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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ‘ Registration Statement Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 OR È Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2015 OR ‘ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 OR ‘ Shell Company Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 1-34694 VIMPELCOM LTD. (Exact name of registrant as specified in its charter) Bermuda (Jurisdiction of incorporation or organization) Claude Debussylaan 88, 1082 MD, Amsterdam, the Netherlands (Address of principal executive offices) Scott Dresser Group General Counsel Claude Debussylaan 88, 1082 MD, Amsterdam, the Netherlands Tel: +31 20 797 7200 Fax: +31 20 797 7201 (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which Registered American Depositary Shares, or ADSs, each representing one common share NASDAQ Global Select Market Common shares, US$0.001 nominal value NASDAQ Global Select Market* * Listed, not for trading or quotation purposes, but only in connection with the registration of ADSs pursuant to the requirements of the Securities and Exchange Commission. Securities registered or to be registered pursuant to Section 12(g) of the Act: None. Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None. Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: 1,756,731,135 common shares, US$0.001 nominal value. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act: Yes ‘ No È If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes ‘ No È Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes È No ‘ Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ‘ No ‘ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer È Accelerated filer ‘ Non-accelerated filer ‘ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAP ‘ International Financial Reporting Standards as issued by the International Accounting Standards Board È Other ‘ Indicate by check mark which financial statement item the registrant has elected to follow. Item 17 ‘ Item 18 È If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ‘ No È TABLE OF CONTENTS ITEM 1.* Identity of Directors, Senior Management and Advisors .............................. 5 ITEM 2.* Offer Statistics and Expected Timetable ........................................... 5 ITEM 3. Key Information ............................................................. 5 ITEM 4. Information on the Company ................................................... 36 ITEM 4A. Unresolved Staff Comments .................................................... 99 ITEM 5. Operating and Financial Review and Prospects ..................................... 99 ITEM 6. Directors, Senior Management and Employees ..................................... 170 ITEM 7. Major Shareholders and Related Party Transactions ................................. 182 ITEM 8. Financial Information ......................................................... 185 ITEM 9. The Offer and Listing ......................................................... 187 ITEM 10. Additional Information ........................................................ 188 ITEM 11. Quantitative and Qualitative Disclosures About Market Risk .......................... 201 ITEM 12. Description of Securities other than Equity Securities ................................ 202 ITEM 13. Defaults, Dividend Arrearages and Delinquencies ................................... 204 ITEM 14. Material Modifications to the Rights of Security Holders and Use of Proceeds ............ 204 ITEM 15. Controls and Procedures ....................................................... 204 ITEM 16A. Audit Committee Financial Expert ............................................... 205 ITEM 16B. Code of Ethics ............................................................... 205 ITEM 16C. Principal Accountant Fees and Services ........................................... 205 ITEM 16D. Exemptions from the Listing Standards for Audit Committees ......................... 206 ITEM 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers ................... 206 ITEM 16F. Change in Registrant’s Certifying Accountant ...................................... 206 ITEM 16G. Corporate Governance ........................................................ 206 ITEM 17.** Financial Statements .......................................................... 209 ITEM 18. Financial Statements .......................................................... 209 ITEM 19. Exhibits .................................................................... 210 * Omitted because the item is not required. ** We have responded to Item 18 in lieu of this item. EXPLANATORY NOTE References in this Annual Report on Form 20-F to “VimpelCom” and the “VimpelCom Group,” as well as references to “our company,” “the company,” “our group,” “the group,” “we,” “us,” “our” and similar pronouns, are references to VimpelCom Ltd., an exempted company limited by shares registered in Bermuda, and its consolidated subsidiaries. All section references appearing in this Annual Report on Form 20-F are to sections of this Annual Report on Form 20-F, unless otherwise indicated. This Annual Report on Form 20-F includes audited consolidated financial statements as of and for the years ended December 31, 2015, 2014 and 2013 prepared in accordance with International Financial Reporting Standards, or “IFRS,” as issued by the International Accounting Standards Board, or “IASB,” and presented in U.S. dollars. The company adopted IFRS as of January 1, 2009. In this Annual Report on Form 20-F, references to (i) “U.S. dollars,” “US$” or “USD” are to the lawful currency of the United States of America, (ii) “Russian rubles,” “rubles” or “RUB” are to the lawful currency of the Russian Federation, (iii) “Algerian dinar” or “DZD” are to the lawful currency of Algeria, (iv) “Pakistani rupees” or “PKR” are to the lawful currency of Pakistan, (iv) “Bangladeshi taka” or “BDT” are to the lawful currency of Bangladesh, (v) “Ukrainian hryvnia,” “hryvnia” or “UAH” are to the lawful currency of Ukraine, (vi) “Kazakh tenge” or “KZT” are to the lawful currency of the Republic of Kazakhstan, (vii) “Uzbek som” or “UZS” are to the lawful currency of Uzbekistan, (viii) “Kyrgyz som” are to the lawful currency of Kyrgyzstan, 1 (ix) “Armenian dram” are to the lawful currency of the Republic of Armenia, (x) “Tajik somoni” are to the lawful currency of Tajikistan, (xi) “Georgian lari” are to the lawful currency of Georgia, (xii) “Lao kip” are to the lawful currency of Laos and (xiii) “€,” “EUR” or “Euro” are to the single currency of the participating member states of the European and Monetary Union of the Treaty Establishing the European Community, as amended from time to time. In addition, references to “EU” are to the European Union, references to “LIBOR” are to the London Interbank Offered Rate, references to “EURIBOR” are to the Euro Interbank Offered Rate, references to “MosPRIME” are to the Moscow Prime Offered Rate, references to “KIBOR” are to the Karachi Interbank Offered Rate, references to “AB SEK” are to AB Svensk Exportkredit, references to “Bangladeshi T-Bill” are to Bangladeshi Treasury Bills and references to “Rendistato” are to the weighted average yield on a basket of Italian government securities produced and published by the Bank of Italy. This Annual Report on Form 20-F contains translations of certain non-U.S. currency amounts into U.S. dollars at specified rates solely for the convenience of the reader. These translations should not be construed as representations that the relevant non-U.S. currency amounts actually represent such U.S. dollar amounts or could be converted, were converted or will be converted into U.S. dollars at the rates indicated. Unless otherwise indicated, U.S. dollar amounts have been translated from Euro, Algerian dinar, Pakistani rupee and Bangladeshi

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