. This change was primarily due to:

a KZT 120,952 million increase in cash receipts from customers in 2018. This increase was largely due to an

increase in the Group’s sales volumes and the change the Group structure (see section Company Assets Structure

on page 22 for details).

a KZT 69,024 million increase in payments to suppliers for 2018. This increase was largely due to payments of

accounts payable in 2018 which were greater than payments of accounts payable during 2017, and the change

the Group structure (see section Company Assets Structure on page 22 for details).

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Cash flows from investing activities There was net cash used in investing activities in 2018 of KZT 40,279 million compared to net cash from investing

activities of KZT 215,575 million in 2017.

In the prior year, investing cash flows were significantly affected by the receipt of KZT 173,719 million relating to a

put option held by the Company, which it exercised.

Other changes in investing cash flows in 2018 are due to:

KZT 23,713 million decrease in dividends received from associates, JVs and other investments as a result of the

change in the Group structure (see section Company Assets Structure on page 22 for details).

KZT 34,193 million payments for the acquisition of 40.05% shares in Energy Asia Limited and a 16.02% stake

in the chartered/authorised capital of JV Kharasan-U LLP from Energy Asia Holdings (BVI) Limited. In the

consolidated financial statements, it is presented as an acquisition of interest in controlled entities, net of cash

acquired, in accordance with IFRS.

Cash flows from financing activities Cash flows used in financing activities increased to KZT 139,272 million in 2018 from KZT 74,881 million for 2017.

This change was primarily due to:

an increase of KZT 95,812 million in dividends paid to Samruk-Kazyna in 2018 compared 2017;

a KZT 86,324 million increase in cash used in repayment of loans and borrowings in 2018, due to early repayment

for loans related to Astana Solar LLP, MK KazSilicon LLP and Kazakhstan Solar Silicon LLP, and the change in

the Group structure (see section Company Assets Structure on page 22 for details).

In 2018, there was a KZT 117,754 million, or 223%, increase in proceeds from loans and borrowings compared

to the prior year. The increase was primarily attributable to short-term borrowings by the Group to finance the

Group’s payments for the increased share in Baiken-U LLP and Kharasan-U LLP, and working capital

requirements.

Liquidity The Group manages its liquidity requirements to ensure sufficient funds are available for operations and for settlement

of financial obligations.

The Group ensures the availability of funds on demand in amounts sufficient to cover expected operating expenses

using, among others, short-term as well as long-term corporate credit lines without collateral.

Table 35. Liquidity, year end, 2017 and 2018

(KZT millions) 2017 2018 Change

Cash and cash equivalents 239,936 128,819 (46)%

Current term deposit 8,472 205 (98)%

Total cash 248,408 129,024 (48)%

The Group’s cash and cash equivalents as at 31 December 2017 and 2018 were KZT 239,936 million (includes cash

receipt from put-option exercising) and KZT 128,819 million, respectively. The decrease as of 31 December 2018 is

mainly caused by dividends paid Samruk-Kazyna in 2018 and scheduled repayment of debt.

The corporate credit lines are an additional liquidity source for the Company. At 31 December 2018, the Company

with certain subsidiaries had total available revolving credit facilities of USD 302.5 million of which USD 222.5

million or 74% was undrawn at that date.

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INDEBTEDNESS

The Company’s financial liabilities comprise loans and guarantees issued for loans of affiliated companies. The debt

portfolio is primarily in USD, which is its main revenue currency (99% for 2018). As a result, the Company has a

natural economic hedge of USD/KZT foreign-currency risk without the use of derivative financial instruments.

Table 36. Total Debt

(KZT millions) 2017 2018 Change

Loans, borrowings and finance lease liabilities 121,703 200,169 64%

Guarantees issued for loans of affiliated companies 14,732 13,935 (5)%

Total debt 136,435 214,104 57%

The following table summarises the Group’s indebtedness as of December 31, 2017 and 2018:

Table 37. Total Group’s indebtedness

(KZT millions) 2017 2018 Change

Non-current debt, including 39,204 16,620 (58)%

Bank loans 38,557 16,270 (58)%

Non-bank loans 353 ‒ ‒

Finance lease liabilities 294 350 19%

Current debt, including 82,498 183,549 122%

Bank loans 82,374 74,159 (10)%

Non-bank loans ‒ 35,726 ‒

Issued bonds ‒ 73,535 100%

Finance lease liabilities 125 129 3%

Total debt 121,703 200,169 64%

Total debt increased by 64% largely due to the consolidation of Inkai JV LLP’s debt of KZT 35,085 million, and an

increase in short-term loans to finance the Group’s payments for the increased share in Baiken-U LLP and Kharasan-

U LLP, and for working capital requirements.

On October 11, 2018, the Group issued bonds indexed to the US dollar in the amount of KZT 70,000 million with an

annual rate of 4.6% to supplement working capital requirements in accordance with Kazakhstan legislation. Bonds to

be redeemed in November 2019.

The following table summarises the Group’s weighted average interest rate on bank loans as at 31 December 2017

and 2018:

Table 38. the Group’s weighted average interest rate

Interest rate (%) 2017 2018

Fixed interest rate 6.29 5.61

Floating interest rate 3.47 4.05

The Group’s credit facilities contain certain affirmative and negative covenants described in the annual financial

statement.

Net debt and debt leverage ratio The following table summarises the key ratios used by the Company’s management to measure its financial stability

as at 31 December 2017 and 2018:

Table 39. The key financial stability ratios

(KZT millions) 2017 2018 Change

Total debt 121,703 200,169 64%

Total cash 248,408 129,024 (48)%

Net debt (126,705) 71,145 156%

Adjusted EBITDA 96,733 131,208 36%

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Net debt / Adjusted EBITDA (1.3) 0.54 ‒

The above indicators reflect a stable financial position. They indicate the creditworthiness of the Company, achieved

through the generation of adequate financial resources and capital, and moderate debt.

GUIDANCE FOR 2019

Table 40. Guidance indicators

(exchange rate 370 KZT/1USD) 2019

Production volume (tU) (100% basis)1 22,750 – 22,800

Production volume (tU) (attributable basis)2 13,000 – 13,500

KAP/THK sales volume (tU)3 13,500 – 14,500

Group sales volume (tU)3 15,000 – 16,000

Total capital expenditures (KZT billions) (100% basis)4 85 – 95

Revenue - consolidated (KZT billions) 485 – 505

Revenue from Group U3O8 sales,

included in consolidated revenue (KZT billions) 392 – 408

C1 cash cost (attributable basis) (USD/lb U3O8) $11.00 – $12.00

All-in sustaining cash cost (attributable C1+capital cost) (USD/lb U3O8) $15.00 – $16.00 1 Production volume (100% basis): Amounts represent the entirety of production of an entity in which the Company has an interest; it therefore

disregards some portion of that production may be attributable to the Group’s JV partners or other third-party shareholders. 2 Production volume (attributable basis): Amounts represent the portion of production of an entity in which the Company has an interest, which

corresponds only to the size of such interest; it excludes the remaining portion attributable to the JV partners or other third-party shareholders. 3 Kazatomprom HQ/THK sales volume: includes only the consolidated sales of Kazatomprom HQ and THK. Intercompany transactions between KAP HQ and THK are not included. 4 Total capital expenditures (100% basis): includes only capital expenditures of the mining entities

* Note that the conversion of kgU to pounds U3O8 is 2.5998.

In 2019, Kazatomprom expects to remain consistent with its previously announced intention to flex down planned

production volumes by 20% for 2018 through 2020 (versus consolidated planned production levels under subsoil use

licences, which were increasing annually over that period). With the flex down, under the existing subsoil use licences,

production is expected to total approximately 22,750 to 22,800 tU (100% basis) in 2019; without the reduction,

production would have exceeded 28,500 tU (100% basis) in 2019.

Kazatomprom expects to continue following a market-centric approach to uranium production, rather than the

previous production-focused strategy. By leveraging the in-situ recovery mining method, the Company can adjust

production levels and respond to changes in uranium market conditions very rapidly and cost-effectively.

The guidance for sales remains consistent with Kazatomprom’s market-centric strategy. Sales in excess of planned

attributable production are expected to be primarily sourced from inventories, and from KAP subsidiaries under

contracts and agreements with JV partners and other third parties.

The Company expects to maintain an inventory level of approximately six months of annual attributable production

at the 2019 year-end.

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SENSITIVITY ANALYSIS FOR 2019 The table below presents the correlation between the spot price and the U3O8 average sales price. This table is based

on several key estimates and assumptions that are subject to risks and uncertainties outside the Group’s control. These

estimates are also based on assumptions regarding future business opportunities, which may change. This sensitivity

analysis should be used only as a reference, and actual price changes may result in different values than those provided

in the table below.

Table 41. Correlation between the spot price and the U3O8 average sales price

Nominal Spot Price (USD) 2019E 2020E 2021E 2022E 2023E

20 23 22 22 22 22

30 30 31 31 31 31

40 37 40 40 40 40

50 45 49 49 50 49

60 52 59 58 59 59

70 59 68 67 68 68

Values are rounded to the nearest dollar. The sensitivity analysis above is based on the following key assumptions: ‒ Annual inflation at 2% in the US;

‒ Analysis is at 31 December 2018 and prepared for 2019–2023 on the basis of minimum annual sales of approximately 13.5 thousand tonnes of

Uranium in form of U3O8, of which the volumes which are contracted as of 31 January 2019 will be sold per existing contract terms i.e. contracts with hybrid pricing mechanisms with a fixed price component (calculated in accordance with an agreed price formula) and / or

combination of separate spot, mid-term and long-term prices, while the rest of the sales would be largely based on spot prices;

‒ U3O8 will be sold under short-term contracts negotiated directly with the customers and based on spot prices.

FORWARD-LOOKING STATEMENTS

This document contains statements that are considered to be ‘forward-looking statements’. Terminology that describes

or references the future – including, inter alia, words such as ‘believes’, ‘according to preliminary estimates’,

‘expects’, ‘forecasts’, ‘intends’, ‘plans’, ‘suggests’, ‘will’ or ‘should’ or, similar or comparable terminology, or

references to discussions, plans, objectives, goals, future events or intentions – is used to denote forward-looking

statements. These forward-looking statements include all statements that are not historical facts.

These statements include, without limitation, statements regarding intentions, opinions and announcements on the

Company’s expectations, concerning, among other things, the results of operations, financial state, liquidity,

prospects, growth, potential acquisitions, strategies and sectors, in which the Company operates. In their nature,

forward-looking statements involve risks and uncertainties because they relate to future events and circumstances that

may or may not occur. Forward-looking statements do not guarantee future or actual performance.

The Company’s financial position and liquidity, as well as the development of the country and industries in which the

Company operates, may differ significantly from the options described herein or assumed pursuant to the forward-

looking statements contained herein. The company does not plan and does not assume obligation to update any

information regarding the industry or any forward-looking statements contained herein, whether as a result of

obtaining new information or the occurrence of future events or any other circumstances. The Company makes no

representations, provides no assurances and publishes no forecasts as to whether the outcomes described in such

forward-looking statements will be achieved.

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SUSTAINABLE DEVELOPMENT

PROGRAMME OF SUSTAINABLE DEVELOPMENT

Kazatomprom’s programme of sustainable development in corporate and social responsibility for 2017‒2019 is aimed

at creating the conditions for sustainable corporate development by: 102-11

Ensuring decent conditions and wages for Company employees;

Safeguarding the labour and social rights of Company employees;

Increasing the longevity and quality of life of Company employees, their families and the population of the

regions in which the Company operates;

Reducing the Company’s environmental impact;

Assisting in the sustainable development of the regions in which the Company operates;

Creating a favourable business climate, both within the Company and in those regions where it is present;

Ensuring effective interaction between Kazatomprom, its partners and state authorities.

The programme includes the following measures, divided into three categories:

1. SOCIAL MEASURES

Ensuring social stability in labour collectives;

Development of human resources;

Ensuring social calmness among the unions of companies being restructured;

Combatting corruption and fraud, dealing with corporate conflicts and conflicts of interest.

2. OCCUPATIONAL HEALTH, SAFETY AND ENVIRONMENTAL PROTECTION MEASURES

Occupational health and safety;

Environmental protection;

Nuclear and radiation safety.

3. MEASURES OF ECONOMIC EFFECT ON REGIONS OF OPERATION

Supporting the social and economic development of the regions of operation;

Procedures to ensure and oversee sustainable procurement practices.

SUSTAINABLE DEVELOPMENT INITIATIVES

The Management Board of Kazatomprom by its decision No. 53 dated March 20, 2018, approved the Materiality

Matrix (only taking into account the survey of employees of Kazatomprom), the Programme for the implementation

of sustainable development initiatives of Kazatomprom for 2018 as well as updated Stakeholder map.

According to the above documents, sustainable development initiatives were:

1. Sustainable economic development (achievement of the target EVA indicator (Economic Value Added),

meeting the targeted net consolidated income on the Group level, staying below the planned cost threshold

of the uranium oxide production in subsidiaries); 2. Increase of industrial safety (implementation of the target model for integrated security management,

implementation of the Industrial Safety Behavioral Audit, introduction of the LTIFR index, increased

reporting transparency);

3. Environmental impact of the company’s operations (maintaining of the established emissions limits below

the threshold, development and introduction of scientifically-based standards of production waste generation

per unit into operations);

4. Production efficiency (energy saving and energy efficiency increase measures);

5. The contribution of innovative scientific research into increase of natural uranium production processes

(approval and implementation of the Kazatomprom R&D Plan);

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6. Human potential development (organization of training according to employees’ individual development

plans).

Information on the implementation of the above sustainable development initiatives is normally provided to the BoD’s

Committee on Industrial, Environmental, Radiation Safety, Labor Protection and Sustainable Development.

GOVERNANCE DIAGNOSTICS

In order to assess the implementation of the Corporate Governance Code principles in Kazatomprom, in 2017-2018,

following the initiative of Samruk-Kazyna, the Company conducted a diagnostic of its corporate governance system.

As part of this diagnostic, the implementation of the sustainable development principles and sustainable development

systems of Kazatomprom were assessed. In addition, based on the results of the diagnostics of the corporate

governance system conducted in 2017, Kazatomprom received a number of recommendations to improve internal

processes (for the period 2018-2025), including internal processes in the field of sustainable development (consistency

of economic, environmental and social goals for long-term sustainable development , implementation of a sustainable

development system).

The recommendations of independent consultants aimed at corporate governance system improvement, including such

under the “Sustainable Development” section are included in the Action Plans for 2018 and 2019. The relevant

departments work on the implementation of these activities, including in the field of sustainable development.

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SUSTAINABLE ECONOMIC DEVELOPMENT

CREATED AND DISTRIBUTED DIRECT ECONOMIC VALUE

Kazatomprom performs significant social and economic functions, ensuring the sustainable development of both the

Company and the population in numerous areas of Kazakhstan.

The Company’s high degree of economic effectiveness is attributable to its thorough planning of income and

expenditures, overseen by the development planning and budgeting procedures of Samruk-Kazyna JSC’s Corporate

Standard for Strategic and Business Planning. The business development plan is formulated in consolidated form, to

include five-year plans of subsidiaries and its implementation is monitored by the Company’s Board of Directors as

well as by Samruk-Kazyna JSC.

Table 42. Direct economic value created and distributed (KZT millions)* 201-1**

No. Item 2018 2017*****

(recalculated) Change

Direct economic value created

1 Revenue*** 801,608 444,839 80%

Distributed economic value:

2 Operating costs**** (293,760) (193,783) 52%

3 Salaries and wages (41,833) (39,386) 6%

4 Interest and dividend costs (12,672) (8,933) 42%

5 Taxes, excluding income tax (23,559) (11,275) 109%

6 Corporate income tax (28,797) (17,287) 67%

7 Investment in local society (social expenditures) (730) (609) 20%

8 Miscellaneous expenses (19,991) (34,412) (42)%

Undistributed economic value 380,266 139,154 173%

* Ukraine, the US, the UK and Kazakhstan are members of the Extractive Industries Transparency Initiative (G4 mining and

metals sector disclosures)

** Information from the Company’s audited consolidated financial statement for 2018

***Revenue is calculated in accordance with GRI methodology and includes the sales revenue and all other Company revenues

**** Operating costs include the following items: cost of sales (except for salaries, wages and taxes), distribution costs, general

and administrative costs (except for salaries, wages and taxes).

***** Operations of MAEK-Kazatomprom LLP classified as discontinued

Detailed information on the financial and economic results of Company activities for 2018 can be found in the

audited consolidated financial statement on the Company’s corporate website:

https://www.kazatomprom.kz/en/investors/finansovaya_otchetnost/page-1

SCIENCE AND INNOVATION

Kazatomprom is a world-class innovator, focused on the scientific and technical development of its production

methods. The Company consistently increases its financing of scientific and technical work in fields such as geology,

geotechnology, natural-resource processing, nuclear fuel cycle (NFC) production, rare and rare-earth metal production

and the legal protection of new-generation technologies.

The Company has a scientific and technical subdivision (Institute of High Technologies LLP), as do its subsidiaries

and affiliates (CRL at UMP JSC, CRME at Volkovgeologiya JSC). There are more than 486 research and design staff

in total, including eight doctors of science and 54 doctoral candidates.

In 2018, the Company, its subsidiaries and its affiliates boasted 101 research and development agreements worth

KZT 3.417 billion. The Company filed three patent applications for inventions and received 14 protection documents

for inventions. Employees of Kazatomprom put forward 1,697 rationalisation proposals, of which 1,564 were accepted

and 977 have been implemented to date. The expected economic effect is more than KZT 2.393 billion.

To maintain its competitive edge in the world market, the Company has developed its own Research and Technological

Activity Management policy. Kazatomprom’s priority research areas are coordinated by four scientific hubs:

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1. Geology, geotechnology and mining and development – Volkovgeologiya, JSC;

2. Extraction and processing of product solutions, concurrent REM extraction – IVT, LLP;

3. High technologies of the NFC, RM production and processing – CRL of UMP, JSC;

4. Knowledge management, commercialisation of intellectual property, general coordination of research and

technological activity – UKN of NAC Kazatomprom, JSC.

In 2018, there was one meeting of Kazatomprom’s Scientific and Technical Council and 12 meetings of the

Specialised Scientific and Technical Councils of its priority research areas.

In accordance with the new policy, in 2018, the Company updated its policy on rationalisation activity.

On 20‒22 September 2018, the Company held an ‘Innovation School’ in Almaty on the theme of “prospects and

technologies for diversifying the activities of NAC Kazatomprom JSC”.

Also in 2018, as part of Kazatomprom’s cooperation with Atomredmetzoloto JSC, there were mutual visits to mines

and industrial sites, along with technical meetings to exchange experiences on uranium mining by the PSV method

and on by-product extraction of useful associated components.

To commercialise the results of its scientific and technological activities, in 2018, Kazatomprom signed a licence

agreement, granting JV Khorasan-U (Khorasan-U), LLP the right to use its patented invention for the underground

leaching of metals through technological well systems (Patent RK No. 11745 of 2001) in exchange for an annual

remuneration payment for the duration of the contract.

Research and development

Almost all of the Company's R&D work is aimed at improving and upgrading the production process. In 2018, the

following technologies were developed and adopted:

Ultrasound technology to boost the desorption of uranium.

The deposition of small crystals of uranium peroxide using flocculants made in Kazakhstan.

To optimise the flow of technological solutions, a simulator (version 3.0) was developed and integrated into

the module of the “Mine” programme, with a view to designing the geo-technological field, the construction

of wells and their operation. The program module was tested on the cells of the ‘central’ section of the

Mynkuduk deposit. Thanks to the use of the simulator in the process of underground leaching, a 10%

reduction in the consumption of sulphuric acid can be expected.

Low-acid leaching using cavitation-jet technologies in combination with special-purpose chemicals at the

pilot testing phase is planned to be introduced in 2020.

Kazatomprom's scientific subdivisions are making significant contributions to the achievement of the Company's

strategic goals, including increasing value added and producing high-tech Kazakh uranium products.

ECONOMIC EFFECT IN REGIONS OF OPERATION

The company pays close attention to supporting infrastructure projects in the regions in which it operates in order to

promote their socio-economic development. 203-1

In February 2018, the Company donated a pre-school institution with 240 places to the Department of Education of

Nur-Sultan City . The project was implemented under the auspices of the Memorandum of Mutual Cooperation

between NAC Kazatomprom JSC and the Akimat of Nur-Sultan city, dated 17 March 2014. The total cost of the

project was more than KZT 831 million. The facility has a total area is 4,602 m2 and the site of the school totals 0.9

ha.

In December 2018, as part of the framework of the Memorandum of Mutual Cooperation between Kazatomprom and

the Water Resources Committee of the Ministry of Agriculture of the Republic of Kazakhstan, dated 15 August 2018,

the Company transferred to the state the operating rights for KAZVODHOZ Shieli-Energoservice, together with more

than KZT 523 million of financial resources to overhaul the transferred entities.

In 2018, the Group paid KZT 1,337 million under its subsoil use contracts for the social, economic and infrastructural

development of the regions in which it operates:

Table 43. Transfers to the Turkistan regional budget, 2018

No. Enterprise Amount transferred

(KZT ’000s)

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1. NAC Kazatomprom JSC 504,057

2. Karatau LLP 45,206

3. APPAK LLP 32,652

4. JV Zarechnoye JSC 17,441

5. JV Inkai LLP 11,220

6. Volkovgeologiya JSC 4,200

7. PE Ortalyk LLP 70,194

8. JV UGHT LLP 83,493

9. JV Akbastau JSC 185,930

10. JV KATKO LLP 11,234

11. Kazatomprom-SaUran LLP 252

TOTAL: 965,879

Table 44. Transfers to the Kyzylorda regional budget, 2018

No. Enterprise Amount transferred

(KZT ’000s)

1. NAC Kazatomprom JSC 92,986

2. Baiken-U LLP 37,119

3. Khorasan-U LLP 171,112

4. RU-6 LLP 2,000

5. Semizbai-U LLP 23,272

TOTAL: 326,489

Table 45. Transfers to other regional budgets

No. Enterprise Amount transferred

(KZT ’000s)

Akmola region

1. Semizbai-U LLP 16,623

North Kazakhstan region

2. Semizbai-U LLP 16,623

Almaty region

3. MK Kaz Silicon LLP 1,758

East Kazakhstan region

4. UMP JSC 7,457

Mangistau region

5. NAC Kazatomprom JSC 1,869

TOTAL: 44,430

CHARITY AND SPONSORSHIP

In decision No. 126 of January 2016, the Board of Directors of Samruk-Kazyna JSC approved the Fund’s Charity

Policy and Charity Program.

At present, all charitable activity of the Fund group is conducted by the Samruk-Kazyna Trust Social Projects

Development Foundation, which selects projects of social importance on a competitive basis.

PROCUREMENT

The Company ensures transparency of purchases and publishes its procurement regulations and plans, including its

long-term procurement plans, as well as the legal and regulatory documents pertaining to tenders and results for

information purposes on its website.

The Company is currently implementing a new procurement model with the following goals:

To improve purchasing efficiency by using best practices;

To ensure the monitoring and transparency of purchases;

To create and develop a qualified suppliers list; and

To reduce stock costs.

The new purchasing model will apply to Kazatomprom’s corporate centre and all of its subsidiaries and affiliates.

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The Company lends assistance in the negotiation of contracts for the purchase of goods, work and services between

its affiliates and regional suppliers with a local content level of 79% to support domestic suppliers.

Under a project aimed at managing procurement by category in 2018, four new category-based procurement strategies

(sulphuric acid, shipping and packaging containers, ion-exchange resin and hydrogen peroxide) were developed and

seven strategies were implemented in one to four waves. For example, when selecting pump suppliers for the first

time, the Company used a total cost of ownership (TCO) tool, with a total economic benefit of KZT 3.07 billion,

above the planned figure of KZT 2.3 billion.

Kazakhstan’s Subsoil Code generally requires subsoil users to comply with certain local content requirements,

including the use of local suppliers and personnel. These requirements are usually set out in the subsoil use agreements

to which the Company’s subsidiaries and joint venture companies are party.

In 2002, the Government introduced a policy aimed at replacing imports and spurring the greater involvement, support

and stimulus of local producers. This was taken a step further in 2009, when the Government made amendments to

subsoil legislation, which were then reflected in the Subsoil Code and in related laws, to increase local content of

goods, work and services purchased by state bodies, national companies and subsoil users. The Local Content

Requirements introduced new criteria, such as using local employee wages as a percentage of payroll to calculate

local content.

Table 46. Percentage of local-origin products, work and services purchased (%)

2018 2017 2016

Local-origin products, work and services purchased (as a percentage of total) 80% 80% 82%

Table 47 provides a breakdown of the percentage of local-origin purchases by Kazakhstani region. 204-1

Table 47. Local-origin purchases, by region, 2018 (%)

Region Percentage of local origin in

purchases (%)

Akmola region 98

Almaty region 67

Kyzylorda region 93

Mangistau region 83

South Kazakhstan 89

East Kazakhstan 78

Atyrau region 61

Zhambyl region 89

West Kazakhstan 10

Karaganda region 88

Kostanay region 53

Pavlodar region 89

Aktyubin region 11

North Kazakhstan 73

Nur-Sultan city 82

Almaty city 83

Total for Kazatomprom (in Republic of Kazakhstan) 80

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SOCIAL RESPONSIBILITY

COMPANY STAFF

103-2

Kazatomprom’s employees are its main asset; they foster its development and ensure it maintains its leading position

in the world uranium market.

The Company’s guiding document in the field of human-resources management is its HR Policy. Its objective is to

achieve the Company's strategic goals by fostering effective individual and team work by qualified and motivated

employees who share the Company’s values.

Kazatomprom’s HR Management Department monitors compliance annually, based on the Company’s HR Policy,

using the following performance indicators:

Increase in staff involvement;

Stabilisation of staff transfers and the prevention of staff turnover growth, except for activities related to the

optimisation of the Company’s management structure;

Increase in the share of employees who have completed training and further education;

Competitive recruitment; and

Human-resource and staff-cost planning efficiency.

In addition, the ideological principles and ethics of the Company’s business culture, structure and development are

governed by its Code of Corporate Ethics and Compliance, a collective agreement, and regulations on corporate

rewards.

The Company adheres to principles, standards and regulations to safeguard the interests and rights of workers and

strives to prevent all forms of discrimination and forced labour. It pays particular attention to safety in the workplace,

to improving workers’ social conditions and to equal opportunities for professional and personal growth.

Since 2012, the Company has been implementing a management succession programme to:

Ensure the succession of top Company management from a pool of candidates suited to key management

and administrative positions;

Identify and develop employees who have significant potential to fill management and administrative roles;

Encourage Company staff to advance professionally and avail of development and career opportunities.

Management has objectively selected a pool of candidates with the greatest potential to operate at a higher level after

appropriate training and practice.

As of the end of 2018, Kazatomprom’s total headcount, including joint ventures and affiliates, was 20,507, down 18%

from the previous year (25,020 people at end 2017 and 25,819 at end 2016). The reduction in headcount was due to

the disposal of assets (MAEK LLP, KAES JSC and SARECO LLP). The majority of the work is executed by the

Company’s employees. Outsourcing (non-staff) is used to carry out works that are not of a permanent nature, based

on the conclusion of a paid service agreements. 102-8

Table 48. Total number of staff and non-staff employees in the Republic of Kazakhstan as of end 20184 102-8

Number (persons) Including

Men Women

Total headcount 20,956 16,981 3,975

Headcount at the end of the reporting period (staff) 20,507 16,642 3,865

Workers on paid services agreements, (non-staff) 449 339 110

Note: The Company's main region of activity is Kazakhstan

At the end of 2018, the share of employees on paid services agreements was 2.1% of total headcount, while 95.4% of

Group staff had open-ended employment contracts. 102-8

Table 49. Total headcount by employment agreement and gender, end 2018 102-8

4 Information on the number of staff is provided according to the data of statistical report 1-T (labor report). Regional disclosures are provided by

place of work. 102-8

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Number

(people)

Men Women

Total headcount 20,507 16,642 3,865

Permanent employees 19,572 15,974 3,598

Temporary employees (fixed-term agreement) 935 668 267

The percentage of Group employees that were part time as of end 2018 was 0.1%. 102-8

Table 50. Total headcount by employment type, end 2018 102-8

Number

(people)

Men Women

Total headcount 20,507 16,642 3,865

Full-time employment 20,488 16,629 3,859

Part-time employment 19 13 6

A significant percentage of Kazatomprom’s employees (about 66%) work in the South Kazakhstan region (including

the city of Shymkent, 2.7%), where the country’s main uranium deposits and, consequently, the Company's operations

are located.

Table 51. Total headcount by region and gender

Indicator Number

(persons)

Including

Men Women

Almaty 655 379 276

Nur-Sultan 939 518 421

Shymkent 526 306 220

West Kazakhstan 0 0 0

North Kazakhstan 1,198 940 258

South Kazakhstan 13,067 11,709 1,358

Central region 0 0 0

East Kazakhstan 4,107 2,781 1,326

Russian Federation 0 0 0

People’s Republic of China 10 5 5

United States of America 2 2 0

Switzerland 3 2 1

Total 20,507 16,642 3,865

Kazatomprom’s management positions and main staff categories reflect management’s inclusive approach. Indicators

of inclusivity, for example, on gender, age and minority-group affiliation, can be found the company’s annual

sustainable development report.

As of the end of 2018, 81% of the Group employees were men and 19% were women. Compared with the previous

year, the number of men as a percentage of total employees increased slightly (from 80%). This gender ratio is very

much down to the specific production activities of the nuclear industry. The average age of the Group employees was

40 years as of end 2018 – a figure that tends to remain virtually unchanged year on year.

Table 52. Structure of governing positions and staff by gender, nationality and age, end 2018 405-1

Indicator Employees

Administrative

staff

Production

staff Share

Governing

positions Share

Headcount 20,388* 2,131 18,257 100% 119 100%

Gender Men 16,532 984 15,548 81% 110 92%

Women 3,856 1,147 2,709 19% 9 8%

Minority group

(by nationality)

Kazakh 13,710 1,562 12,148 67% 92 77%

Russian 5,280 444 4,836 26% 17 14%

Other 1,398 125 1,273 7% 10 8%

Age groups

Under 30

years of age 3,544 372 3,172 17% 3 3%

From 30 to 50

years of age 11,470 1,372 10,098 56% 75 63%

Over 50 years

of age 5 374 387 4 987 26% 41 34%

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*excluding management

The share of Company employees covered by collective agreements in 2018 remained unchanged at 98%. 102-41

Table 53. Percentage of employees covered by collective agreements in 2018

Value

Headcount (end of period) 20,507

Total number of employees covered by collective agreements 20,119

Percentage of employees covered by collective agreements 98%

In 2018, the number of employees leaving the Company declined 10% from the previous year, indicating a higher

level of social stability.

Table 54. Number of employees who left the Company in 2016‒2018, by gender 102-8

2018 2017 2016 Change

2018‒2017

Change

2017‒2016

Women 566 727 1,046 -22% -30%

Men 2,418 2,604 3,109 -7% -16%

Total 2,984 3,331 4,155 -10% -20%

Out of the 2,984 people who left the Company in 2018, the largest proportion (43%) were men between the ages of

30 and 50. As Kazakhstan’s uranium mining enterprises are largely located in its Southern region (including

Shymkent), most employees who left the Company were in this region (63%).

Conversely, 2,378 employees joined the Company in 2018. Of these new staff, 51% were hired in the Southern region

(including Shymkent).

Table 55. Number of Group employees hired in 2018, by region 401-1

Region Number Share of new

hires (%)

Almaty 164 7

Nur-Sultan 306 13

Shymkent 112 5

West region 0 0

North region 289 12

South region 1,101 46

Central region 0 0

East region 404 17

Switzerland 2 0

Total 2,378 100

This information is based on information technology (IT) reports and official documentation from Group subsidiaries and affiliates,

in line with the indicators of the Global Reporting Initiative (GRI) on social impact.

Business transformation projects – “Implementation of the target personnel management model”, “Business

processes automation” and “Job-matching”

Between November 2016 and June 2018, Kazatomprom implemented a target personnel management project (KAP-

17) aimed at building HR functions using a process approach taking into account the value of target personnel to the

Company's business. HR processes were implemented using the target personnel management model developed as

part of the Company’s business transformation programme. This involved updating policies and process tools,

reviewing the functionality and developing the competencies of key users, and training process participants in line

with best practices. The objective was to achieve the strategic goal of developing a corporate culture of an industry

leader (part of Kazatomprom’s development strategy for 2018‒2028). The transition to new personnel management

processes was completed for both the Company and six pilot subsidiaries. In 2019‒2020, the project is scheduled to

be replicated in the Group's affiliates.

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In 2018, as part of the first way of a project to automate business processes, the Company’s personnel administration,

organisational management, attendance and payroll functions were moved to an automated system (baseline SAP

HCM). By the end of 2019, as SAP HCM is rolled out more broadly, an employee HR self-service system is scheduled

for phased launch. The new automated system will allow the combination of all personnel management processes into

a single database, including comprehensive employee assessments, training and development, personnel records,

organisational management, calculation of working time and wages, analytics and reporting.

As part of the transformation process, in 2017, the transition to Kazatomprom’s target organisational structure was

undertaken according to the job-matching recommendations of then sole shareholder Samruk-Kazyna JSC (an

assessment of candidates' compliance with requirements for new positions, based on competencies, skills and work

experience). The main prerequisites for the transition were:

updated development strategy;

a new operational model involving a divisional structure based on elements of the production chain, with a

new organisational structure;

updated competency and skill requirements; and

the introduction of a post grading system.

In 2017, job matching was completed at the Corporate Centre and, in 2018, at DP Ortalyk LLP, RU-6 LLP,

Kazatomprom-Sauran LLP, IVT LLP, UMP JSC, TTK LLP, Volkovgeology JSC. In 2019, the plan is to complete the

move to job matching at the Company's uranium-mining enterprises. Job-matching has led to replacing 26% of the

Corporate Centre employees and 25% of CEO and CEO-1 level employees at the above-mentioned subsidiaries. In

2018, the Corporate Centre embarked on preparatory work to revise organisational structures, strengthen qualification

requirements and assess staff competencies to ensure a quality start to the job-matching process in the Company’s

uranium-mining affiliates.

In 2017 Kazatomprom started a project on Corporate culture development.

Within this project in 2017 the Company organized the following events: corporate culture diagnostics, that covered

more than 17 thousand employees (77%), strategic session with СЕО, СЕО-1 from HQ, and General managers from

subsidiaries, where the Company’s corporate values were determined: SAFETY, RESPONSIBILITY,

PROFESSIONALISM, DEVELOPMENT, TEAM.

The Roadmap of the Corporate Culture Project for 2018-2022 was formed in 2018. It includes the following main

sections: values promotion, creation of a change agents team, updating the competence model, improving the

performance assessment system, leadership training system, succession management and material and non-material

motivation, leadership development programme, effective working environment development, employer brand

development as well as development of the communication system.

In order to support its efforts in corporate culture development and corporate values promotion, Kazatomprom

organized 63 events, 6 out of which were new practices (annual assessment, change agents, townhalls/corporate

culture and values educations, toast master, open space and strategic session Vision zero), with more than 80% of the

Group’s personnel involved.

Staff training and development

A key area of Kazatomprom’s human-resources focus is the professional development and training of its staff.

The Group has systematised the process of training, retraining and further education of employees. As part of its staff

training programme, Group enterprises cooperate with 33 universities and 10 colleges of the Republic of Kazakhstan

and neighbouring countries. Today, at the Company’s expense, 335 students are being trained in industry-and region-

specific specialties and professions; 158 of them are employees of Kazatomprom, its subsidiaries or affiliates, while

177 are not. In 2018, corporate expenditure on third-level education amounted to KZT 213.5 million.

Students enrolled at the Company’s expense undertake practical work experience at the company (if they are not

employees) and each student is assigned a mentor, who is an experienced member of staff. Mentors are also assigned

to those taking part in Kazatomprom’s internship programmes, including the Zhas-Orken internship programme, the

Young Specialist programme, and other talent- and succession-related initiatives.

In addition to educational training programmes, the Company, its subsidiaries and affiliates also pay close attention

to employee development programmes, both professional, including the compulsory education required by legislation

in the Republic of Kazakhstan, and corporate (leadership development, lean manufacturing, corporate culture, health

and safety, etc.). 404-2

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Table 56. Costs of employee training in 2018

Staff category Number of people Cost of training (KZT ’000s)

Administrative and managerial staff 3,338 688,532

Production staff 23,444 1,023,970

Total 26,782 1,712,502

Table 57. Average annual training hours per employee, man hours 404-1

Staff category 2018 2017 2016 Change

2018‒2017

Change

2017‒2016

Total 32.5 36 31.2 -10% 15%

Top management 59.6 80 61.4 -25% 30%

Middle management 45.2 61 43.3 -26% 41%

Administrative staff 32.1 49 49.5 -35% -1%

Production staff 31.1 33 28.9 -6% 14%

Reduction of training hours per employee is associated with the introduction of a corporate format training whereas

the number of staff trained has increased, and the number of hours per a worker has decreased.

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SOCIAL POLICY

Collective agreement and trade unions

Approximately 73% of the Group’s employees are members of Public Association “Sectoral Union of Nuclear

Industry Workers”, which had 15,046 members as of 31 December 2018, all of which were Group employees. As of

31 December 2018, approximately 98% of the Group’s employees were party to collective bargaining agreements in

their companies, which provide for certain additional social benefits, such as the entitlement to compensation

payments for certain categories of employee availing of prolonged statutory career breaks, such as mothers of three

or more children under the age of 12, or single parents. The collective bargaining agreements of certain Group

companies also provide benefits to retired employees. The Group’s current collective agreement is valid for three

years and subject to regular renewal. 102-41

The collective agreements of the Group’s companies also require the Company to give employees and their

representatives prior notification of any significant changes in corporate activity that might affect their working

conditions. The minimum notification period is at least four weeks for most employees and at least two weeks for

others. 402-1

The collective agreement of the Company also contains provisions that regulate the following:

Form of remuneration, in accordance with labour legislation;

Payment of material assistance to employees upon marriage, retirement, the birth of children and the death

of family members, etc.;

Employee working time and time off;

Creating healthy and safe working conditions;

Organizing vocational training, retraining and advanced training for employees;

Guarantees and social protection for employees;

Rehabilitation and sanatorium-resort treatment and recreation for employees;

Compensation payments for employees required to retire;

Other issues identified by parties to the collective agreement.

Social policy, payments and benefits

Social benefits and payments are an integral part of Kazatomprom’s remuneration system; they are provided for in

the collective agreement and are guaranteed for all employees. There are also special conditions provided for, such as

social benefits for employees who can no long work due to disability or age.

Under the collective agreement, the trade union is allocated at least 2.5% of the Company’s annual salary pool. In

2018, that corresponded to around KZT 200 million.

In addition, funds are allocated annually for employee medical insurance; in 2018, this amounted to more than

KZT 822 million.

Financial assistance is provided to employees requiring rehabilitation or treatment, in addition to payments on the

birth of a child, on retirement, to families with disabled children under age of 18 years and to large families. There are

also reward payments associated with employee work anniversaries.

The Company provides financial assistance to retired employees (of pension age), as well as charitable assistance to

retirees and their families to commemorate professional holidays, on anniversaries, in the event of a retiree’s death

and for medical reasons.

Collective agreements of the Group's companies also contain measures of social support for employees, similar to the

above or other measures of social support. Some Company entities provide benefits in excess of the norms guaranteed

by the laws of the Republic of Kazakhstan.

There is no difference in benefits for employees in full or part-time employment. 401-2

In addition, the following measures are taken to support employees made redundant by subsidiaries and affiliates:

Support with employment within the entities of the Group and outsourcing companies that provide services

to the Group;

Various requalification programmes are implemented;

Compensation packages. 404-2

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Remuneration system

The Company’s remuneration system is aimed at motivating employees to produce quality and efficient work. In

2018, the wages of production workers increased 4% from 2017, to average KZT 244,543 per month.

Table 58. Average monthly salary of Kazatomprom’s production staff (KZT)

Item 2018 2017 2016 Change

2018‒2017

Change

2017‒2016

Average monthly salary of

production staff (KZT) 244,543 234,029 215,889 4% 10%

* The indicator is calculated as the Pay Fund of production personnel in accordance with the labor report (Stat. Report) / actual

number of production workers

Table 59. Kazatomprom accrued salary pool (KZT million)*

Item 2018 2017 2016 Change

2018‒2017

Change

2017‒2016

Total wage pool 63,413 61,829 59,600 3% 4%

*Accrued wages, including all relevant taxes and deductions

The ratio of Kazatomprom’s entry-level minimum wage, for all of its enterprises, to the legal minimum wage of the

Republic of Kazakhstan is 1.04:1. 202-1

The Company does not discriminate between employees based on gender and pays men and women equally for their

work.

Diagram 8. Ratio of basic salary of men to women, by employee category (KZT ’000s) 405-2

Table 60. Ratio of standard wage of entry level employee to the established minimum wage in 2018 202-1

Indicator Including

Men Women

Minimum wage in the Republic of Kazakhstan (KZT) 28,284 28,284

Average wage of entry-level Group employee (KZT)* 29,360 29,360

Ratio 104% 104%

Note: * Base wage rate of an entry-level production employee

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SOCIAL STABILITY

NAC Kazatomprom JSC has a well-balanced HR policy and strives to create a comfortable working environment to

maintain social stability and bolster staff morale. 103-2

The Company has developed action plans to enhance social and working conditions at its enterprises, to ensure a

positive psychological environment, improve wellbeing and safety, organise catering, provide financial incentives for

employees, increase their qualifications, etc. The heads of Kazatomprom subsidiaries and affiliates are personally

responsible for implementing the action plan.

The Centre for Social Interaction and Communications conducts research to determine the Company's social stability

rating (index) annually to assess the level of workforce satisfaction and wellbeing, as well as staff involvement and

the level of social development among the Group’s enterprises.

In 2018, studies were conducted in 17 of Kazatomprom’s enterprises and put its social stability rating (index) at 80%.

Diagram 9. Kazatomprom’s social stability index/ratings, %

The result ranks the company ‘above average’ in terms of its level of social stability. Companies with such research

results are seen as paying greater attention to social-development issues. The social climate and general mood of

production personnel suggest a positive attitude and constructive approach to solving any problems that arise. The

index of social stability shows some fluctuations in values. Changes within (+ -5%) within this study are permissible.

In the long-term development, the Index value increased significantly from 66% in 2013 to 80% in 2018.

OCCUPATIONAL HEALTH AND SAFETY

Ensuring a safe work environment is the Company’s main priority. In addition to strict compliance with all applicable

laws, the Company takes a comprehensive approach to security, which includes international best practices in the field

of labour protection and industrial safety. 403-1

In accordance with the labor legislation of the Republic of Kazakhstan, Production Safety Councils have been

approved throughout the Company's enterprises, which include representatives of the employer and representatives of

employees, including technical inspectors, on a parity basis. Production councils do not replace industrial safety

services, but complement safety and labor protection, prevention of occupational injuries and occupational diseases,

as well as organize inspections of working conditions and labor protection at workplaces with the help of technical

labor inspectors. At the same time, the occupational safety and health council decisions are set to be binding on the

employer and the employees. 403-1

In support of the International Social Security Association (ISSA) initiative to improve safety, health and welfare at

work, the Company has registered as a member of the international Vision Zero project, reaffirming its commitment

to zero injuries in the workplace.

Based on the results of diagnostics of the corporate governance system of Kazatomprom, it was recommended to

develop a new process for identifying, assessing and managing workplace risks and managing production process

safety (PSM) in accordance with the requirements of the Reference Model on industrial safety as well as to revise the

identified risk of "industrial injuries" in the corporate risk map in terms of the risks causes and the effectiveness of

preventive measures. In order to implement this recommendation, the Department of Industrial Safety of

Kazatomprom has developed a new process - Behavioral audit, which monitors the behavior of workers during their

production tasks, the organization and conditions of workplaces / sites, the technical condition of equipment, tools

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and equipment. devices, availability of all necessary internal documents (instructions, procedures, standards, etc.).

The implementation of this process can have a positive effect on increasing the degree of security.

The company is constantly working to improve its safety culture and increase the level of informed compliance with

industrial safety requirements by employees and leaders at all levels. In 2018, the Company channelled

KZT 7.38 billion (KZT 300 million more than in 2017) to the implementation of measures to ensure it met legislative

requirements on labour protection and industrial safety and to improve working conditions. Over the past five years,

expenditure in these areas has shown steady growth. 403-7

Under the framework of Kazatomprom’s business transformation programme, the KAP20 project to implement a

target model for integrated security management has been implemented in the Company’s subsidiaries and affiliates.

ISO-14001 environmental management systems and OHSAS 18001 occupational health and safety management

systems have also been introduced in its subsidiaries and affiliates. 102-12

In 2018, in line with company policy, there were no industrial accidents, such as uncontrolled explosions, emissions

of hazardous substances or destruction of buildings.

Nine road accidents (without injury) and 12 other accidents were registered, however, including one fatal accident at

UMP JSC (the only fatal incident in the last three years). A tantalum production operator received an electrical injury

from an electrical furnace which tragically led to his death. Based on the investigation it was determined that the main

reason for the accident appears to have been a lack of risk assessment on working with hazardous energy sources.

Following an investigation into the accident, a system to shut down dangerous power sources is being introduced at

the Group’s enterprises.

In addition, as an indication of the leadership and involvement of Company managers in ensuring occupational,

environmental, industrial and radiation safety, it was decided that the occupational safety services of the Company's

subsidiaries, joint ventures and affiliates should come under the direct supervision of top managers. 403-9

As part of efforts to further improve the Company’s safety culture and to promote the application of international best

practices in the field of industrial safety, special attention is being paid to the use of preventive measures, including

identifying and responding to potentially dangerous situations.

To assess the effectiveness of labour protection measures, the Company uses as an indicator the lost time injury

frequency rate (LTIFR), which measures the number of incidents leading to loss of working time per 1,000,000 hours.

Table 61. Injury rates 403-9

Rate 2018 2017 Change (%)

1 Number of accidents 12 7 71

2 LTIFR rate 0,31* 0,15 107

3 Fatal accidents 1 ‒ ‒

4 Road accidents 9 7 28

* 2018 LTIFR data excludes the amount of time worked by MAEK-Kazatomprom LLP staff for the 2H2018.

ENVIRONMENTAL RESPONSIBILITY

The management of Kazatomprom and its subsidiaries and affiliates believes that improving environmental indicators

increases the Company's competitiveness. Kazatomprom strives to minimise the negative impact on the environment

and ensure the stability of the ecosystems in those areas where environmentally hazardous production facilities are

located. It does this by:

Improving the regulatory and technical base, developing and assisting in the adoption of technical regulations

and standards;

Introducing environmental management systems in accordance with ISO 14000, with a view to continuous

improvement in the area of environmental protection; 102-12

Creating a system of conditions and mechanisms to consider environmental aspects and mitigate

environmental risks at all stages of production activity;

Preventing pollution and reducing environmental impact through the integration of state-of-the-art

technologies; and

Ensuring the environmental and occupational safety compliance of the Company’s staff and contractors in

charge of work at Company facilities.

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The Company’s entities use an environmental management system, integrated Kazatomprom policy in HSE and

provision of nuclear and radiology safety which are revised regularly to take into account changes in market

conditions, production upgrades or new, relevant environmental requirements.

According to the results of Kazatomprom’s corporate governance system diagnostics, it was recommended to develop

a corporate plan / programme in order to improve the analysis and assessment of environmental aspects, which shall

include a section on monitoring of the timely receipt of emission permits. In order to implement this recommendation,

as part of the development, implementation, preparation for certification of the OHSAS 18001 and ISO 14001

management systems, the documentation on the occupational health and safety management system, including

environmental management and risk management, is being developed and updated. This initiative will be continued

in 2019.

Also in 2018, according to recommendations of independent consultants who performed diagnostics of the corporate

governance system, the Company’s risks have been revised and environmental risk with developed risk factors and

preventive measures for them have been included in the draft risk register for 2019 (the risk register was approved by

the decision of the Board of Directors of Kazatomprom No. 11/18 dated December 6, 2018).

In 2018, the total costs of environmental protection activities in the Company’s nuclear operations increased to

KZT 2,138.3 million, up KZT 127.3 million from 2017. Of this amount, KZT 1,124.6 million was directed to

improving technological processes, including the reduction of unorganised emissions to the environment.

KZT 51.03 million was spent on increasing the efficiency of existing dust and gas traps and water treatment plants,

while KZT 124.1 million was spent on scientific and design work in environmental protection areas.

The Company's enterprises managed to achieve a reduction in key environmental impact indicators (gross emissions

and discharges of pollutants) in 2018. Total gross emissions of pollutants for 2018 amounted to 1,866 tonnes, down

1,829 tonnes from 2017. Data for MAEK-Kazatomprom LLP are not taken into account here, because of the transfer

to Samruk-Kazyna.

A significant reduction in the emission of harmful chemicals during the reporting period was down to environmental

protection measures resulting from scheduled preventive maintenance of process equipment at the exhaust gas

conversion and final absorption stages, which saw the replacement of filters and demister units.

The volume of pollutants discharged by the company as a whole decreased by 9.5% in 2018. The emissions of MAEK-

Kazatomprom LLP for 2018 are not included in this figure.

However, some deficiencies and omissions were observed in the environment-related activities of the Company's

subsidiaries and affiliates. Many entities fell short on analysing and assessing environmental aspects, failed to

minimise the negative environmental impact of their activities or did not comply with the requirements of

environmental laws. Overall, the penalties imposed on the Company’s enterprises for non-compliance with

environmental laws decreased and amounted to KZT 15.3 million in 2018, of which KZT 13.6 million represent fines

imposed on UMZ JSC for operations at Karadzhal mine in 2018 and an enrichment plant in Kurchatov city, East

Kazakhstan Region, during the first five months of the year 2016, without the required environmental permits. Non-

financial sanctions have not been reported during this period. 307-1

WASTE MANAGEMENT

The Company’s production activities produce many different types of waste, among them:

Solid and liquid radioactive waste;

Overburden rocks generated during the mining of fluorite copper-molybdenum ores;

Drilling mud from the drilling of the wells at the ISL field testing site;

Fluoric gypsum from the production of hydrofluoric acid;

Ashes and slag waste from the production of thermal energy;

Municipal waste;

Waste oil products;

Car tyres.

Solid radioactive waste created during the production process occurs in:

Radioactive contaminated soil at sites where pregnant solutions are delivered through pipes;

Used ion-exchange resins removed from the production cycle;

Radioactive contaminated slurry from collecting tanks; and

Fragments of equipment and metal constructions removed from production.

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These types of solid radioactive waste are characterised as ‘low active’ and deemed fourth or fifth grade, which

indicates that they are the least hazardous solid radioactive waste. The Company’s mining facilities dispose of solid

radioactive waste in special disposal facilities certified by state ecological experts, in accordance with the regulations

of Kazakhstan.

The Company’s subsidiaries and affiliates manage industrial and radioactive waste in line with corporate standards

set by the Company, namely, the Rules of Production and Consumption Waste Management at Enterprises of NAC

Kazatomprom JSC and the Practical Guidelines for Management of Radioactive Waste Prior to Landfill.

In the reporting period, the Company’s subsidiaries and affiliates performed an industrial environmental monitoring

(IEM) exercise in accordance with environmental legislation. The IEM is carried out every quarter, with the

involvement of certified and accredited contractors (laboratories). Kazatomprom’s environmental impact in 2018 did

not exceed established environmental quality limits.

In 2018, the Company carried out an account and inventory of the sources of generation, storage and landfill sites, the

disposal and recycling of waste, production waste transferred to third parties for use, utilisation and recycling, and

disposal on specially allotted sites.

In 2018, the Company’s industrial sites generated 1,366,000 tonnes of waste.

Hazardous waste (38,401.54 kg) was transferred to specialized enterprises for disposal. Non-hazardous waste in the

form of drill cuttings (1,163,195.76 kg) resulted from drilling of technological and exploration wells are housed in

special sludge dumps and are reclaimed in accordance with the set procedures. Also, non-hazardous waste included

municipal waste (2,490.49 kg).

Most of the produced hazardous waste was transferred on a contractual basis to specialized enterprises. Waste

management methods were determined in accordance with the Environmental Code of the Republic of Kazakhstan. Waste emissions limits excess established by government agencies (1,812.9 thousand tons) is not recorded.

A detailed breakdown of the Company’s waste by type can be found in Table 64:

Table 62. Total volume of waste generated by Kazatomprom, by type (tonnes) 306-2

Waste type 2018 2017 2016 Change

2018‒2017

Change

2017‒2016

Industrial 1,253,500 797,100 443,600 57% 80%

Municipal 2,500 2,700 3,000 -7% -10%

Solid radioactive 3,900 11,500 2,900 -66% 297%

Liquid radioactive 106,100 125,500 111,100 -15% 13%

Total 1,366,000 936,800 560,600 46% 67%

The 57% increase in industrial waste in 2018 compared with 2017 was caused by the sub-grade drilling of wells and

the generation of overburden rocks at the Karadzhal fluorite ore deposit (EKR).

The Company’s subsidiaries and affiliates posted the following shortfalls and omissions during the reporting period:

The uptrend in the accumulation of production and consumption waste persisted, while there was insufficient

work carried out to utilise and recycle waste prior to disposal. Waste management systems needed

improvement. Just over 1% of the total volume of generated waste was disposed of. The remaining waste

was collected or buried.

A regulatory document governing the hazard-level determination and coding of drilled cuttings was

unavailable, resulting in the violation of both environmental and tax laws. It should be noted that the guidelines for hazard-level determination and the coding of drilled cuttings

generated at the construction of process wells at uranium deposits, developed as part of the Company’s plan

of action for an integrated approach to the development of its waste-management system for 2016–2020, has

been submitted to the state authorities for approval. Once approved, it will apply to all of the Company’s

uranium mining enterprises. The guidelines will enable problems regarding non-compliance with

environmental and tax laws to be resolved.

DIRECT GREENHOUSE GAS EMISSIONS

Experts from both the Company and the Environmental Regulation and Control Committee of the Ministry of Energy

of the Republic of Kazakhstan conduct continuous monitoring of atmospheric emissions at the Company’s uranium

production facilities.

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Table 63. Overall greenhouse gas emissions, CO2 (carbon dioxide) equivalent, thousand tonnes5 305-1

Indicator 2018 2017 2016

Change

2018‒2017

Change

2017‒2016

Direct greenhouse gas emissions

(coverage area 1)

132.48* 3,929 3,767 -97% 4%

* Substantial decrease in greenhouse emissions is associated with disposal of MAEK Kazatomprom LLP

Carbon dioxide accounts for more than 97% of all greenhouse gas emissions and is, therefore, regulated. Accordingly,

every year, prior to 1 April of the year following the reporting period, Company entities submit a greenhouse gas

emission inventory report to the Ministry of Energy of the Republic of Kazakhstan. The national plan for the

distribution of greenhouse gas emission quotas sets the limits for CO2 emissions.

ENERGY EFFICIENCY

The specifics of the Company’s production processes involve significant power consumption. Energy consumption

has become one of the Company’s biggest production costs. In addition, energy consumption and energy efficiency

directly affect its environmental indicators. 302-1

The Company has been making vigorous efforts to increase its energy efficiency, particularly in three key areas:

The modernisation of production process;

The readjustment of equipment; and

By promoting changes in staff behaviour.

Table 64. Energy consumption, thousand GJ 302-1

Energy 2018 2017 2016 Change

2018‒2017

Change

2017‒2016

Thermal energy 11,551 11,775 11,435 -2% 3%

Electrical energy 5,766 5,936 6,042 -3% -2%

Total energy

consumption 17,317 17,711 17,477 -2% -1%

The amount of electrical energy saved as a result of Company measures to reduce energy consumption and improve

energy efficiency was 170,000 GJ in 2018.

Table 65. Use of primary energy sources, GJ 302-1

Source type 2018 2017 2016 Change

2018-2017

Change

2017-2016

Non-renewable:

Coal 2,5 2,6 2,5 -5% 5%

Natural gas 77,434 75,438 75,837 3% -1%

Fuel (benzine, oil-fuel, diesel) 170 177 180 -5% -1%

Renewable:

Hydrogen* 44* 112* 30* -61% 273%

Note: *Hydrogen consumption is in tonnes

5 The gas emissions are estimated using the government-approved guidelines.

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The Group’s total consumption of fuel and energy resources in 2018 was 94,924,000 GJ.6 The total consumption

figure excludes hydrogen consumption of 38.28 tonnes. The hydrogen is produced at the UMP JSC station and used

for production purposes.

Kazatomprom’s has an energy management system in place in all of its entities, as required by MS ISO 50001. The

Company complies with Kazakh legislation governing the electric power industry and on energy saving and

improvements in energy efficiency. Consequently, it continuously conducts energy audits to assess the potential for

energy savings. After each energy audit, it develops strategies to save energy and improve energy efficiency. In line

with Kazakh law and the Company’s action plan for 2017‒2020, which seeks to implement its development strategy

for 2015‒2025, the Company developed a plan to save energy and increase energy efficiency at its mining enterprises.

The plan included:

Energy-saving measures;

Measures to speed up processes;

The introduction of effective new methods of repair and renewal;

A reduction in the consumption of reagents and materials; and

The reuse of materials and equipment.

The economic effect (fact) of these actions in 2018 was KZT 5,189 million. The Plan’s forecast economic effect was

KZT 3,550 million. Hence, the effectiveness ratio was 146%. In 2018, according to an analysis of Plan implementation

by Kazatomprom’s mining operations, planned operations were by and large completed.

WATER RESOURCES

A number of the Company’s subsidiaries and affiliates carry out extraction activity and the discharge of water involved

has an impact on sensitive water bodies, the largest of which is the Ulba River. 303-1

The 2018 figures do not include data for MAEK-Kazatomprom LLP, as the asset was transferred to Samruk-Kazyna.

This led to a significant decrease in the reported volume of water drawn and discharged.

In some regions, Kazatomprom supplies water to the local population and to local industry.

Water is used in accordance with permits issued by authorised bodies for the protection of water resources. Enterprises

keep strict control of all water drawn and recycled. The monitoring of wastewater quality is carried out by specialised,

accredited laboratories.

The Company actively uses water in its operating activities. Water use is significant in both primary production and

in the operation of desalination plants, where desalinated water is the end product.

The Company is also an active user of water in its production activities. It uses a considerable amount of water in its

main production activities and in the operation of osmosis plants, through which demineralised water becomes a raw

material for generating electricity that is supplied to the grid to meet the needs of the local population.

In 2018, the Company used more than 12.2 million m3 of water.

Table 66. Total water drawn, by source (thousand m3) 303-5

Source 2018 2017 2016 Change 2018‒

2017

Change 2017‒

2016

Surface water 951.1 1,200,372 1,249,917 -99.9% -4%

Ground water 9,955.4 14,806 14 659 -33% 1%

Municipal and other supply

systems 1,311.5 1,330 1 521 -1%

-13%

Total water drawn 12,217.95 1,216,508 1 266 097 -99% -4%

Kazatomprom seeks to reduce the amount of water it draws for production. To this end, a number of enterprises now

use closed water cycles. 303-2

6A formula taken from the «GRI 302: Energy» standard was used to calculate the total consumption of fuel and energy resources

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Table 67. Total volume of reusable water (thousand m3) 303-2

Indicator 2018 2017 2016 Change

2018‒2017

Change

2017‒2016

Total volume of reusable water 19,840 20,447 19,774 -3% 3%

Table 68. Total water discharge volume by source (thousand m3) 303-3

Wastewater receiver, thousand m3 2018 2017 2016 Change

2018‒2017

Change

2017‒2016

Caspian sea 0 1,154,910 1,202,440 -100% -4%

Ulba river 1,671 1,353 1,461 23% -7%

Containment pond 3,167.5 1,663 1,307 90% 27%

Evaporation fields 410.9 1,279 1,281 -68% -0.2%

Total 5,249.9 1,159,205 1,206,489 -99.5% -4%

Contamination of ground water

The monitoring of ground water is the most important environmental activity in uranium mining by the ISR method.

To monitor ground-water contamination, samples are taken from wells for analysis. To protect the ground water, the

mining area is enclosed by a sanitary area that extends 500 meters from the ore zone. Furthermore, radionuclide

contamination in water samples taken from monitoring wells may not exceed levels set by SERERS.

Except for the Ulba Facility, all of the Company’s uranium mining operations are located in desert areas of Kazakhstan

and are far removed from densely inhabited areas.

NUCLEAR SAFETY

Nuclear security measures are in place for all Company enterprises that carry out activities involving nuclear materials.

At present, UMP JSC possesses nuclear materials. The monitoring and supervision of nuclear fissile material (NFM)

is the responsibility of the Chief Physicist's Department. In 2018, the Chief Physicist's Department carried out the

following safety-related activities:

A regular nuclear-safety knowledge test to check the knowledge level of employees in the finished products

storage area, uranium production and support departments of UMP JSC, which work with NFM.

Review and approval of the design, engineering, detail and process documentation on nuclear safety of UMP

JSC subdivisions working with NFM;

In Q2 2018, an emergency response drill for staff and services in relation to a spontaneous chain reaction

(SCR) signal by the emergency alarm system at all nuclear hazardous units of UMP JSC;

In November 2018, an inspection of the nuclear safety status of UMP JSC.

A nuclear materials inventory and nuclear safety inspection are carried out at the Group's enterprises on a regular basis

to ensure nuclear safety. The absence of any faults and problems underscores the effectiveness of measures taken.

Radiation safety

In 2018, the Company carried out systematic process monitoring of the radiation environment in its workplaces,

premises, production sites and monitored areas.

Radiation factors at the production site and in sanitary protection and residential zones remained unchanged and equal

to the values for 2017. No radiation accidents and incidents occurred at the Company's enterprises in 2018. There

were no recorded values above the annual radiation dose limits set the Sanitation and Hygiene Standards and Sanitary

and Epidemiological Requirements for Radiation Safety (SHS SERRS), approved by Order of the acting Minister of

National Economy of the Republic of Kazakhstan, No. 155, of 27 March 2015.

In 2018, measures were taken to improve the radiation environment, including repairs on rooms and equipment, the

replacement of corroded or obsolete equipment, the repair and upgrade of ventilation systems, the removal of low-

level radioactive waste to disposal areas, the purchase of new radiation monitoring instruments and radiation safety

and protection training for staff. In 2018, 2,900 tonnes of low-level radioactive waste were removed from

Kazatomprom enterprises to low-level radioactive waste disposal areas, 31 new radiation monitoring instruments were

purchased and 464 employees completed radiation safety and protection training at licensed organisations.

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The average dose of radiation to which Kazatomprom’s staff were exposed in 2018 was 1.55 mSv per year, including

the natural background radiation. Permissible level - 20 mSv per year. At the same time the level of such natural

background radiation in areas where Company operates amounted 0.3-1.2 mSv per year. The average level in 2018

was 0.76 1.55 mSv per year after subtraction of the natural background radiation. For comparison purposes, the

population is typically exposed to natural background radiation of 1-3 mSv per year.

In 2018, the maximum annual effective dose of group A staff at the Company’s enterprises was 4.97 mSv per year,

down 10% from the maximum dose recorded in 2017.

DEVELOPMENT PLANS

The group is working to adopt best practices in the fields of health, safety and the environment and will continue to

consider these areas as issues of paramount importance in future.

To continually improve its HSE standards, the Company approved an environmental and social action plan (ESAP)

aimed at reviewing the findings and recommendations of SRK Consulting (UK) Limited (SRK), which analysed the

Group’s assets in June 2018. This series of initiatives is aimed at bringing the Company's practices into full compliance

with Good International Industry Practices (GIIP), in particular, with IFC Performance Standards, as well as with the

Guidelines on Occupational Safety and Environmental Safety. The plan includes a wide range of protection measures

relating to air, water, land, waste management, stakeholder participation, habitat review, land-cover restoration plans,

etc.

The overall objective of the ESAP is to move the Group from merely ensuring regulatory compliance to taking

proactive risk-based management of PB issues in accordance with international best practices in all aspects of the

Group’s activities over a five-year period.

The ESAP is based on the following key principles:

• Adoption of a risk-based and proactive management approach. The Group will move its focus on

maintaining regulatory compliance to a risk-based approach that goes beyond compliance, in order to achieve

an even higher level of environment, health and safety (EHSS) performance.

• Increases in headcount to support the timely implementation of the ESAP. The Company’s Board of Directors

has acknowledged the need for additional resources.

• Performance reporting and management review. The Company’s health and safety team will coordinate,

analyse and report to the Company’s senior management and Board of Directors on implementation of the

ESAP. In addition, senior management will review ESAP progress on at least a semi-annual basis.

The Board of Directors acknowledges the need for a paradigm shift and will consider the use of external expertise to

help guide the process. Trainings and workshops for Company and subsidiary management will be used to facilitate

the process.

The following table sets out the principal steps envisaged by the ESAPs:

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Table 69. Principal steps envisaged by the ESAPs

ESAP goal

Summary of actions

Outcome

Improved impact prediction

and monitoring

The EHSS reviews identified that operations require greater understanding of the

environmental and social context, while the impact assessment and monitoring

undertaken is currently focused on regulatory compliance, rather than geared to a

receptor-based approach. To address these gaps, the following actions are required:

Improved ability of operations to prove and ensure that

they are not having impacts on receptors.

• Further study of water resources, habitats and land use in the vicinity of the

mines to identify impact receptors.

• Refinements to impact predictions.

• Definition of cumulative impacts.

• Improvements in the monitoring and reporting of impacts.

Improved community stakeholder

engagement

The EHSS review identified that the community stakeholder engagement and

grievance management processes are currently not formally integrated into

management systems and otherwise not fully aligned with GIIP. To address these gaps,

the following actions are required:

Active engagement with communities, enhancing risk

management and constructive relationships with

surrounding communities.

• Undertake social scans that define how people are using land and water around

the mines.

• Community stakeholders to be identified by means of a formal stakeholder

identification and analysis exercise.

• Stakeholder engagement plans geared to more active engagement.

• Grievance procedures framed in the context of good international practices and

documented.

• Documentation of stakeholder engagement.

Improved control over low-level

radioactive waste service providers

The EHSS review identified a need to pay more attention to low-level radioactive

waste services, particularly services for the decontamination of metal low-level

radioactive waste, as well as better understanding of their capacity to handle large

quantities of radioactive waste at closure, including the process through which low-

level radioactive waste is disposed of. To address these gaps the following actions are

required:

Group enterprises will be able to prove that the

radioactive waste services used are responsible.

Improvement of closure plans by better understanding of

the capacity of radioactive waste facilities and metal

decontamination services.

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Table 69. Principal steps envisaged by the ESAPs

ESAP goal

Summary of actions

Outcome

• Where waste is sent to third-party waste facilities, enterprises must

ensure appropriate service agreements are in place (incorporating

liability transfer) and that they have evidence that the EHSS

performance of these facilities is acceptable.

• Group companies must also precisely estimate the quantities of

radioactive waste that will be generated at closure and confirm that the

available licensed waste facilities have capacity to receive such waste.

Improved closure planning The estimated closure costs for the mines were found to be low during the

EHSS review and were further reviewed and revised for the SRK report.

SRK’s EHSS review of non-mining assets also included an evaluation of the

estimated closure liabilities, in line with GIIP (while under Kazakhstan law,

an estimate of closure costs is only required for nuclear installations, which

has a specific definition in the applicable regulation and does not apply to

any of the Group’s facilities, or subsoil use obligations). The EHSS review

identified the need for the following improvements in closure planning:

The Group will regularly update its estimates with respect to both

statutory closure liabilities (required by Kazakhstan legislation)

and closure liabilities, in line with GIIP. The Group will then

ensure sufficient funds are in place to cover closure and

rehabilitation costs at the end of each respective asset’s life.

• Establishment of an internal closure planning group to regularly

review liquidation programmes and cost estimates.

• Update of closure plans and cost estimates on a regular basis.

• Closure criteria to be agreed with regulatory authorities and other

stakeholders and addressed in closure plans.

Health and safety and radiation safety The EHSS review identified that use of personal protective equipment (PPE)

was rigorous in most operations, but not all, while improvement to radiation

protection practices were required. To address these gaps the following

actions are required:

Further enhancement of safety performance.

• Further promote adherence to requirements to use PPE at all

operations.

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Table 69. Principal steps envisaged by the ESAPs

ESAP goal

Summary of actions

Outcome

• Establish capacity to monitor urine samples of personnel where

relevant.

• Incorporate requirements of the IAEA Safety Guide No. SSG-27 not

already covered in radiation management plans.

Increase the capacity of the corporate

Industrial Safety Department

An increase of the ISD’s headcount is required to meet the Group’s current

EHSS aspirations, handle the increasing volume of EHSS data being

collected from the operations and implement the ESAP.

The Company’s industrial safety team will be in a position to

guide, monitor, audit and report on implementation of the action

plan.

• Increase the capacity of the Company’s ISD team.

• Bring in external expertise to assist with impact identification and

training and mentoring of staff.

The Group also developed a set of key environmental performance indicators, to which the Group will strive, including for waste generation, waste emissions and discharge.

103-3

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INTERACTION WITH THE STAKEHOLDERS

A prerequisite to the successful implementation of any project is to build a constructive system of relationships with

stakeholders. Stakeholders are defined by the degree of their exposure to, or their opportunity to be exposed to, direct

or indirect positive or negative effects of the implementation activities, which may influence the production processes,

corporate governance or loyalty of the brand. The Company’s key stakeholders are staff and trade unions,

shareholders, suppliers, consumers, state and local government authorities, the mass media and local communities.

To organise effective, targeted interaction with the parties concerned, the impact the community groups have on the

Company’s operations and the impact the Company has on them have been evaluated on a 0 to 4 scale. 102-42

Figure 5. Map of Kazatomprom’s stakeholders

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Table 70. Stakeholders groups 102-40, 102-43, 102-44

Stakeholder Stakeholder’s interest in

the Company

Form of dialogue between stakeholders and

the Company

Degree

of

influence of the

stakeholder on

the Company

(1 to 4)

Degree

of

influence of the

Company

on the stakeholder,

1 to 4

1. Shareholders

• Economic profit/consolidated net profit/economic

performance

• Free funds for development and dividends

• Net asset value (NAV)

• Corporate governance rating

• Market share/market presence

• Minimisation of emissions to the environment

• Decisions of the general meeting of shareholders

• Decisions of the Board of Directors

• Joint working groups

• Meetings, negotiations and more

• Annual report

• Questioning

• Company internet resources

3.7 2.8

2. Partners

• Market share/market presence

• Specific production cost of U3O8 produced by the

Company and all uranium mining subsidiaries and

affiliates

• Founding treaties;

• Decisions of the general meeting of shareholders

• Board decisions

• Decisions of joint consultative and advisory

bodies

• Joint working groups

• Joint checks

• Meetings, negotiations

• Correspondence on the activities of the subsidiaries and affiliates

• Annual report

• Questioning

• Company internet resources

3.04 2.99

3. Creditors

• Economic profit/consolidated net profit/economic

performance

• Free funds for development and dividends

• Net asset value (NAV)

• The practice of investment and procurement/

benefits from the implementation of category-based

procurement strategies

• Business correspondence

• Regular analytical meetings, conversation

• Publication of information about the Company in

the media

• Annual report

• Company internet resources

2.94 2.33

4. Suppliers of goods,

works and services

• Free funds for development and dividends

• The practice of investment and procurement/

benefits from the implementation of category-based

procurement strategies

• Energy/specific weighting of energy costs in the

production cost of finished products

• Customer feedback

• Holding meetings, negotiations

• Signing agreements, memoranda, agreements on

strategic cooperation

• Annual report

• Company internet resources

2.55 3.08

5. Customers • Market share/market presence

• Product and service labelling

• Customer feedback

• Meetings, negotiations

3.23 3.21

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• Marketing communications

• Minimisation of emissions to the environment

• Agreements, memoranda, agreements on

strategic cooperation

• Annual report

• Company internet resources

6. Subsidiaries and

affiliates

• Employment, relationship of employees and

management, non-discrimination, level of

satisfaction with the work of employees, as well as

the work of Company-controlled services

• Training and education

• Enhance production safety culture

• Market share/market presence

• Product and service labelling

• Decisions of the Company as a

participant/shareholder of the subsidiaries and

affiliates

• Management hearings from subsidiaries and

affiliate companies

• Performance information/reports,

• production, investment and social plans/

commitments

• sent to the Company

• Annual report

• Questioning

• Company internet resources

2.64 3.30

7. Management and

personnel

• Employment, relations between employees and

management, non-discrimination, level of employee

satisfaction with the work of Company-controlled

services

• Training and education

• Improving the level of safety

• Culture of production

• Decisions of the Board, orders

• Hardware/ manufacturing/

• operational and other meetings

• Reports on current activities

• Inbound and outbound

• correspondence

• Verbal negotiation

• Instructing on production

• security

• Surveys, questioning, testing

• Company internet resources

• Social networks

• Hotline

• Internal corporate communication channels

2.98 3.44

8. Public authorities • Minimisation of emissions to the environment

• Compliance with requirements

• Verification of compliance of the Company's

subsidiaries and affiliates with the laws and

regulations of the Republic of Kazakhstan

• Reporting on the results of the Company's

financial and economic activities

• Providing information at the request of

government agencies in various areas of the

Company's activities

• Development of proposals for amendments and

additions to the Laws and regulatory acts of the

Republic of Kazakhstan

Coordination of the subsoil use contract and state

registration on the right of subsoil use

2.93 1.93

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• Licensing, checks on subsidiary and affiliate

fulfilment of licence and contract obligations

• Reports on subsidiary and affiliate fulfilment of

licence and contract obligations

• Annual report

• Questioning

• Company internet resources

9. Local executive

authorities

• Sponsorship and charitable assistance/indirect

economic impacts

• Compliance requirements

• Amount of recycled water

• Memoranda of cooperation between local

executive bodies and the Company in order to

support and develop the social sphere of the

regions

• General agreements between local executive

bodies and the Company on social financing for

the regions

• Company internet resources

• Social networks

• Hotline

2.24 2.10

10. Labour union • Enhance production safety culture

• Holding public hearings

• Informing on current activities of subsidiaries

and affiliates

• Letters (complaints) to the Company

• Company internet resources

• Social networks

• Hotline

1.83 2.47

11. Mass media • Creating a positive image of the Group

• Company internet resources

• Social networks

• Annual report

• Hotline

1.84 1.52

12. Public

organisations,

local communities

• Enhance production safety culture

• Amount of recycled water

• Sponsorship and charitable assistance/ indirect

economic impacts

• Compliance with requirements

• Minimisation of emissions to the environment

• Training and education

• Holding public hearings

• Informing on current activities of subsidiaries

and affiliates

• Letters (complaints) to the Company

• Company internet resources

• Social networks

• Hotline

2.02 2.52

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Getting feedback

The Company builds dialogue with stakeholders on various aspects of its activities. Notably, to obtain information on

their concerns and claims, the Company developed a mechanism for submitting and considering complaints and

grievances, through a feedback function on the Company’s external website, written request, or a telephone hot line.

Company enterprises monitor and review complaints and grievances and submit reports to Kazatomprom’s central

office on a quarterly basis. After appropriate checks, each application is followed up in order to rectify any non-

conformities or to give appropriate advice. 102-43

In 2018, 18 appeals were posted on the Company's corporate website at the CEO blog, including: 4 questions about

the Company, 6 social questions, 6 questions about career, and 2 marked as “other matters”. 4 questions were replied

and published on the site. The remaining questions were processed in working order (answers were provided via e-

mails and phone, etc.).

For regional groups with insufficient Internet skills (primarily local communities in remote areas), the Company holds

‘doors-open days’ and subsidiaries and affiliates allocate time for individuals to discuss their concerns. A schedule of

meetings is published in local mass media. 102-43

In 2018, 24 complaints were received from employees of Kazatomprom entities via “hotline”, including:

related to human-resource issues – 11 appeals;

ethical complaints – 6 appeals;

concerning purchasing - 5 appeals;

other issues - 2 appeals. 102-44

All complainants were given advice and explanations in relation to their concerns.

The following activities are held for employees to avoid repeated complaints and grievances and to improve working

conditions:

Annual staff meetings with management of Kazatomprom’s entities;

A forum on the internal website for discussing problematic issues;

Visiting hours for citizens to meet management at Kazatomprom’s subsidiaries;

Hotline numbers are made available at production sites and shops as well as at the Kazatomprom website

and websites of the Group’s companies (emails, phone#, etc.);

All complaints and grievances are considered in a timely manner;

Corporate newsletters are published containing information relevant to every enterprise and team;

Managers hold monthly meetings with employees on personal matters;

Complaint and proposal boxes are installed in public places (foyers, canteens and dormitories, for example).

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CORPORATE GOVERNANCE AND ETHICS Corporate governance rating

The Company is working to bring its corporate governance system in line with global best practices. Its corporate

governance rating is assessed on an annual basis using methods developed by independent consultants and approved

by the Company’s shareholders. Efforts are currently underway to improve the corporate governance system, in line

with the Activity Plan approved by the Company’s Board of Directors:

In 2018, at the request of Samruk-Kazyna JSC, an independent consultant conducted a reassessment of NAC

Kazatomprom JSC’s corporate governance system. The assessment was based on the methodology of diagnosing the

corporate governance system in legal entities, more than 50% of the voting shares of which are directly or indirectly

owned by Samruk-Kazyna JSC. This methodology was approved by the decision of the Board of Samruk-Kazyna JSC

on 26 September 2016 (No. 35/16). The methodology assesses the effectiveness of the Board of Directors and the

executive body, risk management, internal control and audit, the system of sustainable development, respect for

shareholders' rights, transparency.

Based on the outcome of the assessment, NAC Kazatomprom JSC has put in place an action plan to improve its

corporate governance system and regular reports on its implementation are provided to the Audit Committee and the

Board of Directors of NAC Kazatomprom JSC.

The assessment showed that the Company’s corporate governance rating had not changed. However, the independent

consultant report showed that the efficiency of the Board of Directors and the executive body had improved, as had

processes to ensure the transparency of Company activities. The corporate governance rating assigned as a result of

the diagnostic assessment meets the Company’s target for 2018 (a key performance indicator).

A plan of measures for the improving corporate governance system for 2019 was prepared and approved by the Audit

Committee and the Board of Directors of Kazatomprom on 19 February 2019.

CORPORATE GOVERNANCE STRUCTURE

102-18

The Company’s corporate governance system ensures proper management and control of activities and is aimed at

increasing long-term value and sustainable development. Good corporate governance is based on efficiency and

transparency.

The main tasks of the Company’s corporate governance system are to improve business transparency and to create

and maintain effective long-term relationships with shareholders and all stakeholders. The system is based on the

following principles:

Protection of rights and interests of shareholders;

Effective management of the Company and the effective functioning of the Board of Directors and Management

Board;

Transparency and objectivity of NAC Kazatomprom JSC activities;

Legitimacy and ethics;

Effective dividends policy;

Effective human-resources policy;

Occupational health and safety;

Environmental protection;

Settlement of corporate disputes and conflicts of interest; and

Share of responsibility and duly execution by the management bodies and personnel of the Company.

The bodies of the Company’s corporate governance system are:

Supreme body – General Meeting of Shareholders;

Supervisory body – the Board of Directors;

Executive body – the Management Board; and

The Internal Audit Service – which monitors and evaluates the Company’s internal control and risk management

systems .

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Figure 6. Corporate governance structure of NAC Kazatomprom, JSC

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CORPORATE GOVERNANCE CODE

Corporate governance code

The Company adopted its corporate governance code in 2015, based upon the corporate governance code of then sole

shareholder Samruk-Kazyna. The aims of the code are to improve corporate governance practices, ensure transparency of

governance, and underscore the Company’s commitment to following the standards of good corporate governance.

The code was developed in line with the legislation of the Republic of Kazakhstan and taking on board corporate governance

developments in Kazakhstan and around the world. The code establishes the principles that form the basis of the Company’s

corporate governance system.

Corporate governance is a complex, multi-layered system of relationships that is constantly evolving due to internal and

external factors and influences. The Company's decision to apply high standards of corporate governance are, first and

foremost, determined by its objectives to improve investment attractiveness and partner confidence. External factors that could

influence Company development, such as changes in the macroeconomic environment, pose challenges to corporate

governance. Hence, it is necessary to monitor external and internal changes and to analyse trends in global and national process

development that may have an impact on standards of corporate governance.

Compliance with the highest standards of corporate governance and transparency are key to improving the Company’s

investment attractiveness and its operational efficiency . These, in turn, will inspire confidence among potential investors, help

reduce the risks associated with inefficient use of resources, increase Company value and spread prosperity. The Company has

ensured that its corporate governance system complies with the listing rules of the world’s largest stock exchanges and the

main principles of corporate governance agreed by the global economic community (for example, the corporate governance

principles of the Organization for Economic Cooperation and Development).

Compliance with the corporate governance code

In line with Kazatomprom’s corporate governance code, the Corporate Secretary Service analysed the Company’s compliance

with the principles and provisions of the corporate governance code in 2019. According to the results of this analysis 87% of

the provisions of the Code were observed in full, about 4 % of the provisions of the Code were partly observed, none of the

applicable provisions were characterised as not observed and the remaining 9 % of the provisions of the Code were deemed

inapplicable.

For more information on compliance of Kazatomprom with the corporate governance code for 2018 please follow this link to

the relevant section on our website: https://www.kazatomprom.kz/en/investors/inie_otcheti_i_prezentatsii/page-1

AIX corporate governance principles

The Astana International Exchange (AIX) has established general corporate governance principles for companies whose shares

are listed on AIX. Kazatomprom’s corporate governance code is consistent with these principles to a large extent. Its corporate

governance code also contains certain provisions that ensure compliance with Samruk-Kazyna’s objectives and forecasts. Any

Group engagements in activities outside of its core business are subject to consideration and vetting by the Company’s Board

of Directors, which is chaired by an independent non-executive director and includes two more independent non-executive

members. By the end of December 2019, Samruk-Kazyna intends to have updated the Company’s corporate governance

code based on international best practices.

Differences between the Company's corporate governance code and the provisions of the UK corporate governance

code 7

The main differences between the Company's corporate governance code and the provisions of the UK Corporate Governance

Code are as follows:

In accordance with the provisions of the UK Corporate Governance Code, in the event that 20% or more of

shareholders vote against the recommendations of the Board of Directors, on announcing the results of such a vote,

the Company should explain what actions it intends to take to understand the reasons for the shareholders’ vote.

Updated information on shareholder opinions, as well as on measures taken, should be published no later than six

7 Differences are indicated on the basis of a literal comparison of the contents of the Company's corporate governance code and the UK

Corporate Governance Code. However, such differences do not imply complete non-compliance with the norms of the UK Code in

practice.

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months after the General Meeting of Shareholders. The Board of Directors should note the impact of feedback on

decisions made in the general conclusions of the Company's annual report, in the explanatory notes to the proposed

decisions of the General Meeting of Shareholders (if applicable).

- The Company’s corporate governance code obliges the Chair of the Board of Directors to build a constructive

dialogue between members of the Board of Directors, major shareholders and the Company’s executive body.

At the same time, the Chair of the General Meeting of Shareholders should strive to ensure that shareholders

receive answers to questions directly during the meeting. If the complexity of the questions does not allow

for immediate answer, the person (s) to whom the question was addressed should provide a written answer

as soon as possible after the conclusion of the General Meeting. In addition, major shareholders may hold

meetings with the Chair and members of the Board of Directors to discuss development strategy issues, elect

the head of the executive body and address other elements that affect growth in long-term value and the

sustainable development of the organisation. Such meetings are pre-planned and held in accordance with

approved procedures.

The UK Corporate Governance Code states that non-executive directors should play a major role in appointing and

terminating the powers of the executive body. It also stipulates the need for meetings of non-executive directors without

the participation of executive directors.

- The Company’s corporate governance code states that candidates for head of the Company must be approved

by the President or the Presidential Administration of the Republic of Kazakhstan (if the company is included

on a certain list, approved by Decree of the President of the Republic of Kazakhstan), the Board of Samruk-

Kazyna JSC, the Nominations and Remuneration Committee of the Board of Directors of Samruk-Kazyna

JSC and Chairman of the Board of Directors of Samruk-Kazyna JSC.

The UK Corporate Governance Code sets out the main responsibilities of the Company’s Nominations and

Remunerations and Audit Committees. It also cites the need to include a description of the main activities of these

committees in the Company's annual report.

- There is no such requirement in the Company’s corporate governance code.

The UK Corporate Governance Code prohibits the Chair of the Board of Directors from being a member of the Audit

Committee.

- There is no such restriction in the Company's corporate governance code.

The UK Corporate Governance Code requires that semi-annual and annual financial statements reflect the position of

the Company's Board of Directors on the acceptability of accounting approaches used in preparing the financial

statements and reveal any significant doubts about the Company's ability to continue such work for 12 months from

the date of approval of the financial statements.

- The Company’s corporate governance code does not require this.

The UK Corporate Governance Code prohibits the Chair of the Board of Directors from chairing the Nominations and

Remunerations Committee. The Chair of the Board of Directors can only be a member of the Nominations and

Remunerations Committee if they are an independent member of the Board of Directors.

- There is no such restriction in the Company's corporate governance code.

Under the UK Corporate Governance Code, the Remuneration Committee is responsible for the appointment of

remuneration consultants in respect of executive director pay. The views of the external consultant should be

independent in evaluating the external recommendations of third parties and obtaining the views of executive directors

and senior management.

- There is no such provision in the Company’s corporate governance code.

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The UK Corporate Governance Code sets out a detailed and long-term remuneration system, including the need for

long-term ownership of the Company's shares by its executive directors. There are also clarifications on the terms of

contracts concluded with Company directors.

- There are no such provisions in the Company's corporate governance code.

GENERAL MEETING OF SHAREHOLDERS

Samruk-Kazyna owns 85.08% of the Company’s outstanding shares, while 14.92% of the shares are in free float. Shareholders

operate in line with the competences stipulated by the Company Charter.

The key decisions taken by the General Meeting of Shareholders include:

Election and early removal of members to and from the Board of Directors of NAC Kazatomprom JSC;

Selection of an auditor for the consolidated and separate financial statements of NAC Kazatomprom, JSC;

Approval of the financial statements of NAC Kazatomprom, JSC;

Approval of dividends;

Approval of the Charter and Regulations governing the Board of Directors of NAC Kazatomprom, JSC and any

amendments thereto.

BOARD OF DIRECTORS

102-22

The Board of Directors is responsible for the general management of the Company’s activities. It directs the Company’s

strategy and policy and has the authority to make decisions on all aspects of the Company’s activities, except for those matters

expressly reserved for the General Meeting of Shareholders under JSC law, the law governing the Sovereign Wealth Fund,

other applicable laws and the Company’s charter. The Company’s Board of Directors operates in accordance with the principles

set out in the Charter, the corporate governance code and the regulations governing the Board of Directors. The powers of the

Board of Directors include, among other things:

Setting the Company’s priority business objectives and approving the Company’s strategy;

Approving the Company’s development strategy, development plans and budget;

Appointing the members of the Management Board, the Internal Audit Service, the Compliance Service and Corporate

Secretary;

Approving the terms for issuance of bonds and derivatives by the Company and the buyback of securities;

Making decisions on participation in the incorporation of other legal entities or ceasing participation in other legal

entities by way of transfer (or receipt) of some or all assets (other than where such action requires approval pursuant

to item (viii) of the General Shareholders’ Meeting);

Approving transactions or series of interrelated transactions resulting in the acquisition or divestment of assets with

the value of more than 10% of the total book value of the Company’s assets;

Making decisions on the conclusion of major transactions and related party transactions where the Company has

interest (other than transactions that fall under the responsibility of the General Meeting of Shareholders);

Approving purchases (divestments) by the Company of 10% or more of the shares in other legal entities;

Increases in the Company’s liabilities that are equal to 10% or more of its equity capital;

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Resolving any issues within the competence of the General Meeting of Shareholders in relation to stakes or interests

of 10% or more that are owned by the Company;

Preliminary approval of updates or amendments to the Company Charter; and

Approving transactions with state authorities, government bodies, state-owned enterprises (i.e., legal entities in which

the state owns 50% or more of the voting power) or legal entities affiliated with any of them, excluding (a) transactions

with dependent legal entities and Company subsidiaries and (b) transactions documented using templated agreements,

the forms of which are established by applicable law. Approval of such transactions requires the approval of the

majority of independent directors.

Members of the Board of Directors are appointed by a resolution of the General Meeting of Shareholders. Members of the

Board of Directors are elected for a term of up to three years. Members may be re-elected for a further period of up to three

years where performance is satisfactory. Any term of appointment to the Board of Directors for a period longer than six

consecutive years is subject to special consideration. An independent director cannot be elected to the Board of Directors for

more than nine consecutive years, apart from exceptional cases. In such cases, elections should be held annually, with a detailed

explanation of the reasoning behind the nomination of said candidate to the Board of Directors. 102-24

Individuals who are nominated (or recommended) for appointment to the Board of Directors as a representative of shareholders,

or individuals who are neither a shareholder themselves nor appointed to represent the interests of shareholders, are eligible

for election to the Board of Directors. The Board of Directors must have not less than six members, of whom at least 30%

must be independent directors.

The Board of Directors operates in accordance with an annual workplan and meeting schedule based on the principles of

rationality and effectiveness, but meet at least six times a year. If required, the Board of Directors may consider issues not

included in the workplan.

COMPOSITION OF THE BOARD OF DIRECTORS

The Board of Directors comprises seven members, including three Independent Directors. A description of the criteria for

compliance with the standards of independence of members of the Board of Directors is set out in the Articles of Association

and the Regulations on the Board of Directors, posted on the Company’s website.

Jon Dudas, the Chairman of the Board of Directors of the Company, in March 2019 (after the publication of the annual financial

statements and the opening of the trading period for the Company's insiders) acquired 2,000 GDRs of the Company. Relevant

information has been disclosed and reported to the stock exchanges.

Other members of the Board of Directors of NAC Kazatomprom JSC hold no shares (equity interest) in the Company, its

affiliates, the Company's suppliers or its competitors.

The Company’s current Board of Directors was elected on 14 August 2018 for a three-year term and the terms of the current

members of the Company’s Board of Directors expire on 14 August 2021. The current Board of Directors has the following

members:

Table 71. Board of Directors

Name

Year of birth

Title

Member of the

Board since

Jon Dudas ................................................ 1959 Chairman of the Board of Directors (independent) ............... 2015

Neil Longfellow ...................................... 1958 Board Member (independent) ................................................ 2017

Russell Banham ....................................... 1954 Board Member (independent) ................................................ 2018

Alik Aidarbayev ...................................... 1963 Board Member....................................................................... 2018

Beybit Karymsakov ................................. 1962 Board Member....................................................................... 2018

Kanat Kudaibergen .................................. 1979 Board Member....................................................................... 2018

Galymzhan Pirmatov ............................... 1972 Board Member, Chief Executive Officer ............................... 2017

The business address of the directors is 17/12. YE-10 Street, Nur-Sultan, 010000, Kazakhstan.

Jon Dudas, Chairman, Independent Director. Mr. Dudas was born in 1959 and is a UK citizen. He is a registered professional

mining engineer, having graduated from the University of the Witwatersrand, South Africa, with a Bachelor’s degree in mining

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engineering and a Master’s degree in mineral economics in 1984. Mr. Dudas also holds an MBA from Heriot-Watt University

in Edinburgh. Mr. Dudas began his working career at Rand Mines Ltd in 1984 and has held a variety of senior managerial

positions across a number of commodities and functions at companies such as Gencor Ltd and BHP Billiton, where he was

CEO of the Aluminium division. Since 2012, Mr. Dudas has been working as an independent corporate adviser to multinational

mining and professional service companies. An independent member of the Company’s Board of Directors since 2015,

Mr. Dudas was elected Chairman of the Board of Directors of Kazatomprom in August 2018.

Neil Longfellow, Independent Director. Mr. Longfellow was born in 1958 and is UK citizen. He is a chartered electrical

engineer and a Fellow of the Institute of Measurement and Control. Mr. Longfellow started his career in electrical engineering

in the UK. In 1991, he joined British Nuclear Fuels Limited, working at the Sellafield nuclear reprocessing plant in West

Cumbria, where he was Head of Reprocessing, before becoming Deputy Managing Director in 2007. In 2009, Mr. Longfellow

joined Westinghouse Electric Company as Managing Director of Springfields Fuels Limited and Vice President of the

European Fuel Business. In 2013, Mr. Longfellow joined Costain PLC as Director of Major Projects for the nuclear, oil and

gas sectors in the UK. Since 2015, Mr. Longfellow has been an independent consultant to the international nuclear sector.

Russell Banham, Independent Director. Mr. Banham was born in 1954 and is an Australian citizen. He has a Bachelor of

Commerce degree from the University of New South Wales, is a fellow of the Institute of Chartered Accountants Australia

and New Zealand, and a graduate of the Australian Institute of Company Directors. He began his career as an auditor in 1974

in the Australian operations of Andersen; he was admitted into the worldwide partnership in 1988 and worked until 2002.

From 2002 to 2007, Mr Banham was the Advisory Services Practice Leader of Ernst & Young in Brisbane, Australia. In 2007,

he was appointed as the Audit Function Leader and Executive Committee member of Deloitte CIS, based in Almaty,

Kazakhstan. In 2011–2014, Mr. Banham was Energy and Resources Industry Group Leader of Deloitte CIS, based in Moscow,

Russia. Since 2014, he has worked as an independent director on the boards of a number of international companies.

Alik Aidarbayev, Member. Mr. Aidarbayev was born in 1963 and is a citizen of the Republic of Kazakhstan. Mr. Aidarbayev

has a PhD in Engineering and is an honorary professor at Kanysh Satpayev National Technical University. He holds an MBA

from the Russian Presidential Academy of National Economy and Public Administration in Moscow. Mr. Aidarbayev has held

various management positions at Yuzhkazneftegaz, Kumkol-Lukoil (renamed Turgai Petroleum CJSC), Mangistaumunaigaz

JSC and NC KazMunaiGas JSC. He was General Director of KazMunaiGas Exploration & Production JSC from 2011 to 2013,

Governor of the Mangistau region from 2013 to 2017 and First Vice-Minister for Investment and Development of the Republic

of Kazakhstan in 2017–2018. Since April 2018, Mr. Aidarbayev served as Deputy Chairman of the Management Board of

Samruk-Kazyna JSC. Since November 2018 Mr. Aidarbayev has served as the Chairman of the Management Board of NC

KazMunayGas JSC

Beybit Karymsakov, Member. Mr. Karymsakov was born in 1962 and is a citizen of the Republic of Kazakhstan. He graduated

from the Almaty Institute of National Economy with a degree in the organisation of mechanised processing of economic

information and from Taraz State University with a law degree. Mr. Karymsakov has worked in the Tien-Shan cooperative as

an accountant and head of the Kordai district finance department. In 2003–2015, Mr. Karymsakov held a senior position with

the Almaty City tax authority. In August 2015, He was appointed Managing Director of National Company Astana EXPO-

2017 JSC. Currently, Mr. Karymsakov is the Managing Director for Economics and Finance at Samruk-Kazyna JSC. He was

elected as a member of the Board of Directors of Kazatomprom in April 2018.

Kanat Kudaibergen, Member. Mr. Kudaibergen was born in 1979 and is a citizen of the Republic of Kazakhstan.

Mr. Kudaibergen holds an MBA in International Management from the Geneva Business School and an MBA in Mining

Management from the NUST Moscow Institute of Steel and Alloys. Mr. Kudaibergen started his career in 2001 as a senior

prosecutor’s assistant at the Semirechenskaya transport prosecutor’s office. In 2007–2016, Mr. Kudaibergen held various

senior positions at Trading and Transportation Company LLP, including Lead Specialist of the Legal Department, Chief

Manager – Head of the Legal Department, Deputy General Director, First Deputy General Director and Chief Executive

Officer. In 2016–2018, he served as the General Director of Karatau LLP and Managing Director of Kazatomprom’s uranium

mining division. Since 23 April 2018, he has served as Chief Executive Officer of NMC Tau-Ken Samruk JSC.

Galymzhan Pirmatov, Member. For information on Mr. Pirmatov, please see the Management Board section.

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CHANGES IN THE COMPOSITION OF THE BOARD OF DIRECTORS IN 2018

By the decision of the then sole shareholder, on 23 April 2018, the terms of Board Members Kuanysh Abdugaliyevich

Bektemirov and Mazhit Abdykalikovich Turmagambetov were ended ahead of time. Beybit Yerkimbayevich

Karymsakov and Ardak Makhmuduly Kasymbekov were appointed to the Board of Directors.

In June 2018, the term of the previous Board of Directors expired.

In August 2018, a new Board of Directors was appointed, with John Dudas as Chairman and Alik Serikovich

Aidarbayev, Beibit Yerkimbayevich Karymsakov, Kanat Zhakypuly Kudaibergen, Russell Banham, Neil Longfellow

and Galymzhan Olzhaevich Pirmatov as members.

ACTIVITY OF THE BOARD OF DIRECTORS

In 2018, the Board of Directors held 12 meetings (eight in person), at which 135 issues were considered. Fourteen internal and

planning documents were approved and decisions were made to conclude 20 interested-party transactions. Also in 2018, the

Board of Directors made important decisions to improve corporate governance, personnel policy, risk management and the

Company’s internal control systems as well as the Company’s strategy.

The following issues, among other things, were considered during the reporting year:

Preliminary consideration of annual financial statements;

Appointment of new Board of NAC Kazatomprom JSC;

Appointment of the heads of executive bodies of subsidiaries and affiliates;

Preliminary approval of the transfer of Kazatomprom’s stakes in the authorised capital of MAEK-Kazatomprom LLP

and Kazakhstan Nuclear Power Plants LLP to Samruk-Kazyna JSC;

Approval of the roadmap for implementing the Company’s environmental and social action plan;

Agreement on the placement of securities between NAC Kazatomprom JSC, Samruk-Kazyna JSC and the

underwriting banks;

Approval of the action plan to improve the corporate governance system of NAC Kazatomprom JSC for 2018;

Other reports, work plans, key Company indicators, development programmes, etc.

Members’ attendance, in person at Board of Directors meetings in 2018 averaged 92%. The following table shows the

individual, in-person attendance records of members of the Board of Directors.

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Table 72. Attendance at meetings of the Board of Directors in 2018

Members of the Board of

Directors/Committee

Member attendance at meetings of the Board of Directors in 2018

8 F

ebru

ary

201

8

6 A

pri

l 2

01

8

24

Ap

ril

20

18

28

Ma

y 2

01

8

28

Ju

ne

201

8

15

Au

gu

st 2

018

29

Au

gu

st 2

018

26

Sep

tem

ber

20

18

19

Oct

ob

er 2

018

14

No

vem

ber

201

8

6 D

ecem

ber

20

18

26

Dec

emb

er 2

01

8

%

J. Dudas (Chair) + + + + + + + + + + + + 100

A.S. Aidarbayev

(appointed 14 August 2018) + - + + + - + 71

B.Y. Karymsakov

(appointed 23 April 2018)

+ + + + + + - + + + 90

K. Zh. Kudaibergen

(appointed 14 August 2018)

+ + + + + + + 100

R. Banham

(appointed 14 August 2018)

+ + + + + + + 100

N. Longfellow + + + + + + + + + + + + 100

G.O. Pirmatov + + + + + + + + + + + + 100

A.M. Kasymbekov

(appointed 23 April 2018,

member until 29 June 2018)

+ + + 100

A.U. Mamin

(member until 29 June 2018.)

+ + + + + 100

Z.F. Arslanova

(member until 29 June 2018)

+ + + + + 100

M.A. Turmagambetov

(member until 23 April 2018)

+ + 100

K.A. Bektemirov

(member until 23 April 2018)

+ - 50

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ASSESSMENT OF THE ACTIVITY OF THE BOARD OF DIRECTORS

An independent assessment of the activity of the Board of Directors was conducted in 2018. Along with the analysis of

Kazatomprom’s corporate governance system undertaken by Samruk-Kazyna JSC in 2018, independent consultants evaluated

the effectiveness of the Board of Directors, the committees of the Board of Directors, the chairman and the individual members

of the Board of Directors, and the corporate secretary. The report on the result of the independent assessment Board of

Directors’ performance contains an analysis of activities for 2015, 2016 and 2017.

An indepen assessment of the activity of the Board of Directors is conducted once every three years. Self-assessment is

conducted on an annual basis. The results of the assessment can trigger changes to the individual professional development

plans of the Board members or provide a basis for recommendations regarding recruitment or replacement of directors.

102-28, 103-3

ENGAGEMENT OF INDEPENDENT DIRECTORS

The Company is guided by the requirements of the Law of the Republic of Kazakhstan on Joint Stock Companies, the

Company’s Articles of Association, and the Regulations on Selecting Independent Directors of Sovereign Wealth Fund

Samruk-Kazyna JSC, which define the procedure for recruitment and selection of candidates on a competitive basis to the

position of independent directors, as well as the rules for carrying out a preliminary qualification assessment of candidates by

the Nominations and Remunerations Committee. 102-24

In accordance with the Company's corporate governance code, the Board established the independence of the directors and

believes that John Dudas, Russell Banham and Neil Longfellow are independent in nature and in their decision-making. The

Board of Directors has determined that there are no relationships or circumstances that have or could have a significant impact

on the independent decisions of these directors.

COMMITTEES OF THE BOARD OF DIRECTORS

To create a platform for active discussion and detailed analysis of issues related to the management of the Company, four

committees – the Audit Committee, the Committee on Strategic Planning and Investment, the Nominations and Remunerations

Committee, and the Committee on the Environmental, Health and Safety – operate under the Board of Directors. 102-18

Committee activity is subject to relevant Company regulations, which stipulate that only independent directors may be

appointed to the Audit Committee, and that independent directors should constitute a majority on other committees.

Audit Committee

The Audit Committee was formed as a consulting and advisory body of the Board of Directors and oversees the Company’s

financial reporting , internal control and risk management systems. The Audit Committee also monitors the Company’s

compliance with the provisions of its internal corporate governance documents. The Audit Committee operates for the benefit

of the shareholders and works to assist the Board of Directors by:

(i) Establishing an efficient control system on the Company’s financial and economic activities (including

completeness and authenticity of financial statements);

(ii) Monitoring the reliability and efficiency of internal control and risk management, as well as the execution of

corporate governance documents;

(iii) Control over the independence of internal and external audits, as well as procedures for compliance with the laws

of the Republic of Kazakhstan;

(iv) Other matters as required by the Company Regulation on the Audit Committee of the Board of Directors.

The Audit Committee is accountable to the Board of Directors, in accordance with the authority granted to it by the Board of

Directors and the Company’s Regulation on the Audit Committee of the Board of Directors. The Company’s Audit Committee

includes the following members:

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Table 73. Audit Committee members

Name

Year of birth

Other positions

Member of the

Committee since

Russell Banham ....................................................... 1954 Chairman of Committee, Independent Director .. 2018

Jon Dudas ................................................................ 1959 Member of the Committee, Chairman of the

Board of Directors, Independent Director .......... 2016

Neil Longfellow ...................................................... 1958 Member of Committee, Independent Director .... 2017

In 2018, the Audit Committee held 11 in-person meetings at which key issues of the Company’s business were discussed

including:

The interim and annual financial statements including reports from the Company’s external auditor;

Approval of the annual internal audit plan and review of the results of internal audit activities;

Reports on compliance programs;

The preparation of the Integrated Annual Report;

Review of the risk register, risk map and risk management activities.

The composition of and attendance data for the Audit Committee were as follows:

Table 74. Composition of and attendance at meetings of the Audit Committee in 2018

Committee members

Member attendance at meetings of the Audit Committee of the Board of Directors in 2018

23 J

an

uary

2018

5 F

eb

ru

ary

2018

28 F

eb

ru

ary 2

01

8

15 M

arch

20

18

19 M

arch

20

18

27 M

arch

20

18

18 A

pril

2018

31 M

ay

20

18

20 J

un

e 2

018

25 S

ep

tem

ber

201

8

21 N

ov

emb

er 2

01

8

%

R. Banham

(Committee Chair,

elected 15 August 2018)

+ + 100

J. Dudas + + + - - + + + + + + 82

N. Longfellow + + + + + + + + + + + 100

Z.F. Arslanova

(member until 29 June

2018)

+ + + + + + + + + 100

Strategic Planning and Investment Committee

The Strategic Planning and Investment Committee was formed as a consulting and advisory body to the Board of Directors. It

provides recommendations that shape the direction and priority of Company activities, drafts development strategy, plans

investment activity and determines the Company’s innovation strategy. The Strategic Planning and Investment Committee

operates for the benefit of Company shareholders and assists the Board of Directors by providing recommendations on:

(i) The development of Company strategy, the evaluation of the efficiency of measures to implement the strategy, the

means for achieving the goals of the strategy, internal Company documents related to the drafting of its strategy,

strategic decisions to increase efficiency from a short- and long-term perspective, strategic decisions on M&A

activities, and reorganisation procedures;

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(ii) Internal documents regulating Company investment activity, investment projects within in the framework of the

Company’s strategy, changes in accounting standards and legislation that could affect Company development, and

approval of company’s development master plan;

(iii) Review and evaluation of investment and innovation initiatives at all stages of development.

The Strategic Planning and Investments Committee is accountable to the Board of Directors, in accordance with the authority

granted to it by the Board of Directors and the Company’s Regulation on the Strategic Planning and Investment Committee of

the Board of Directors. The Company’s Strategic Planning and Investment Committee includes the following members:

Table 75. Strategic Planning and Investment Committee

Name

Year of birth

Other positions

Member of the

Committee since

Jon Dudas .......................... 1959 Chairman of Committee, Chairman of the Board of Directors,

Independent Director ................................................................................ 2016

Russell Banham ................. 1954 Member of Committee Independent Director .......................................... 2018

Neil Longfellow ................ 1958 Member of Committee, Independent Director.......................................... 2017

In 2018, the Committee on Strategic Planning and Investment held eight in-person meetings at which key issues of the

Company’s business were discussed:

Preliminary consideration of documents to be proposed to the Board of Directors containing information on the

implementation of the Company’s development strategy, the status of large-scale investment projects and

achievement of target values of strategic key performance indicators (KPIs);

Preliminary consideration and approval of the action programme and activity plans for implementation of the

Company’s development strategy and an elaboration of the recommendations for achieving its goals;

A benchmarking analysis report on NAC Kazatomprom JSC with respect to other uranium mining companies;

Reports on the implementation of the Company’s development strategy for 2015-2025 and issues related to achieving

strategic KPIs in 2018.

The composition of and attendance data for the Committee on Strategic Planning and Investments were as follows:

Table 76. Composition of and attendance at meetings of the Committee on Strategic Planning and Investments in 2018

Committee members

Member attendance at meetings of the Committee on Strategic Planning and Investments of

the Board of Directors in 2018

19 J

an

uary

2018

27 M

arch

20

18

18 A

pril

2018

24 A

pril

2018

31 M

ay

20

18

20 J

un

e 2

018

25 S

ep

tem

ber

201

8

20 N

ov

emb

er 2

01

8

%

J. Dudas (Committee Chair) + + + + + + + + 100

Banham R.

(elected 15 August 2018) + + 100

N. Longfellow + + + + + + + + 100

Z.F. Arslanova

(member until 29 June 2018) + + + + + + 100

T.B. Yerzhanov

(member until 29 June 2018) + + + + + + 100

Nominations and Remunerations Committee

The Nominations and Remunerations Committee was formed as a consulting and advisory body to the Board of Directors. It

provides recommendations on the efficiency of the Company’s personnel policy and evaluates the goals and results of activities

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of the Management Board and other employees appointed by the Board of Directors. The Nominations and Remunerations

Committee operates for the benefit of the shareholders and assists the Board of Directors by providing recommendations on:

(i) Attracting qualified specialists to the Board of Directors, the Management Board, the Company Secretary and other

positions filled or coordinated by the Board of Directors in accordance with a Board-approved list;

(ii) The formation of proposals for the Board of Directors on matters determining the remuneration of independent

directors, members of the Management Board, the Company Secretary, in accordance with the goals, objectives,

current status of the Company and the level of remuneration in similar companies, by type and scale of activity;

(iii) The Company’s personnel policy, the procedure for nominating members to the Board of Directors and Management

Board, policies on evaluating the activities of the members of the Board of Directors and the Management Board,

the Corporate Secretary, improving the qualifications of the members of the Board of Directors, and other matters

as decided by the Board of Directors.

The Nominations and Remunerations Committee is accountable to the Board of Directors, in accordance with the authority

granted to it by the Board of Directors and the Company’s Regulation on the Remuneration and Appointment of the Board of

Directors. The Company’s Nominations and Remunerations Committee includes the following members:

Table 77. Nominations and Remunerations Committee

Name

Year of birth

Other positions

Member of the

Committee since

Jon Dudas ........................... 1959 Chairman of Committee, Chairman of the Board of Directors,

Independent Director ................................................................................ 2016

Russell Banham .................. 1954 Member of Committee Independent Director .......................................... 2018

Neil Longfellow ................. 1958 Member of Committee, Independent Director.......................................... 2017

Nurlan Utenov .................... 1972 Committee expert (no voting power) ....................................................... 2018

In 2018, the Nominations and Remunerations Committee held 12 in-person meetings, at which key issues of the Company’s

business were discussed, including:

Consideration of key performance indicators of the executive officers of NAC Kazatomprom JSC;

Appointment of members of the Management Board of NAC Kazatomprom JSC;

Approval of the appointment of chief executive officers at certain subsidiaries and affiliates;

Plans for the succession of executive officers of NAC Kazatomprom JSC.

The composition of and attendance data for the Nominations and Remunerations Committee are as follows:

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Table 78. Composition and attendance at meetings of the Nominations and Remunerations Committee in 2018

Committee

members

Member attendance at meetings of the Nominations and Remunerations Committee of the Board of

Directors in 2018

23 J

an

uary

2018

20 F

eb

ru

ary 2

01

8

27 M

arch

20

18

17 A

pril

2018

18 A

pril

2018

24 A

pril

2018

20 J

un

e 2

018

28 J

un

e 2

018

25 S

ep

tem

ber

201

8

17 O

cto

ber

201

8

26 O

cto

ber

201

8

20 1

1 2

018

%

J. Dudas

(Committee

Chair)

+ + + - + + + + + - + + 83

N. Longfellow + + + + + + + + + + + + 100

R. Banham

(elected 15

August 2018)

+ + + + 100

N.K. Utenov

(elected 15

August 2018)

+ + + + 100

Z.F. Arslanova

(member until

29 June 2018)

+ + + + + + + - 88

K.A.

Bektemirov

(member until 23

April 2018)

- - - - - 0

Committee on the Environmental, Health and Safety

The Committee on Environmental, Health and Safety was formed as a consulting and advisory body to the Board of Directors.

It provides recommendations on improving the management system in the field of industrial, ecological and radiation safety,

the efficiency of communication with subsidiaries for the coordination policy implementation related to labour and

environmental safety, and the approval of the Company’s programmes on sustainable development, including labour and

environmental safety.

The Committee on Environmental, Health and Safety operates for the benefit of the shareholders and assists the Board of

Directors by providing recommendations on development of integrated Company policy related to labour, environmental safety

and radiation safety, as a part of the Company’s sustainable development plan to minimise chemical and radiation impact,

ensure environmental and personnel safety, improve production safety and automate technological processes, in addition to a

preliminary review of social issues.

The Committee on Environmental, Health and Safety is accountable to the Board of Directors, in accordance with the authority

granted to it by the Board of Directors and the Company’s Regulation on the Committee on Environmental, Health and Safety

of the Board of Directors. The Committee on Environmental, Health and Safety includes the following members:

Table 79. Committee on Environmental, Health and Safety

Name

Year of birth

Other positions

Member of the

Committee since

Neil Longfellow ................ 1958 Chairman of Committee, Independent Director ....................................... 2017

Jon Dudas .......................... 1959 Chairman of the Board of Directors, Independent Director ..................... 2016

Talgat Yerzhanov .............. 1984 Committee expert (no voting power) ....................................................... 2016

In 2018, the Committee on Environmental, Health and Safety held five in-person meetings at which key issues of the

Company’s business were discussed::

A report a corporate social accountability activities and the sustainable development of NAC Kazatomprom JSC;

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A report on the provision of decent social and working conditions for Kazatomprom’s production personnel;

Reports on work carried out to prevent industrial accidents at NAC Kazatomprom JSC.

The composition of and attendance data for the Committee on Environmental, Health and Safety are as follows:

Table 80. Composition of and attendance at meetings of the Committee on Environmental, Health and Safety in 2018

Committee members

Member attendance at meetings of the Committee on Environmental, Health and Safety of

the Board of Directors in 2018

19

Jan

ua

ry 2

018

15

Ma

rch

20

18

31

Ma

y 2

018

25

Sep

tem

ber

20

18

20

No

vem

ber

201

8

%

N. Longfellow

(Committee Chair) + + + + + 100

J. Dudas + - + + + 80

Z.F. Arslanova

(member until 29 June 2018) + + + 100

T.B. Yerzhanov

(named committee expert on

15 August 2018)

+ + + + + 100

MANAGEMENT BOARD

The Management Board is the executive body of NAC Kazatomprom JSC.

The Management Board is responsible for the day-to-day management and administration of the Company and is controlled

by the Board of Directors and the General Meeting of Shareholders. Activity of the Management Board of Company is

determined by the principles described in the Charter, the Company’s corporate governance code and regulations governing

the Management Board. Among other things, the Management Board’s responsibilities include the following:

(i) Approving the Company’s internal operational guidelines;

(ii) Appointing heads of branch and representative office;

(iii) Developing and implementing the Company’s business strategy and budget;

(iv) Making executive business decisions; and

(v) Implementing resolutions adopted by the Board of Directors and the General Meeting of Shareholders.

Members of the Management Board may be representatives of shareholders, or Company employees who are not shareholder

representatives, and are appointed and dismissed by the Board of Directors. The quantitative composition and term of office

of the Management Board is determined by the Board of Directors. The Management Board should consist of not less than

five people.

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COMPOSITION OF THE MANAGEMENT BOARD

By resolution of the Board of Directors of NAC Kazatomprom JSC dated 8 February 2018 (minutes of meeting No. 1/18), the

composition of the Management Board was set at six people, each with terms equal in length to the terms of the Management

Board of NAC Kazatomprom JSC. The Management Board of NAC Kazatomprom JSC was elected as follows:

Table 81. Management Board of NAC Kazatomprom JSC

Name

Year of birth

Title

Year when joined

the Group

Galymzhan Pirmatov ......... 1972 Chairman of the Management Board ....................................................... 2009

Marat Niyetbayev .............. 1956 Chief Director for Operations .................................................................. 1998

Baurzhan Ibrayev .............. 1958 Chief Director on Nuclear Fuel Cycle

and Atomic Energy .................................................................................. 2001

Meirzhan Yussupov ........... 1979 Chief Director for Economics and Finance.............................................. 2010

Riaz Rizvi .......................... 1972 Chief Strategy and Marketing Officer

(Chief Commercial Officer) .................................................................... 2017

Birzhan Duisembekov ....... 1971 Chief Business Support Director ............................................................. 2017

Galymzhan Pirmatov, Chairman of the Management Board. Mr. Pirmatov was born in 1972 and is a citizen of the Republic

of Kazakhstan. He has degrees from the Novosibirsk State University, the Kazakhstan Institute of Management of Economics

and Strategic Research (University of KIMEP), the Atkinson Graduate School of Management at Willamette University. His

previous roles include Financial Director of JV Altyn-Tas and Director for Investment at AIG Silk Road Capital Management.

In 2007, Mr. Pirmatov held the position of Managing director of Halyk Bank JSC. From 2007 to 2009 he was Vice-Minister

of Economy and Budget Planning of the Republic of Kazakhstan. From 2009 to 2011 - Vice-President for Economics and

Finance of NAC Kazatomprom JSC. From 2011 to 2015, he was President of Cameco Kazakhstan. Since December 2015,

Mr. Pirmatov has been Deputy Chairman of the National Bank of Kazakhstan. Mr. Pirmatov has served as the Chairman of

the Management Board of Kazatomprom since August 2017.

Marat Niyetbayev, Chief Director for Operations. Mr. Niyetbayev was born in 1956 and is a citizen of the Republic of

Kazakhstan. Mr. Niyetbayev graduated from the Kazakh Polytechnic Institute with a bachelor’s degree in the automation of

metallurgical production. He is a doctoral candidate in the field of technical sciences. Mr. Niyetbayev began his career at

Shymkent Lead Factory, starting as a fifth-grade smelter, rising to the position of General Director. Mr. Niyetbayev has held

managerial positions at various major organisations. Mr. Niyetbayev has worked for Kazatomprom for 21 years, holding the

positions of Mining Director of Kazatomprom and General Director of both Mining Company LLP and Ken Dala.kz JSC.

Mr. Niyetbayev has also worked as head of the Kazakhstan Branch of Eurasia Energy Holdings LTD and as Vice President

for Operations for Uranium One Inc.

Baurzhan Ibrayev, Chief Director of Nuclear Fuel Cycle and Atomic Energy. Mr. Ibrayev was born in 1958 and is a citizen

of the Republic of Kazakhstan. He graduated from the Kazakh State University (S.M. Kirov). He holds a doctorate in physical

and mathematical sciences and is National Academician of Natural Sciences of the Republic of Kazakhstan. Mr. Ibrayev started

his career in 1983 as a junior researcher at the Institute of Nuclear Physics at the Academy of Sciences of the Kazakh SSR. He

then worked as a senior lecturer, associate professor and head of the Department of Optics and Plasma-Physics at Kazakh

State University (Al-Farabi), latterly as Deputy Director of the Physics Department. In 1996, Mr. Ibrayev passed IAEA training

at the Berlin Centre for Neutron Research (operating in the BER-2 reactor) and, in 1999, he became a director at the Scientific

Research Institute of Experimental Theoretical Physics (SRI ETF). Since 2001, Mr. Ibrayev has headed up Kazatomprom’s

Company Mining Group No. 6, as well as its MAEK-Kazatomprom LLP, Mining Company LLP, Ken Dala.kz LLP and DP

Ortalyk LLP subsidiaries.

Meirzhan Yussupov, Chief Director for Economics and Finance. Mr. Yussupov was born in 1979 and is a citizen of the

Republic of Kazakhstan. He graduated from the Middle East Technical University with a degree in economics and

management, the London School of Economics with a Master of Science in Economic Development Management (Department

of Economics) and from Harvard University with a Master in Public Administration. Mr. Yussupov started his career as the

deputy director of the Marketing and Internal Audit Department at Turkuaz Group. From 2003 to 2006, he worked at Demir

Kazakhstan Bank JSC and held various positions at Samruk-Kazyna. In 2009–2010, Mr. Yussupov worked in public service,

as a Deputy Director of the Investment Policy Department of the Ministry of Economy and Budget Planning of the Republic

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of Kazakhstan. In 2010, he took up the position of Director of the Department of Corporate Finance and Treasury for

Kazatomprom. In 2015, Mr. Yussupov was appointed Chief Director of Economics and Finance at Kazatomprom.

Riaz El Hasan Sayed Rizvi, Chief Strategy and Marketing Officer (Chief Commercial Officer). Mr. Rizvi was born in 1972

and is a Dutch citizen. He holds a Bachelor of Science degree in business administration from Kings College, an MBA and

Doctorandus in Business Administration from Nijenrode University. Mr. Rizvi started his career as Country Director of

Uzbekistan in a multi-family office, then worked as Country Director for the Republic of Georgia and Project Officer for

Bosnia and Herzegovina for the Independent Bureau for Humanitarian Issues. From 1999 to 2001, Mr. Rizvi was Head of Coal

Origination for Enron Europe Limited. From 2001 to 2004, we held the position of Head of Origination for American Electric

Power and, from 2004 to 2009, he was Co-Head of the Constellation Energy Commodities Group. Between 2009 and 2016,

Mr. Rizvi served as CEO and Founder of NuCap Limited. Since March 2017, he has been Chief Strategy and Marketing

Director of Kazatomprom.

Birzhan Duisembekov, Chief Business Support Director. Mr. Duisembekov was born in 1971 and is a citizen of the Republic

of Kazakhstan. In 1993, he graduated from the Lenin Kazakh Polytechnic Institute in Almaty with a Bachelor’s degree and

mining engineer’s qualification in technology and the general mechanisation of underground development of mineral deposits.

In 2006, Mr. Duisembekov graduated from the Atyrau Oil and Gas Institute with a degree in economics. He began his career

as a level 3 miner in the mine area of Almatymetrostroy Trust. Mr. Duisembekov has held executive positions at Uzenmunaigaz

JSC, Embamunaigaz JSC, KazMunaiGas EP JSC, Kazyna Capital Management JSC, JV Kazgermunai LLP,

AktauNefteService LLP, Offshore Oil Company KazMunaiTeniz JSC, in Samruk-Kazyna JSC Group companies and in

Kazakhstan second-tier banks. Mr Duisembekov has worked for Kazatomprom since October 2017.

Beksultan Bekmuratov, Chief Transformation and IT Officer. Mr. Bekmuratov was born in 1986 and is a citizen of the

Republic of Kazakhstan. In 2009, he graduated in engineering from the Russian State University of Oil and Gas. From 2011

to 2013, Mr. Bekmuratov held the position of Health and Safety Adviser at Shell. From 2014 to 2018, Mr. Bekmuratov worked

as transformation project manager at Samruk-Kazyna. Since February 2018, Mr. Bekmuratov has been Chief Transformation

and IT Officer at Kazatomprom.

Table 82. Member attendance at meetings of the Management Board of NAC Kazatomprom JSC

Member Attendance

at meetings (no.)

% Membership

during the reporting period

G.O. Pirmatov 28 76 1 January – 31 December 2018

B. Zh. Duisembekov 30 81 8 February – 31 December 2018

B.M. Ibrayev 34 92 1 January – 31 December 2018

M.A. Nietbayev 30 81 8 February – 31 December 2018

R. Rizvi 27 73 1 January – 31 December 2018

M.B. Yussupov 35 95 1 January – 31 December 2018

According to the Regulations on the Management Board of NAC Kazatomprom JSC, approved by resolution of the Company's

Board of Directors No. 8/10 of 26 July 2010, the Management Board can make decisions in the following ways:

Voting in person (in presentia);

Absentee voting (in absentia); or

Combined voting.

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ACTIVITY OF THE MANAGEMENT BOARD IN 2018

During the reporting period, the Management Board held 37 meetings, at which 320 issues were considered. It made and signed

off on 822 decisions by way of 288 in-person and 534 absentee votes:

One hundred and twenty-two issues were submitted for consideration and approval of the Board of Directors of

NAC Kazatomprom JSC in 2018. These included the approval of internal and planning documents, the conclusion of

transactions in which the Company had an interest, decisions on the transfer of subsoil use rights, the acquisition or

divestment of shares in the authorised capital of other legal entities, the approval of annual financial statements and

the distribution of dividends. They also included Management Board reports on risk management, production safety,

the execution of measures to improve the corporate governance system and the implementation of large investment

projects, the conclusion of interested-party transactions (decisions on which were taken by the Board). Further

decisions included approval of the business plan implementation report and the business plans itself, amendments to

the Company’s subsoil use contracts, approval of key performance indicators for the Chairman and members of the

Board for 2018 and approval of the organisational structure of the Central Office, total number of employees, etc.

Decisions were taken on the conclusion of 110 transactions in which the Company had an interest, or in which the

Company acted as a representative or intermediary of its affiliates. Decisions on the conclusion of transactions in

which Kazatomprom had an interest were taken by the Board in accordance with (i) Article 21 of the Law of the

Republic of Kazakhstan on the National Wealth Fund, dated 1 February 2012, No. 550 IV, (ii) paragraph 1 of Article

71 of the Law of the Republic of Kazakhstan, dated 13 May 2003, No. 415-II, on joint stock companies, and (iii)

Clause 3 of the rules for concluding transactions between organisations belonging to Samruk-Kazyna Group, in

respect of which the Law of the Republic of Kazakhstan "On Joint-Stock Companies" establishes special conditions

approved by the decision of the Board of Directors of Samruk-Kazyna JSC on April 27 2009 №18;

Sixty transactions were considered, as a result of which NAC Kazatomprom JSC divested and/or acquired property

with a value of less than 10% of the total value of the Company’s assets. Its conclusions were made in accordance

with Clause 2 of Article 180 of the Law of the Republic of Kazakhstan on State Property.

Seventy-four decisions were taken on matters relating to the competence of the General Meeting of Shareholders

(participants) of a legal entity, the shares (shares in the authorised capital) of which belonged to the Company, where

NAC Kazatomprom JSC acted as the sole participant (DP ORTALYK, Kazatomprom-SaUran LLP, Institute of High

Technologies LLP, Korgan-Kazatomprom LLP, RU-6 LLP, Astana Solar LLP, Kazakhstan Solar Silicon LLP, MK

KazSilicon LLP, LLP KAP Technology, JSC TN KazakAtom AG, LLP MAEK-Kazatomprom, JSC KAES and LLP

SARECO).

Board decisions were made on 262 issues to determine the position of the Company as a shareholder in legal entities

in which NAC Kazatomprom JSC was not sole shareholder for the purposes of subsequent voting by authorised

representatives at General Meetings of Shareholders. These included the activities of APPAK LLP, Semizbay-U LLP,

Karatau LLP, JV Akbastau JSC, Zarechnoye JV JSC, KATKO JV LLP, Inkai JV LLP, Kyzylkum LLP , LLP JV

Khorasan-U, LLP JV UGHK, LLP Baiken-U, LLP S P Budenovskoye, JSC UMZ, JSC IUEC, JSC ECC, JSC JV

UKRTVS, LLP Uranenergo, JSC Volkovgeology, LLP SKZ-U, JSC Kaustik, LLP Trade and Transport Company,

Kazatomprom-Damu LLP, Kyzyltu LLP and JV Betpak Dala LLP.

Fifty-two internal documents were approved. These included the Company’s implementation plan and higher-level

roadmap for 2018‒2028 development strategy; the Group’s corporate tax policy, tax control regulations and tax risk

processes; the information technology strategy for 2018‒2028; an update of the business transformation programme

charter; data-management concepts; rules for candidate selection for heads of executive bodies of subsidiaries and

affiliates and the creation of a committee for the selection of candidates for heads of subsidiary and dependent

companies; instructions on the accounting of sulphuric acid for the preparation of reserves for uranium mining and

the determination of a unified method for the accounting of sulphuric acid for acidification; provisions for the

Investment Committee; and funding strategies for 2018-2028.

One hundred and forty-two decisions were taken on various issues, including an update of the limits on Group

balance-sheet and off-balance-sheet obligations to second-tier banks and a revised list of second-tier banks with which

deposits of free cash may be placed temporarily; approval of a list of managerial successors; approval of the Board’s

workplan for 2018; and the appointment of the Investment and Risk Management Committees.

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Table 83. Number of issues considered by the Management Board in 2017‒2018

Indicator 2018 2017 Change Number of in-person meetings 37 36 3% Number of issues considered at meetings in person

(including issues considered that were not on the agenda) 288 254 13%

Number of issues considered at meetings in absentia 534 582 -8%

MANAGEMENT BOARD COMMITTEES

The following are Management Board Committees aimed at enhancing the effectiveness of resolutions made by the

Management Board:

Risk Management Committee

The Risk Management Committee is a key working body that considers and makes suggestions on the Company’s risk

management.

The main functions of the Risk Management Committee are as follows:

1. The consideration and preliminary approval of drafts of internal and other documents on Company risk management

(including policy and rules);

2. The coordination of the interaction between structural subdivisions in relation to risk management;

3. The consideration and approval of Company risk appetite and level of risk tolerance;

4. The review and approval of limits for banks and the list of second-tier banks for temporary deposit of free funds (if

necessary);

5. The consideration and approval of the Company’s risk register, including consolidated action plans for risk

minimisation, and risk map;

6. The consideration and approval of key risk indicators;

7. The consideration and approval of risk matrices and controls;

8. The preparation of proposals on the organisation and maintenance of an effective risk management system;

9. The consideration and approval of risk owners on the basis of the risk register. 102-18

Investment Committee

The main purpose of the Investment Committee is to make recommendations and suggestions to improve the efficiency of the

investment activities of the Company, its subsidiaries and affiliates.

The main functions of the Investment Committee are as follows:

1. The approval of internal regulatory documents on investment activity;

2. To consider, implement and make recommendations in accordance with established procedures:

- on the investment initiatives of the Company, its subsidiaries and affiliates;

- on the acquisition or sale by the Company or its subsidiaries and affiliates of shareholdings in other legal entities,

the merger of subsidiaries and affiliates with third-party legal entities, and the creation of new legal entities for

the purpose of implementing investment projects;

- on organic growth projects;

- on M&A projects;

- on creating working groups for the implementation of investment projects; and

- on other issues as required by the company’s internal rules and practices.

3. The issuance of recommendations on Company investment initiatives to be submitted for consideration to Samruk-

Kazyna JSC. 102-18

Credit Committee

The main purpose of the Credit Committee is to implement the Company’s credit policy in accordance with the requirements

of Samruk-Kazyna JSC and to ensure the timely and qualitative adoption of resolutions on issues associated with the

Company’s granting of loans.

The main functions of the Credit Committee are as follows:

1. The consideration and preparation of recommendations on loan applications, including an analysis of expert estimates

of the actual and planned financial indicators on which approval is based, and the verification of mortgage security;

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2. The determination of the terms of the loans being granted, such as the amount, term, purpose, interest rate, security,

repayment schedule for principal and interest, etc.;

3. The consideration and decisions on the scheduled and unscheduled monitoring of credit activities;

4. The consideration and preparation of recommendations on decisions related to loan restructuring and problem loans;

5. Other questions related to credit activity of the Company. 102-18

Specialised Scientific and Technical Council

The Specialised Scientific and Technical Council (SSTC) is a key working body for implementing the Company’s strategic

approach to scientific, technical and innovative development.

The main functions of the SSTC are as follows:

1. The formation, updating and implementation of the strategic approach to Kazatomprom’s scientific, technical and

innovative development;

2. The application of scientific achievements and new technologies for the benefit of Kazatomprom, its subsidiaries and

affiliates;

3. The consideration and agreement of strategic plans for research and development and innovative work at

Kazatomprom, its subsidiaries and affiliates;

4. The updating and monitoring of the research, development and design work performed for Kazatomprom. 102-18

REMUNERATION OF DIRECTORS AND EXECUTIVES

In accordance with the Company’s charter, the remuneration of the members of the Board of Directors is determined by the

General Meeting of Shareholders, while the remuneration of the Chairman of the Management Board and the members of

Management Board is determined by the Board of Directors.

In accordance with the law of the Republic of Kazakhstan on joint stock companies, by decision of the Company’s General

Meeting of Shareholders, independent members of the Board of Directors shall be remunerated and reimbursed expenses

related to the execution of their functions.

The Company approved its rules of remuneration, bonuses and benefits for senior management on 28 June 2017 and these

set out the procedure and terms of payment.

Total remuneration for the Management Board members and independent members of the Board of Directors of NAC

Kazatomprom JSC in 2018 totalled to KZT 932,197,628 (before taxes).

STATEMENT OF RESPONSIBILITY OF MEMBERS OF THE BOARD OF DIRECTORS

AND THE MANAGEMENT BOARD

In accordance with the Company’s corporate governance code, the Board of Directors and the Management Board are

responsible for the accuracy of the Company’s annual report and financial statements.

According to the disclosure and transparency rules of the United Kingdom Financial Supervision Authority (Disclosure and

Transparency Rules of the Handbook of the Financial Conduct Authority), each member of the Board of Directors confirms,

based on the information he has, that:

The financial statements have been prepared in accordance with IFRS, provide a true and reliable reflection of the

assets, liabilities, financial condition, results of the financial and economic activities of the Company and

consolidated balance of the Company with its subsidiaries;

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The management report includes accurate data on the development and indicators of financial and economic

activities and the financial condition of the Company and its subsidiaries, as well as a description of the most

important risks and uncertainties that they face.

As of the date of preparation of this integrated report, none of the members of the Board of Directors or the Management Board

has, over the past five years:

had a criminal record for offenses related to fraud;

been a member of the administrative, managerial or supervisory bodies of any company or partner in any partnership

at the time or in anticipation of the bankruptcy process, property management due to insolvency or liquidation; or

been subject to official public charges or sanctions by a government organisation or regulatory body (including a

professional body) and has never been deprived of the right, upon a court order, to act as a member of the

administrative, management or supervisory bodies of a company or to participate in the management of a company

or doing her business.

EMPLOYMENT AGREEMENTS OF SENIOR MANAGEMENT

The company enters into fixed-term employment contracts with the Members of senior management for a fixed term. Under

such agreements, members of the Company's top management receive bonuses or other forms of remuneration in addition to

their regularly paid salary.

Each member of senior management signs an individual employment contract, the terms and conditions of which must fully

comply with Kazakhstan legislation, including the Labour Code. These conditions usually include a five-day, 40-hour week,

an eight-hour working day, an annual vacation of 30 calendar days, the Company's insurance against life and health hazards

arising from the performance of its duties, and medical insurance.

CONFLICTS OF INTEREST

The Code of Ethics and Compliance of the Company, approved by a decision of the Board of Directors, defines the grounds

for the occurrence of conflicts of interest, as well as procedures for their prevention. The Company’s regulations on the

resolution of corporate conflicts and conflicts of interest were approved by the Board of Directors on 10 March 2011. There

are no actual or potential conflicts of interest between the obligations of the Members of the Board of Directors or the

Management Board prior to joining the Company and the private interests or other duties of the Members.

The Code of Ethics and Compliance expressly prohibits the participation of members of the Board of Directors, the

Management Board, as well as other employees of the Company in actions that may lead to a conflict of interest.

A similar practice is being introduced in the subsidiaries of the Company.

The Company is taking measures to raise the awareness of members of the Board of Directors, the Management Board, and

other employees about the Company's policy for preventing conflicts of interest, including training, explanatory activities, and

periodic testing of knowledge of the principles of ethics.

The company requires its suppliers to join the Kazatomprom Code of Suppliers and Contractors, which includes provisions

for the prevention of conflicts of interest. An additional tool to minimize the risk of conflict of interest is the Anti-Corruption

Clause, which is included in the Company's procurement contracts.

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INTERNAL AUDIT SYSTEM The Company has an Internal Audit Service, the independence of which is ensured by its functional subordination to the

Board of Directors. Functional subordination includes the appointment of Internal Audit Service employees, the

determination of remuneration, approval of policies/procedures for internal audit, the annual audit plan and financial budget.

The Internal Audit Service assesses and contributes to the improvement of the corporate governance, risk management and

control processes of the Group organisations using a systematic, consistent and risk-oriented approach.

It applies International Internal Audit Standards in its activities and complies with the Code of Ethics for Internal Auditors.

In 2018, Internal Audit Service did not encounter any cases of obstruction of audit or interference with the activities of the

Internal Audit Service by the Company’s executive body.

All employees of the Internal Audit Service confirm annually their independence from the audited entities included in the

annual audit plan approved by the Board of Directors.

Service performance results are regularly discussed and evaluated by the Audit Committee.

ORGANISATIONAL STRUCTURE OF THE COMPANY’S CORPORATE CENTRE

The Company comprises a Corporate Centre with a clear functional structure. As part of its transformation programme, the

Company plans to take a process management approach to its main activities in the future. KAP3

The organisational structure was formed by taking into account the target business processes necessary to implement the

strategic goals and objectives of the Group in all key areas of its activities. The best practices of comparable companies of in

the global uranium and nuclear industries were used, as were the legislative requirements of the Republic of Kazakhstan and

the requirements of shareholders.

CORPORATE ETHICS

The Company recognises that transparent business, including combating corruption, is a necessary factor in dealing with

stakeholders and building trustful internal corporate relationships. Thus, the social and economic environment in which the

Company operates is improved by increasing the reliability and integrity of transactions, preventing corruption and providing

reliable information for decision-making by stakeholders.

All employees of the Company are made familiar with the Code of Ethics and Compliance as a part of the hiring process, as

well as any amendments to the Code. To confirm their familiarisation with the Code, every employee signs a familiarisation

form. 102-16

Periodic testing of personnel is carried out to check their understanding of the provisions of the Code of Ethics and Compliance.

The Company is committed to high standards and principles of corporate ethics provided for by the Code of Ethics and

Compliance and commits to:

Using and improving policies and practices that help to prevent bribery, extortion and the facilitation of remuneration

and other corrupt practices, including the imposition of anti-corruption obligations on suppliers;

Counteracting the legalisation of illegally gained income;

Prevent conflicts of interest, including situations of joint employment of spouses and close relatives;

Prevent discrimination and other manifestations of ethical violations;

Ensuring compliance with the requirements of legislation, the Company charter, listing requirements, and the terms

of international treaties and to establishing sanctions for their violation;

Ensure occupational safety and respect the environment;

Raising the awareness of personnel about the importance of compliance with the requirements of the law, encouraging

employees to report incidents of violation of the Company's policies, rules and procedures;

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Demonstrating that the level of remuneration of Company employees corresponds to the work performed and the

level of qualification;

Fulfilling in a timely manner its contractual obligations, including the payment of taxes and other payments to the

state budget;

Observing the principles of fair competition and using the criteria of ethical equality in the implementation of

procurement policies and the conclusion of contracts, including compliance audit of counterparties; and

Ensuring transparency, openness and objectivity of decisions. 102-16

During 2018 the company appointed Birzhan Duisembekov, a Management Board member, responsible for internal

communication of the approved ethics principles. The Code of Ethics and Compliance approved by Board of Direcors’

resolution # 8/18 of 29.06.2018 is available on the corporate website. Furthermore, the information regarding the ethics

principles has been circulated by management to all emplyees of the Group by e-mail. The Code of Ethics and Compliance

has also been communicated to the subsidiaries and affiliates in which Kazatomprom owns 50% or more of the share capital.

Trainings on compliance were conducted in December of 2018 for members of the Management Board and in January of 2019

for the departments most prone to the compliance risks.

The Company has a Regulation on the settlement of corporate conflicts and conflicts of interest, approved by a decision of the

Board of Directors, which determines the causes of corporate conflicts, conflicts of interests, procedures to prevent them, and

also regulates the activities of the Company's bodies as part of conflict resolution activities.

The company controls the circulation and use of insider information, notifies stock exchanges of transactions made by insiders,

helps to prevent insider transactions.

The company has a “hotline” for reporting ethics violations. The “hot line” is administered by an external supplier, which

ensures the independence of accepting appeals for consideration, and enables confidential information, including anonymity

of the appeal. The Company's actions aimed at preventing and suppressing violations of the laws of the Republic of Kazakhstan

or the Company's internal regulatory documents are governed by a number of documents, the main of which is the Confidential

Information Policy.

During 2018, 24 requests received via the hotline were considered.

The Company has an Anti-Corruption and Fraud Policy that defines the main activities of the Company and the general rules

of conduct for anti-corruption officials and employees. Each employee signs an obligation to comply with the rules of anti-

corruption legislation. 102-16

In the event of labour disputes and conflicts, certain issues are resolved in accordance with the labour legislation. Mediation is

also used to resolve labour disputes.

OFFICE OF THE OMBUDSMAN

Since 2011, the Board of Directors has appointed a Company's Ombudsman.

In accordance with the Code of the Ombudsman, the basic functions of the Ombudsman include:

Providing and coordinating explanations to officials and employees of the Company on issues related to the

requirements of the Code of Corporate Ethics and Compliance;

Consulting with officials and employees on the provisions of the Code of Corporate Ethics;

Collecting information on non-compliance with the provisions of the Code of Corporate Ethics, initiating procedures

to consider disputes over the violation of the provisions of the Code of Corporate Ethics and participating in their

settlement.

One of the duties of the Ombudsman is to submit to the Board of Directors an annual report on compliance with the

requirements of the Code of Corporate Ethics.

In 2018, the Ombudsman investigated 17 complaints in relation to social and labour disputes and unethical behaviour.

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On 8 February 2018, Bolat Abzhaparuly Zhylkyshiev, was appointed asOmbudsman of the Company by decision of the Board

of Directors of NAC Kazatomprom JSC (No. 1/18).

Mr Zhylkyshiev graduated from the Kazakh Institute of Chemical Technology with a degree in the Organisation and Planning

of Building Materials, specialising in mechanical engineering and construction materials.

He began his career as master of a brick factory, later becoming chief mechanic at Promstroimaterialy Trust, Shymkent.

He has subsequently worked as an instructor for the Dzerzhinsky District Party Committee, as Secretary of the Party Bureau

of the Shymkent oils and fats factory, as Deputy Chairman of the Symkent City Executive Committee, head of the Dzerzhinsk

regional administration of the city of Shymkent, the district administration of the rayon administration, akim of the city of

Chimkent, akim of the South Kazakhstan region, a vice-president of NAC Kazatomprom JSC, deputy of the Senate Parliament

of the Republic of Kazakhstan and as Advisor to the Chairman Board of NAC Kazatomprom, JSC.

RISK MANAGEMENT AND INTERNAL CONTROL

In 2010, the Company introduced a risk management system based on global best practices and the requirements of Samruk-

Kazyna JSC. 102-11

The company is guided by the following international standards and practices in the field of risk management and internal

control 102-12:

COSO internal control integrated model (2013)

A revised version of the 1992 document, COSO 2013 states that internal control is a process that depends on people at all

levels of the organisation (not just senior management) and should be aimed at achieving the Company's business goals.

COSO enterprise risk management integrated model (2004, amended in 2017) (includes an integrated model and

applied methods)

A conceptual model that focuses on various aspects of risk management, it considers internal control to be an essential

component of risk management in any enterprise.

Standard ISO 31000:2018 risk management – principles and guidelines (2018)

A guide that defines the principles and approaches to the risk-management process. The standard establishes the fundamental

principles and processes of risk management that apply to any type of organisation in the private or public sector.

Standard ISO 9001:2008 and ISO 9001:2015 quality management system

Standards that define approaches to quality management, including a process approach to managing risks that affect product

quality.

Regulatory documents on risk management and internal control of Samruk-Kazyna, JSC.

RISK MANAGEMENT

The Company's activities involve various risks and, therefore, an effective risk-management system is a fundamental element

of the Company's business and its development strategy. Accurate and timely identification, assessment, monitoring and

response to risks allow an effective decision-making process at all levels of management and ensure the achievement of the

Company’s strategic goals and key performance indicators.

The Risk management Department is responsible for the Company’s risk management. Key risk-management issues are first

reviewed, approved or agreed by the Risk Management Committee, under the supervision of the Management Board. Separate

structural units responsible for the organisation of risk management have been formed, or risk managers have been appointed

in the Company's subsidiaries and affiliates.

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Figure 7. Structure of corporate risk management system

Detailed information on the structure, participants and responsibilities of members of the risk-management system is provided

in the Company’s risk management policy, which can be found on the corporate website.

Kazatomprom’s risk culture is created through the involvement of all key departments and stakeholders, as well as the effective

exchange of information in the risk-management process between the Board of Directors, the Management Board and the

Company's divisions.

Corporate training in risk management and internal control is organised for heads of department and other employees with risk

responsibility, in addition to an annual round-table discussion with employees responsible for enterprise risk management.

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MAIN RISKS AND OPTIMISATION MEASURES

All identified risks are divided into five main categories, in line with the methodology of the COSO enterprise risk management

integrated model: strategic, financial, operational, investment and legal.

The Company approves risk registers and maps of subsidiaries and affiliates on an annual basis. Kazatomprom’s risk map is

divided into zones of influence and likelihood.

According to the Company risk register for 2018, there were 27 risks:

Figure 8. Main risk map of the Company as of 31 December 2018, based on the results of residual risk assessment

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Table 83. Primary risks and risk management measures

Risk Name Activities

С-2

Unauthorised strikes by

employees and

demonstrations by the local

population at subsidiary and

affiliate locations

• Interaction with local executive bodies

• Monitoring of compliance with labour legislation

• Provision of awareness-rising for the population through mass media, press

conferences, public hearings

• Monitoring of compliance with the corporate action plan for providing

production staff with decent social and working conditions

О-1 Sales-price reduction for

uranium

• Monitoring of the global uranium market

• Contracts with the THK trading company for purchase of uranium products

• Creating a supply-demand model adapted to market conditions

О-4

Lack of implementation of

the uranium production

sales plan

• Uranium market research

• Long-term, short-term and medium-term contracts on finished production

merchandising (including the THK trading company)

• Careful selection of contractors, analysing and negotiating terms of contracts

• Monitoring of execution of contract terms by contractors.

О-6

Delayed implementation of

planned operational

transformation measures

• Identification and registration of project risks and development of

preventative measures for transformation programme projects

• Monitoring of the implementation of the transformation programme

О-7 Occupational injuries

• Meetings on development of the measures to prevent the recurrence of

accidents

• Scheduled inspections of entities for compliance with the provisions of

legislative and normative acts on labour protection, industrial safety

• Recording of potentially dangerous situations, analysis of root causes of

accidents

• Implementation of a “behavioural audit” process in Company’s entities

О-8

Lack of implementation of

the Company’s asset

restructuring plan

• Actively work with shareholders of reorganised enterprises (t a road map,

attracting consultants to conduct financial, economic, legal analysis, identify

risks; developing reorganisation models, risk-reduction measures; creating

and participating in working groups, conducting periodic online meetings

etc.)

F-2 Credit risk in relation to

counterparty banks

• Moving funds to financially reliable banks of the Republic of Kazakhstan;

• Redistribution of bank limits for Company enterprises

• Control over the temporary placement of monetary resources in the most

financially reliable banks of the Republic of Kazakhstan

I-5

Negative impact of

deviations from investing

activities

• Monitoring of compliance with consolidated investment

• Control over the timing of contracts performance and project implementation

plans

• Monitoring the implementation of the projects controlled by the Company

(medium-sized and major projects)

The Company conducts activities aimed at preventing risks and reducing the consequences of risks. Reports are issued

regularly on the implementation of preventive measures associated with the risk register.

Key risk indicators are identified for the weekly monitoring of primary risks. The Company’s ‘Situation Centre’ information

system plays a significant role in this regard, allowing management to see the status of all production, financial, administrative

and operational indicators.

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Steps have been taken to limit risks. The level of risk appetite is determined annually and approved by the Board of Directors

to control exposure to potential negative financial consequences and possible reduction in the Company's enterprise value.

Tolerance levels are defined for all risks and limits are placed on second-tier banks.

Practices have been implemented for analysing and assessing the risks involved in investment projects, as well as other issues

brought to management’s attention.

Every quarter, the Risk-management Department reports to the Management Board and the Board of Directors on risks that

have occurred, the preventative and reactive measures undertaken to minimise risk, on projected risks and on the status of

financial risks.

INTERNAL CONTROL SYSTEM

The organisation of the Company’s internal control system includes the development of a management system capable of

reacting promptly to process risks, controlling both main and supplementary processes, as well as everyday operations.

The Company’s internal controls are aimed at preventing risks in three key areas of activity: the preparation of financial and

management reports, compliance with the requirements of legislation and internal regulations, and improvements in the

effectiveness of processes within the Company’s operating activities.

Kazatomprom’s internal control system is designed according to the COSO internal control integrated model and consists of

five interdependent components:

Control environment;

Risk assessment;

Control procedures;

Information and its transfer; and

Monitoring.

The guidelines for Kazatomprom’s internal control system are posted on the Company's website.

Within the internal control system framework, the Company carries out the following activities on a regular basis:

Operational efficiency testing of control procedures for the business processes of the Company's structural divisions;

Diagnostics of the development of the internal control system in subsidiaries and affiliates through self-assessment

by subsidiaries and affiliates, as well as through visits to subsidiaries and affiliates.

QUALITY MANAGEMENT SYSTEM

To improve production efficiency, competitiveness and export potential, as well as the quality of its products and services,

Kazatomprom regulates the activities of its subsidiaries and affiliates with regard to standardisation, metrology and quality

compliance (management of testing laboratories). Quality control of finished products is carried out by testing laboratories

certified in accordance with ST RK ISO/IEC 17025. The quality management of the products is based on the regulatory and

technical support for the production of each enterprise. In Kazatomprom’s subsidiaries and affiliates, quality management

systems have been introduced in line the ISO 9000 series of international standards.

Kazatomprom applies a corporate standardisation system. Currently, there are over 60 developed and approved corporate

standards, which include subsystems and sets of business standards.

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INFORMATION ON TAXATION IN THE UNITED KINGDOM

This review is based on UK legislation and the practices of the UK Government's tax and customs administrations as of the

date of this document, each of which may vary, possibly taking retroactive effect. Unless otherwise indicated, this review

concerns only some of the effects of UK taxation on persons who are the absolute beneficial owners of shares or GDRs and

who (1) are UK residents for tax purposes; (2) are not residents for tax purposes in any other jurisdiction; and (3) do not have

a permanent establishment in the Republic of Kazakhstan with which the ownership of shares or GDRs is related (Holders

from the UK). In addition, this review (1) only considers tax implications for Holders from the United Kingdom who own

shares and GDRs as fixed capital, and do not consider tax implications that may be relevant to certain other categories of

Holders from the United Kingdom, such as dealers; (2) it is assumed that the UK holder does not directly or indirectly control

10 percent or more of the company's voting shares; (3) it is assumed that the holder of the GDR has a beneficial right to basic

shares and dividends on such shares; and (4) does not consider tax implications for UK Holders, which are insurance

companies, investment companies, charities, or retirement funds. This review is a general guide, and it is not intended and

should not be considered by specific Holders from the UK as legal and tax advice. Accordingly, investors should consult with

their tax advisors on the overall tax implications, including the implications of acquiring, owning and disposing of shares or

GDRs in accordance with UK law and the practice of the UK Government's tax and customs fees in their particular case.

INCOME TAX FROM THE SOURCE OF PAYMENT

Assuming that income from the GDR does not have a source in the UK, such income should not be taxed at the source of

payment to the UK. Payment of dividends on shares will not be taxed at the UK source of payment.

TAXATION OF DIVIDENDS

A holder from the UK receiving a dividend on shares or GDRs may be required to pay UK income or corporate tax (depending

on the case) on the gross amount of the dividend paid before deducting Kazakhstan taxes at the source of payment, taking into

account the existence of any amount in Kazakhstan tax at the source of payment. A UK holder who is a resident individual in

the UK will pay UK income tax on a dividend paid on shares or GDRs, which is subject to actual exemption from taxation on

the first GBP 5,000 of all dividends (“zero dividend rate”) received for the relevant tax year, including dividends received from

any other investment in shares for the same tax year. A UK holder is a resident individual who is not resident in the UK and is

entitled to and select UK taxation based on the transfer of funds (and, where necessary, paying the transfer fee), will pay UK

income tax on the dividend paid on shares or GDRs, to the extent that the dividend is transferred or deemed to be transferred

to the UK. A holder from the UK who is a UK resident company for tax purposes should not be subject to corporate tax on

dividends paid on shares or GDRs, except in cases where certain rules against tax evasion apply to him.

TAXATION UPON ALIENATION OR DEEMED ALIENATION

Disposal of UK Holder’s shares in stocks or GDRs may result in taxable income or allowable deduction for taxation of taxable

income in the UK, depending on the position of the Holder from the UK and subject to tax exemption. A holder from the

United Kingdom who is a resident individual and resides in the United Kingdom will be required to pay a UK capital gains

tax on taxable income when disposing of a share in shares or GDRs. A holder from the UK who is a non-UK resident individual

who is eligible for and selects taxation in the UK based on a transfer of funds (and, where necessary, paying a transfer fee)

will pay UK capital gains tax to the extent, in which taxable income derived from the alienation of a share in shares or GDRs,

is transferred or deemed to be transferred to the UK. In particular, transactions with GDRs on the London Stock Exchange

may lead to a transfer of profits, which, accordingly, will be subject to UK capital gains tax. An individual is a holder of shares

or GDRs who ceases to be a resident or does not reside in the UK for tax purposes for less than five years and alienates such

shares or GDRs for such a period. despite the fact that during the alienation he was not a resident and did not live in the UK.

A UK holder who is a legal entity will pay a UK corporate tax on any taxable income from the sale of shares or GDRs.

ACTION OF KAZAKHSTAN TAXES AT THE SOURCE OF PAYMENT

Payment of dividends on shares and GDRs is subject to Kazakhstani tax at the source of payment. A holder from the UK, a

resident individual, should have the right to offset Kazakhstani tax withheld from such payments at the source of payment

against UK income tax, in accordance with the procedure for calculating the amount of offset in the UK. UK shareholders,

who are UK resident companies, usually do not pay corporate tax on dividends paid and will, thus, usually not be able to

require it to be deducted from any Kazakhstani taxes at the source.

STAMP DUTIES AND STAMP DUTIES EQUIVALENT TAX (SDET)

Assuming that the document formalizing the transaction or containing an agreement on the transfer of one or more shares or

GDRs (i) has not been signed in the UK or (ii) does not concern any property located in the UK or an act committed or

committed in the UK (which may include participation in payments to bank accounts in the UK), such a document should not

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be subject to stamp duty on the declared value. Even if a document formalizing a transaction or containing an agreement on

the transfer of one or more shares or GDRs, (i) is signed in the UK and/or (ii) concerns any property located in the UK, or an

action committed or committed in the UK, then in practice there should be no need to pay stamp duty on the declared value of

such a document in the UK, if such a document is not required for any purpose in the UK. If the need arises to pay stamp duty

on the declared value in the UK, then it may be necessary to pay interest and penalties. Since GDRs refer to securities whose

value is not expressed in pounds sterling, the stamp duty on the “document to bearer” should not be paid either for the issue of

GDRs or for the transfer of securities that are transferred through GDRs. Assuming that shares (i) are not registered in the

registry located in the UK, or (ii) are not combined with shares issued by a UK-registered company, the share transfer

agreement or GDRs should not be subject to EGOS.

EXTERNAL AUDIT

For 2017-2019, the external auditor of NAC Kazatomprom JSC is PricewaterhouseCoopers LLP. Based on the decision of the

Board of Samruk-Kazyna NWF JSC, dated 12 May 2017, NAC Kazatomprom, JSC and PricewaterhouseCoopers LLP entered

into a contract on the procurement of audit services for the audit of financial statements under IFRS for 2017, 2018 and 2019.

PricewaterhouseCoopers LLP also served as auditor of the company during the period 2014‒2016.

On 19 February 2019 a meeting of the Board of Directors of the Company was held, which approved the Policy of NAC

Kazatomprom JSC on engagement of audit firms. The updated Policy has been amended in terms of the rotation of the lead

audit partner, providing that, subject to Audit Committee approval, after five consecutive years the lead audit partner may

serve for an additional two years (that person may serve no more than seven years in total). In the case of such a decision, the

NAC Kazatomprom JSC will disclose this fact to Shareholders in its relevant public releases together with the reasons.

The amount of payment for audit services of PricewaterhouseCoopers LLP under the above contract is KZT 542,080,000 (five

hundred forty two million eighty thousand), including VAT.

In accordance with contract No. 664/NAK-17, dated 3 October 2017, during October 2017, PricewaterhouseCoopers LLP

provided services in relation to conducting a performance management (CIMA P1) seminar for employees of NAC

Kazatomprom JSC for a total of KZT 830,480 (eight hundred thirty thousand four hundred eighty), including VAT.

Before the Auditor is engaged by the Company to provide services that may affect the independence of the Auditor, prior

approval of the Audit Committee is required. For any such potential services, the Audit firm is required to provide to NAC

Kazatomprom JSC its rationale explaining why obtaining an approval will not jeopardize the independence of the Auditor. In

accordance with the Company's Policy in the area of engagement of audit firms, the total fees for non-audit services provided

to the Group is limited to no more than 70% of the average of the fees paid for the last three consecutive financial years for

audit services to the Group. Decisions taken by the Audit Committee on non-audit services provided by audit firm, hereof shall

be submitted to the Board of Directors of NAC Kazatomprom JSC for information.

The non-audit services received from the Auditor may entail a threat of conflict of interest where the actual or perceived loss

of independence of the Auditor can only be reduced to an acceptable level by the Company's refusal to receive such services

from an audit firm or the Company's refusal to receive the services of an audit firm for the audit of its financial statements.

For details on full circumstances for non-audit services, see clause 9.4 of Policy on engagement of audit firms.

https://kazatomprom.kz/en/page/dokumenti

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ABOUT THIS REPORT

102-50, 102-51, 102-52, 102-54

¹ The 2017 integrated report of Kazatomprom was not made public due to LSE restrictions on disclosure during the Company's IPO in 2018. The integrated report of Kazatomprom

for 2016 was published in August 2017. 102-51

Discloses basic data in

accordance with the laws of

the Republic of Kazakhstan,

internal requirements and

regulations of the Company

and international practices

of corporate governance.

Prepared in accordance

with the “basic”

application of the GRI

Sustainability Reporting

Standards

Eighth Integrated Annual

Report of NAC

Kazatomprom JSC since

20111

Includes data for the

period between 1 January

2018 and 31 December

2018, inclusive, as well as

previous periods and

forecasts in order to reflect

the dynamic of change in

the indicators

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PRINCIPLES FOR DEFINING REPORT CONTENT AND SUBJECT LIMITATIONS

102-46

When drawing up this Report, the Company was guided by the following principles for defining the Report’s content, as

recommended by GRI Standards (Global Reporting Initiative):

Interaction with stakeholders

Stakeholders’ opinions served as a basis for defining essential subjects to be disclosed in the Report. Detailed

information is provided later in this section.

Sustainability context

This Report discloses the Company’s activities in the broad context of development and impact on society. Issues of

the Company’s economic, environmental and social responsibility are considered in detail. The Report is in line with

a ‘basic’ application of GRI Sustainability Reporting Standards.

Materiality

In this Report, the Company discloses information on subjects that have a significant influence on stakeholders and

which significantly impact economies, environment and society. The list of essential subjects and procedures for their

definition are provided later in this section.

Completeness

The Company has made every effort to fully disclose information on the results of its activities, to reflect clearly

Boundary of topics of the Report and separate subjects (where applicable) and indicated the reporting period. The

Report includes financial and non-financial data on all subsidiaries and affiliates of the Company. 102-45

Financial indicators have been expressed in the national currency of the Republic of Kazakhstan, KZT (tenge), and

correspond to the audited consolidated financial statements (in accordance with IFRS standards), a full version of

which is provided in Appendix and on Kazatomprom’s website. 102-7

The Report reflects financial and non-financial activities of Kazatomprom that are connected with projects both in its

country of residence, the Republic of Kazakhstan, and abroad.

Non-financial indicators are mainly disclosed with respect to the subsidiaries and affiliates in which the Company’s

interest is 50% or more. 102-45

The following principles “Interaction with Stakeholders” and “Materiality” were used mainly at the stage of determining the

content of the report and its structure. The principles of the “Sustainability Context” and “Completeness” were applied at the

stage of collecting data on relevant topics and presenting information.

No paraphrases or other wordings different to the wordings used in previous reports are present in this Report. 102-48

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ESSENTIAL SUBJECTS

The Company has analysed all of the subjects proposed by the GRI Sustainability Reporting Standards and also the

industry sector recommendations (Sector Disclosure Guidelines for Mining and Metals Sectors GRI). Opinions of

stakeholders have also been analysed and expert appraisals of the Company’s economic, environmental and social

impact have been taken into consideration.

In 2017, representatives of the Company and its key stakeholders were asked to evaluate both GRI topics and

Company-specific topics for materiality. According to the results of the survey, a materiality matrix was compiled.

When developing the concept of the Report for 2018, the matrix was updated by the Company's working group for

the preparation of this Integrated Report.

Materiality has been defined according to a subject’s influence on stakeholders and the Company's economic,

environmental or social impact within this subject.102-46

In addition to the subjects proposed by the GRI Sustainability Reporting Standards, the Company has included

additional subjects that required mandatory disclosure, regardless of stakeholder opinion. Such subjects and

indicators are indicated as KAP1, KAP2, KAP3 and KAP4 in this Report.

Indicators Additionally Provided by the Company:

- КАP 1: Place in the Nuclear Fuel Cycle

Description of the Group's participation in the stages of the nuclear fuel cycle. These steps include the production

of uranium and uranium treatment to dioxide powder, production of nuclear fuel components, uranium reconversion

as well as access to enrichment. In addition, the Group is currently building a nuclear fuel plant — fuel assemblies

used by nuclear power plants.

- КАP 2: Global uranium markets

The key factor affecting the financial results of the Group is the uranium products sales price. The indicator reveals

the main trends in the uranium market.

- КАP 3: Business transformation

This indicator describes activities within the Company's Transformation Programme.

- КАP 4: Development of mineral resources base

The indicator reveals the growth of mineral reserves, reflecting the results of the survey works.

The full list of the subjects considered, as well as selected essential subjects, is as follows:

Economic

201. Economic performance

202. Market presence

203. Indirect economic impacts

204. Procurement practices

205. Anti-corruption

206. Anti-competitive behaviour

Environmental

301. Materials

302. Energy

303. Water

304. Biodiversity

305. Emissions

306. Effluents and waste

307. Environmental compliance

308. Supplier environmental assessment

Social

401. Employment

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402. Labour/management relations

403. Occupational health and safety

404. Training and education

405. Diversity and equal opportunities

406. Non-discrimination

407. Freedom of association and collective bargaining

408. Child labour

409. Forced or compulsory labour

410. Security practices

411. Rights of indigenous peoples

412. Human rights assessment

413. Local communities

414. Supplier social assessment

415. Public policy

416. Customer health and safety

417. Marketing and labelling

418. Customer privacy

419. Socioeconomic compliance

KAP – Subjects and indicators additionally provided by the company

52. Place in the nuclear fuel cycle (NFC)

53. Global uranium markets

54. Business transformation

55. Development of raw material base

Results related to the definition of materiality of subjects are presented in the diagram below: 102-47

Figure 9. Selected essential subjects

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All of the essential subjects listed are important for the Company (within the organisation) and for stakeholders

(outside the organisation). Impacts of the reporting entity are provided in this report.103-1

The list of stakeholders and the means of interaction with them are presented in a separate section of this Report.

STANDARDS AND GUIDELINES

This Report discloses basic data in accordance with the laws of the Republic of Kazakhstan, the Company’s internal

regulations and practices, and international practices of corporate governance. When drawing up the Report we

considered the following:

Law of the Republic of Kazakhstan No.415-II, dated 13 May 2003, on joint stock companies;

Rules for the publication of a depositary of financial statements, stock-market information on corporate

events, financial statements and audit reports, lists of affiliated persons of joint stock companies, as well as

information on the total amount of remuneration of the members of executive bodies at year end on Internet

resources, as approved by Decree of the Management of the National Bank of the Republic of Kazakhstan

No.26, dated 28 January 2016;

GRI Sustainability Reporting Standards;

Information Disclosure Rules of Joint-Stock Company National Atomic Company Kazatomprom

(approved by decision of the Management Board No. 155, dated 26 May 2016);

Corporate Governance Code of Sovereign Wealth Fund Samruk-Kazyna Joint Stock Company, as approved

by the Resolution of the Government of the Republic of Kazakhstan No.1403, dated 5 November 2012, as

amended by the Decree of the Government of the Republic of Kazakhstan No.239, dated 15 April 2015.

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EXTERNAL VERIFICATION

Kazatomprom has engaged a third party on a competitive basis to confirm the compliance of information presented

in this Report with GRI Standards. The Company cooperates with the organisation that verifies the Report on a

contractual basis. External conclusions with respect to information on sustainable development for compliance with

the requirements of GRI Standards are given in the Annex to this Report. Prior to publication, the Report is to be

approved by the Board of Directors of NAC Kazatomprom JSC. 102-56

Conclusion on the results of an independent assurance of 2018 public integrated annual report of

National Atomic Company Kazatomprom JSC provide by Nexia Pacioli Limited Liability Company

(Nexia Pacioli LLC)

The conclusion beneficiaries

The conclusion is prepared for the National Atomic Company Kazatomprom JSC management.

Assurance subject

Information of 2018 public integrated annual report of National Atomic Company Kazatomprom JSC.

Criteria

The requirements of the Global Reporting Initiative Sustainability Reporting Standards (GRI Standards) to the

“Baseline” application.

Responsibilities of the parties

National Atomic Company Kazatomprom JSC management is responsible for preparing and presenting the public

integrated annual report in compliance with all related procedures and requirements, and specifically the

requirements to internal control system.

Nexia Pacioli LLC is responsible for assuring 2018 public integrated annual report exclusively to National Atomic

Company Kazatomprom JSC in terms of the agreed engagement and shall not undertake any responsibility to any

third parties.

Assurance standards and level

The assurance is performed in accordance with the International Standard on Assurance Engagements ISAE 3000

(revised) “Assurance Engagements other than Audits or Reviews of Historical Financial Information” (ISAE 3000).

The assurance provides reasonable verification regarding 2018 public integrated annual report of National Atomic

Company Kazatomprom JSC.

Limitations

Only 2018 data were assured. The assurance did not cover forward-looking statements, statements expressing

opinions, beliefs and intentions.

On-site audit procedures were limited to visits to the National Atomic Company Kazatomprom JSC headquarters in

Nur-Sultan, Republic of Kazakhstan.

The assurance was performed solely in relation to the Russian version of 2018 public integrated annual report in

Word format.

We did not have any opportunity to certify the fact that the final version of public integrated annual report including

all annexes was publicly available due to the preceding signing of this conclusion.

Methodology

We have undertaken the following actions in assurance process:

selective interviewing of the National Atomic Company Kazatomprom JSC top management, as well as

specialists involved in the preparation of the public integrated annual report of National Atomic Company

Kazatomprom JSC;

analysis of documentation, including internal regulatory documents related to the economic, social and

environmental areas of corporate social responsibility and sustainable development;

sampling verification of documents, data and processes used to prepare the public integrated annual report;

examination of the information on the National Atomic Company Kazatomprom JSC activities, including

in the field of sustainable development, posted on the website www.kazatomprom.kz;

selective examination of mass media information about the National Atomic Company Kazatomprom JSC;

assessment of compliance with GRI 101 (2016) standard in terms of requirements to the principles of

determining the report content and ensuring its quality;

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assessment of compliance with GRI 103 (2016) standard in terms of requirements to management

approaches information disclosure;

assessment of compliance with GRI 102 (2016), 201 (2016), 202 (2016), 203 (2016), 204 (2016), 302

(2016), 303 (2018), 305 (2016), 306 (2016), 307 (2016), 401 (2016), 402 (2016), 403 (2016), 404 (2016),

405 (2016) standards in terms of requirements to reporting elements stated in the GRI Index, as well as

thematic requirements to management approaches information disclosure.

Findings

On the basis of the procedures implemented and the evidence obtained, in our opinion, during the preparation

of 2018 public integrated annual report, National Atomic Company Kazatomprom JSC in all significant respects

complied with the requirements of the GRI Sustainable Development Reporting Standards (GRI Standards) to the

“Baseline” application.

Significant circumstances

Without changing our opinion, we should note the presence of inherent limitations specific to assurance associated

with the selective verification. As a result, it is conceivable that unfair actions, mistakes or violations may remain

undetected.

Recommendations

It is advisable to disclose indicators in the context of target values and plans for the future.

To increase the degree of disclosure of indicators for which the GRI indicators requirements are not taken into

account in full.

Taking into account the global scope of the National Atomic Company Kazatomprom JSC, we recommend

considering possible inclusion of provisions supporting additional international guidelines in the field of responsible

business, such as the UN Global Compact and the UN Sustainable Development Goals until 2030 when preparing

subsequent public annual reports.

Independence and competence statement

Nexia Pacioli LLC is an independent audit and consulting company which complies with independence and other

ethical requirements provided in the Rules of Independence for Auditors and Audit Companies and Code of

Professional Ethics for auditors in the Russian Federation based on the fundamental principles of honesty,

objectivity, professional competence and due care, confidentiality and professional conduct. The company fulfills

the requirements of the International Standard on Quality Control 1 “Quality control in audit organizations

performing audit and reviews of financial statements, other assurance and related services engagements". Thus,

Nexia Pacioli LLC maintains a comprehensive quality control system, which is approved by the documented policies

and procedures on compliance with ethical requirements, professional standards and applicable legislative and

regulatory requirements. Nexia Pacioli LLC is a member of the Self-regulatory organization of auditors

“Commonwealth” Association, included in the Register of auditors and audit organizations of the said self-

regulatory organization of auditors on October 28, 2016 under the primary registration number 11606052374. The

team of specialists who audited the Public Annual Report of the National Atomic Company Kazatomprom JSC

involved competent employees of Nexia Pacioli LLC who had undergone special training on GRI Guidelines,

AA1000 series standards, ISO 26000:2010 standard, having many years of experience in providing consulting

services in the field of public non-financial reporting, assurances in accordance with ISAE 3000. The Lead Auditor

has a unified auditor qualification certificate, the team includes the specialist having current CSAP certificate from

Accountability organization.

CEO

April ____, 2019

S. Romanova

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INFORMATION FOR SHAREHOLDERS

Website

Information about the Company, including a description of activities, press releases, annual and interim

reports, is available on the corporate website: www.kazatomprom.kz.

Shareholder requests

Shareholders of the Company may send requests re absentee voting, dividends, notification of changes in

personal data and other similar issues to the registrar/depositary of the Company:

Holders of ordinary shares: Central Securities Depository, JSC, Almaty, 28, Samal-1 micro-

district; +7 (727) 355 47 61

Holders of Global Depositary Receipts (GDRs): Citibank, NA at: 388 Greenwich Street, New

York, NY 10013, United States, tel: + 1-212-816-6622 / + 1-917-533-7887.

Diagram 10. Number of shares issued and outstanding (million units)

(1) Shares of the Company and global depositary receipts circulating on the Astana International

Exchange (AIX), and global depositary receipts on the London Stock Exchange (LSE). One GDR

corresponds to one ordinary share.

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CONTACT INFORMATION

National Atomic Company Kazatomprom Joint Stock Company – 102-3, 102-5

17/12, E-10 Str., Nur-Sultan, Republic of Kazakhstan

Tel: +7 7172 55-13-98

Fax: +7 7172 55-13-99

e-mail: [email protected]

Website: www.kazatomprom.kz

If you have questions, comments and proposals concerning this Report, or if you would like to get a printed version,

please contact the following employees of NAC Kazatomprom JSC: 102-53

Public Relations

Torgyn Mukayeva

Tel: +7 7172 45 81 69

E-mail: [email protected]

Giles Reed (Powerscourt – London)

Tel.: + 44 20 3328 9381

E-mail: [email protected]

Investor Relations (requests from institutional investors)

Cory Cos

Tel: +7 7172 45 81 69

E-mail: [email protected]

Corporate secretary

Maira Tnymbergenova

Tel.: +7 7172 45 81 63

E-mail: [email protected]

Auditors

PricewaterhouseCoopers, LLP

34, Al-Farabi av., build. A, floor 4

А25D5F6, Almaty, Kazakhstan

Tel: +7 727 330 3200

www.pwc.com/kz

Depository bank

Citibank, N.A.

388 Greenwich Street, New York,

NY 10013, USA,

Tel: +1-212-816-6622/+1-917-533-7887

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ANNEXES

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

102-45

Full version of consolidated financial statements with notes is available ate Company’s website at:

https://www.kazatomprom.kz/en/investors/finansovaya_otchetnost/page-1

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These consolidated financial statements were approved by management on 5 March 2019:

Consolidated Income Statement

In millions of Kazakhstani Tenge

Note

For the year ended 31

December 2018

For the year ended 31

December 2017

(restated)

Revenue 9 436,632 277,046

Cost of sales 10 (313,817) (209,934)

Gross profit 122,815 67,112

Distribution expenses 11 (10,530) (4,316)

General and administrative expenses 12 (34,805) (30,194)

Reversal of impairment losses on non-financial assets 13 15,128 526

Impairment losses on non-financial assets 13 (5,848) (24,210)

Net impairment losses on financial assets 13 (3,770) (3,728)

Loss from disposal of subsidiary 46 (511) -

Net foreign exchange gain/(loss) 15 7,250 (805)

Net gain from business combinations 45 313,517 -

Other income 14 1,242 114,907

Other expenses 15 (5,849) (6,278)

Finance income 17 3,949 5,815

Finance costs 17 (12,672) (8,933)

Share of results of associates 25 22,786 22,007

Share of results of joint ventures 26 (4,743) 22,107

Profit before tax 407,959 154,010

Income tax expense 18 (28,797) (17,287)

Profit from continuing operations 379,162 136,723 Profit from discontinued operations 46 1,104 2,431

PROFIT FOR THE YEAR 380,266 139,154

Other comprehensive income

Items that may be subsequently reclassified to profit or loss:

Exchange differences arising on translation of entities with foreign

functional currency (21,118) 383 Items that will not be reclassified to profit or loss:

Net gain from investments in equity securities at fair value through other

comprehensive income 14,509 -

Remeasurements of post-employment benefit obligations 23 113

Share in other comprehensive loss of equity method investments 5 (189)

Other comprehensive (loss)/income for the year (6,581) 307

TOTAL COMPREHENSIVE INCOME FOR THE YEAR 373,685 139,461

Profit for the year attributable to:

- Owners of the Company 372,176 138,527

- Non-controlling interest 8,090 627

Profit for the year 380,266 139,154

Total comprehensive income attributable to:

- Owners of the Company 365,664 138,837

- Non-controlling interest 8,021 624

Total comprehensive income for the year 373,685 139,461

Earnings per share from continuing operations attributable to the

owners of the Company, basic and diluted (rounded to Tenge) 19 1,431 525

Earnings per share attributable to the owners of the Company, basic

and diluted (rounded to Tenge) 19 1,435 534

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Balance sheet In millions of Kazakhstani Tenge Note 31 December 2018 31 December 2017

ASSETS

Non-current assets

Intangible assets 20 69,314 8,009

Property, plant and equipment 21 171,352 122,175

Mine development assets 22 118,302 43,530

Mineral rights 23 363,373 2,004

Exploration and evaluation assets 24 23,609 5,608

Investments in associates 25 88,866 101,746

Investments in joint ventures 26 40,442 74,818

Other investments 27 619 1,726

Accounts receivable 28 13 140

Deferred tax assets 18 7,552 6,836

Term deposits 31 13 -

Financial derivative asset 9 1,369 -

Loans to related parties 32 13,245 20,302

Other non-current assets 29 20,847 24,125

918,916 411,019

Current assets

Accounts receivable 28 94,477 58,085

Prepaid income tax 4,366 5,493

VAT recoverable 29,799 24,182

Inventories 30 170,261 169,675

Term deposits 31 205 8,472

Loans to related parties 32 10,373 -

Cash and cash equivalents 33 128,819 239,936

Other current assets 29 18,322 18,396

456,622 524,239

Assets of disposal groups classified as held for sale 47 5,578 2,774

462,200 527,013

TOTAL ASSETS 1,381,116 938,032

EQUITY

Share capital 34 37,051 37,051

Additional paid-in capital 4,420 4,785

Reserves 21 (2,229)

Retained earnings 789,563 586,998

Equity attributable to shareholders of the Company 831,055 626,605

Non-controlling interest 131,955 14,571

TOTAL EQUITY 963,010 641,176

LIABILITIES

Non-current liabilities

Loans and borrowings 35 16,270 38,910

Finance lease liabilities 350 294

Accounts payable 37 777 582

Provisions 36 32,885 22,688

Deferred tax liabilities 18 77,670 4,443

Employee benefits 954 1,247

Other non-current liabilities 38 5,825 7,711

134,731 75,875

Current liabilities

Loans and borrowings 35 183,420 82,374

Finance lease liabilities 129 125

Provisions 36 187 189

Accounts payable 37 51,534 112,642

Other tax and compulsory payments liabilities 10,711 4,168

Employee benefits 147 173

Income tax liabilities 977 5,618

Other current liabilities 38 30,319 14,349

277,424 219,638

Liabilities of disposal groups classified as held for sale 47 5,951 1,343

TOTAL LIABILITIES 418,106 296,856

TOTAL EQUITY AND LIABILITIES 1,381,116 938,032

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Consolidated Statement of Cash Flow

In millions of Kazakhstani Tenge

Note For the year ended 31

December 2018

For the year ended 31

December 2017

OPERATING ACTIVITIES

Cash receipts from customers 556,151 435,199

VAT refund 23,403 18,849

Interest received 2,003 3,025 Payments to suppliers (442,030) (373,006)

Payments to employees (45,856) (43,213)

Cash flows from operating activities 93,671 40,854

Income tax paid (28,642) (13,069) Interest paid (6,702) (4,430)

Net cash from operating activities 58,327 23,355

INVESTING ACTIVITIES

Acquisition of property, plant and equipment (23,578) (14,913) Proceeds from disposal of property, plant and equipment 76 749

Advance paid for property, plant and equipment (881) (5,461)

Acquisition of intangible assets (2,606) (628) Acquisition of mine development assets (23,917) (12,011)

Acquisition of exploration and evaluation assets (8,215) (2,775)

Proceeds from exercise of put option 14 - 173,719 Cash and cash equivalents of disposed subsidiary (1,218) -

Proceeds from disposal of subsidiary 46 17,942 2

Placement of term deposits and restricted cash (8,525) (12,095) Redemption of term deposits and restricted cash 8,666 55,216

Repayment of loans to related parties - 8

Acquisition of interest in controlled entities net of cash acquired (2,852) (91) Acquisition of interest in associates and joint ventures (8,415) (2,687)

Dividends received from associates, joint ventures and other

investments

12,773 36,486 Other 471 56

Net cash (used in)/from investing activities (40,279) 215,575

FINANCING ACTIVITIES

Proceeds from loans and borrowings 35 100,547 52,793

Proceeds from bonds issued 35 70,000 - Repayment of loans and borrowings 35 (147,734) (61,410)

Dividends paid to the controlling shareholder 34 (161,661) (65,849)

Dividends paid to non-controlling interest (273) (19) Other (151) (396)

Net cash used in financing activities (139,272) (74,881)

Net (decrease)/increase in cash and cash equivalents (121,245) 164,049

Cash and cash equivalents at the beginning of the year 239,936 75,052 Effect of exchange rate fluctuations on cash and cash equivalents 10,128 835

Change in impairment provision for cash and cash equivalents (21) -

Cash and cash equivalents at the end of the year 33 128,819 239,936

These consolidated financial statements were approved by management on 5 March 2019:

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124

Consolidated Statement of Changes in Shareholder’s Equity

Attributable to the shareholders of the Company

In millions of

Kazakhstani Tenge

Share

capital Reserves

Retained

earnings

Additional

paid-in capital Total

Non-controlling

interest

Total

equity

Balance at

1 January 2017 36,785 18,061 495,732 4,785 555,363 12,467 567,830

Profit for the year - - 138,527 - 138,527 627 139,154

Foreign currency translation difference - 386 - - 386 (3) 383

Remeasurements of post-

employment benefit obligations - - 113 - 113 - 113

Share of other comprehensive loss

in equity method investments - - (189) - (189) - (189)

Total comprehensive income for

the year - 386 138,451 - 138,837 624 139,461

Dividends declared - - (65,849) - (65,849) (205) (66,054)

Contribution to share capital 266 - - - 266 - 266

Change in non-controlling interest - - (2,012) - (2,012) 1,685 (327)

Transfers between reserves - (20,676) 20,676 - - - -

Balance at

31 December 2017 37,051 (2,229) 586,998 4,785 626,605 14,571 641,176

Adoption of IFRS 9 (Note 5) - 2,701 (1,889) - 812 (21) 791

Adjusted balance at 1 January

2018 37,051 472 585,109 4,785 627,417 14,550 641,967

Profit for the year - - 372,176 - 372,176 8,090 380,266

Net gain from investments in equity

securities at FVOCI (Note 45) - 14,509 - - 14,509 - 14,509

Foreign currency translation

difference - (451) (20,676) - (21,127) 9 (21,118)

Remeasurements of post-employment benefit obligations - - 15 - 15 8 23

Share of other comprehensive loss

in equity method investments - - 91 - 91 (86) 5

Total comprehensive income for

the year - 14,058 351,606 - 365,664 8,021 373,685

Dividends declared (Note 34) - - (161,661) - (161,661) (635) (162,296)

Contribution to share capital - - - (365) (365) - (365)

Transfer of revaluation reserve on

investments in equity securities at

FVOCI to retained earnings upon

disposal - (14,509) 14,509 - - - - Business combinations (Note 45) - - - - - 110,019 110,019

Balance at

31 December 2018 37,051 21 789,563 4,420 831,055 131,955 963,010

These consolidated financial statements were approved by management on 5 March 2019:

Yussupov M.B.

Chief Financial Officer

Kozha-Akhmet D.A.

Financial Controller

Kaliyeva Z.G. Chief Accountant

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INDEX OF GRI-COMPLIANT STANDARDS IN THIS REPORT

GENERAL DISCLOSURES

102-55

GRI index Indicator Report sections/Comments Report

page

External

verification

GRI 101 (2016): FOUNDATION

GRI 102 (2016): GENERAL DISCLOSURES

ORGANISATION PROFILE

102-1 Name of the organization About the Company 22

102-2 Activities, brands, products, and

services

Company's activity profile 20

102-3 Location of headquarters Contact information 125

102-4 Location of operations Geography and target

markets

18

102-5 Ownership and legal form Company's background

17

102-6 Markets served Geography and target

markets

27

102-7 Scale of the organization Company's asset profile 5, 22, 112

102-8 Information on employees and other

workers

Company in figures/

social accountability

58, 59, 60

102-9 Supply chain Nuclear fuel cycle 27, 28

102-10 Significant changes to the

organization and its supply chain

Company's asset profile 22, 27

102-11 Precautionary Principle or approach Risk management and

internal controls/

sustainable economic

development

52, 104

102-12 External initiatives Membership of associations

and compliance with

international rules

29, 66,

104

102-13 Membership of associations Membership of associations

and compliance with

international rules

29

STRATEGY

102-14 Statement from senior decision-

maker

Statement of the Chairman

of the Board of Directors/

Statement of the Chairman

of the Management Board

8, 9

ETHICS AND INTEGRITY

102-16 Values, principles, standards, and

norms of behavior

Corporate governance and

ethics

Corporate ethics

103

GOVERNANCE

102-18 Governance structure Corporate governance and

ethics

Structure of corporate

governance

81, 90, 99

102-22 Composition of the highest

governance body and its committees

Board of Directors

85

102-24 Nominating and selecting the highest

governance body

Board of Directors

(except for the factors of

professional qualifications

and experience in the field of

economic, environmental and

social issues)

86, 90

102-28 Evaluating the highest governance

body’s performance

Evaluation of the Board of

Directors

90

STAKEHOLDER ENGAGEMENT

102-40 List of stakeholder groups Interaction with stakeholders 77

102-41 Collective bargaining agreements Social accountability 60, 63

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102-42 Identifying and selecting stakeholders Interaction with stakeholders 76

102-43 Approach to stakeholder engagement Interaction with stakeholders 77, 80

102-44 Key topics and concerns raised Interaction with stakeholders 77, 80

ACCOUNTING PRACTICES

102-45 Entities included in the consolidated

financial statements

Principles for defining

Report content and the

aspect limitations

112, 120

102-46 Defining report content and topic

Boundaries

Material aspects and their

determination

112, 113

102-47 List of material topics Material aspects and their

determination

114

102-48 Restatements of information No paraphrases or other

wordings different to the

wordings used in previous

reports are present in this

Report

112

102-49 Changes in reporting Changes in Group’s asset

structure

32

GENERAL INFORMATION ABOUT THE REPORT

102-50 Reporting period About this Report 111

102-51 Date of most recent report About this Report 111

102-52 Reporting cycle About this Report 111

102-53 Contact point for questions regarding

the report

Contact Information 119

102-54 Claims of reporting in accordance

with the GRI Standards

About this Report 111

102-55 GRI content index Annexes 125

102-56 External assurance External verification 116

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SPECIFIC DISCLOSURES 102-55

GRI index

category

Indicator Report sections/Comments Report

page

External

Verificatio

n

ECONOMIC

GRI 103 (2016): MANAGEMENT APPROACH

103-1 Explanation of the material topic

and its Boundary

Principles for defining report content and

topic boundaries 115

103-2 The management approach and

its components

Sustainable economic development 29, 58

103-3 Evaluation of the management

approach

Evaluation of the Board of Directors 75, 90

GRI 201 (2016): ECONOMIC PERFORMANCE

201-1 Direct economic value generated

and distributed

Sustainable economic development 54

Industry-

specific

additions to the

general

standard

element of

reporting

Please specify the countries,

which are actual or potential

members of the Extractive

Industries Transparency

Initiative (EITI), in which the

Company operates

Sustainable economic development 54

GRI 202 (2016): MARKET PRESENCE

202-1 Ratios of standard entry level

wage by gender compared to

local minimum wage

Social policy

Remuneration system

64

GRI 203 (2016): INDIRECT ECONOMIC IMPACTS

203-1 Infrastructure investments and

services supported

Economic impacts in the areas where the

Company operates

55

GRI 204 (2016): PROCUREMENT PRACTICES

204-1 Proportion of spending on local

suppliers

Procurement practices 57

ENVIRONMENT

GRI 103 (2016): MANAGEMENT APPROACH

103-1 Explanation of the material topic

and its Boundary

Principles for defining report content and

topic boundaries 115

103-2 The management approach and

its components

Environmental responsibility 66

103-3 Evaluation of the management

approach

Evaluation of the Board of Directors 75, 90

GRI 302 (2016): ENERGY

Guidelines for

DMA-b

specific to the

Subjects

Please specify if the organisation

is bound by any national,

regional or industry-specific

standards, regulations or rules

related to energy. Give examples

of such rules and regulations.

Energy efficiency 69

302-1 Energy consumption within the

organisation

Use of resources and energy efficiency 69

GRI 303 (2018): WATER AND EFFLUENTS

303-1 Interactions with water as a

shared resource

Water resources

(As part of the implementation of the ESAP

Roadmap, it is planned to carry out a

number of activities, including on interaction

with stakeholders, to conduct an audit on

environmental communications in

accordance with the international standard

ISO 14063 “Environmental

Communications”)

70

303-2 Management of water discharge-

related impacts

Water resources 29, 58,

65

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303-3 Water withdrawal Water resources

(Kazatomprom does not take water from

"sensitive water bodies")

71

303-5 Water consumption Water resources

(The Company only starts implementing this

standard "Water and Effluents (2018)" and

the calculation of water consumption does

not fully comply with the standard yet)

70

GRI 305 (2016): EMISSIONS

305-1 Direct (Scope 1) GHG emissions Direct greenhouse gas emissions

The calculation of indicators for the base

year in the Company does not apply.

Source of emission factor data:

1. http://zhasyldamu.kz/npa/parnikovye-

gazy/kadastr-istochnikov-vybrosov-i-

pogloshchenij-parnikovykh-gazov.html

2. http://adilet.zan.kz/rus/docs/V1700015396

69

GRI 306 (2016): EFFLUENTS AND WASTE

306-2 Waste by type and disposal

method

Waste Monitoring and Disposal 68

GRI 307 (2016): ENVIRONMENTAL COMPLIANCE

307-1 Non-compliance with

environmental laws and

regulations

Expenses on environment protection

purposes

67

SOCIAL

GRI 103 (2016): MANAGEMENT APPROACH 103-1 Explanation of the material topic

and its Boundary

Principles for defining report content and

topic boundaries 115

103-2 The management approach and

its components

Social responsibility 58

103-3 Evaluation of the management

approach

Evaluation of the Board of Directors 75, 90

GRI 401 (2016): EMPLOYMENT

401-2 Benefits provided to full-time

employees that are not provided

to temporary or part-time

employees

Social accountability

Social policy,

payments and benefits

63

GRI 402 (2016): LABOR/MANAGEMENT RELATIONS

402-1 Minimum notice periods

regarding operational changes

Social politics 63

GRI 403 (2018): OCCUPATIONAL HEALTH AND SAFETY

403-1 Occupational health and safety

management system

Occupational health and safety 65

403-7 Prevention and mitigation of

occupational health and safety

impacts directly linked by

business relationships

Occupational health and safety 66

403-9 Work-related injuries Occupational health and safety 66

GRI 404 (2016): TRAINING AND EDUCATION

404-1 Average hours of training per

year per employee

Social responsibility

Company staff

62

404-2 Programs for upgrading

employee skills and transition

assistance programs

Social accountability

Company staff

61, 63

GRI 405 (2016): DIVERSITY AND EQUAL OPPORTUNITY

405-1 Diversity of governance bodies

and employees

Social accountability

Company staff

59

405-2 Ratio of basic salary and

remuneration of women to men

Social accountability wage system 64

KAZATOMPROM INDICATORS

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КАP1 Place in the nuclear fuel cycle

(NFC)

Business model 10,

113

КАP2 Global uranium markets Global uranium market 26,

113

КАP3 Business transformation Business transformation 15,

102,

113

КАP4 Development of mineral

resources base

Mineral assets and Capital expenditures

review

25, 39,

113

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GLOSSARY

Term Definition

CAPEX Capital expenditures, financial investment, appraisal and exploration work

CO2 Carbon dioxide

COSO Internal control – integrated model

EBIT Earnings before interest and taxes

EBITDA Earnings before interest, taxes, depreciation and amortisation

EBITDA

margin

Ratio, expressed as a percentage, of the earnings before interest, taxes, depreciation and amortisation

to the sales proceeds, based on NAC Kazatomprom JSC methods

EDF Électricité de France

EPP Separative work units

ERP Enterprise resource planning

EVA Economic Value Added is an estimate of an enterprise's economic profit after all taxes and payment of

the entire capital invested in the enterprise

GRI Global Reporting Initiative

ISO International Organization for Standardization

ISO 14001 International standard Environmental management systems – Requirements with guidance for use

MM Ore mining and metallurgic sector

OHSAS

18001

International standard Occupational Health and Safety Management Systems – Requirements

TREO Total Rare Earth Oxide

U3O8 Triuranium Octoxide

UF6 Uranium hexafluoride

UO2 Uranium dioxide

UO3 Uranium trioxide

NPP Nuclear Power Plant

BWRT Bolotov's wind rotor turbine

RD Railway district

SA Subsidiaries and affiliates

DOSEP Department for Occupational Safety and Environment Protection

PE Producing enterprise

HRD Human Resources Department

CJSC Closed Joint Stock Company

TUO Triuranium Octoxide

IS Information security

IRESCO Irtysh Rare Earths Company

IT Information technologies

ST

RKISO/IEC

17025

State Standard of the Republic of Kazakhstan

General Requirements for the Competence of Testing and Calibration Laboratories

KazNTU Satpayev Kazakh National University

KazNU Al-Farabi Kazakh National University

KPI Key performance indicator

IAEA International Atomic Energy Agency

MAEC Mangistau Atomic Energy Combine

Local content

Percentage of the cost of labour of citizens of the Republic of Kazakhstan engaged in fulfilment of a

purchase contract in the total payroll budget of the contract, and/or percentage of the cost of a share

(shares) of local origin determined in a product (products) in accordance with the substantial

transformation or finished production criteria by residents of the Republic of Kazakhstan in the total

cost of the product (products) under the relevant purchase contract.

MID RK Ministry of Investments and Development of the Republic of Kazakhstan

MC Metallurgical Combine

ME RK Ministry of Energy of the Republic of Kazakhstan

STC Scientific and Technical Council

SB (BD) Supervisory Board (Board of Directors)

LLC Limited Liability Company

LLP Limited Liability Partnership

GMS General Meeting of Shareholders

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OHS Occupational health and industrial safety

GWP Global warming potential

ISL In-situ leaching

RK Republic of Kazakhstan

RF Russian Federation

REM Rare and rare-earth metals

JV Joint venture

OSMS Occupational safety management system

RMS Risk management system

FA Fuel assemblies

HPI Heat pump installations

LLP Limited liability partnership

GWS Goods, works, services

TTC Trade and transport company

UMP Ulba Metallurgical Plant

CRL Central research laboratory

CRME Central research methodical expedition

UEC Uranium Enrichment Centre

SMCC South Mining Chemical Company

SKR South Kazakhstan region

NFC Nuclear fuel cycle