Minutes of 26.09.2008 №62

MINUTES No. 62

OF THE BOARD OF DIRECTORS MEETING


Date and time of the meeting:                                              September 26, 2008, 6:00 p.m.

(Moscow time)

Form of vote:                                                                     Collective attendance

Site of vote counting:                                                          Mosсow, Arkhitektora Vlasova Str., 51

Number of elected members of the Board of Directors              13

Members of the Board of Directors present at the meeting:       V. Yu. Sinyugin

                                                                                         B. I. Ayuev

                                                                                         D. V. Ponomarev

                                                                                         A. N. Rappoport

                                                                                         Yu. A. Udaltsov


A written opinion (voting) on the issues of the meeting agenda was provided by the following members of the Board of Directors Yu. M. Medvedev, D. S. Akhanov, Seppo Remes, Ya. M. Urinson, V. B. Khristenko.


In compliance with the Federal Law on Joint-Stock Companies and the company's Articles of Association the quorum for conducting the Board of Directors Meeting is present.


AGENDA OF THE BOARD OF DIRECTORS MEETING:


Approval of the report on implementation of the company's business-plan for the first half of 2008 (including a report on implementation of the Investment programme for the first half of 2008).

Approval of the report on execution of key performance indicators of the company for the second quarter of 2008.

Introduction of changes to the key performance indicator assessment and calculation method used within the company.

Approving the values of key performance indicators (KPIs) of the company for 2009.

Conclusion of long-term electricity (capacity) purchase-sale agreements.

Engineering business strategy of JSC RusHydro.

International activities of JSC RusHydro.

Termination of powers and election of members of the company's Management Board.

Audit Committee under the supervision of the company's Board of Directors.

Concerning the company's participation in other companies.

Holding more than one office by members of the Management Board in the management bodies of other organisations.


Approving the company's transactions:

12.1. Approval of a transaction with JSC GVC Energetiki which is an interested party transaction.

12.2. Approval of an interested-party transaction with JSC Zagorskaya PSHPP-2.

On determination of company's (company's representatives) opinion regarding the issues put on agenda of the Board of Directors' Meetings as well as General Meetings of the company's subsidiaries and affiliates (SA).

13.1. Determination of an opinion regarding alienation of shares held by LLC Index of Energy - HydroOGK.

13.2. Decision regarding participation (change of participation share) of the company's SA in other organisations.


RESULTS OF VOTING ON AGENDA:


Matter 1: Approval of the report on implementation of the company's business-plan for the first half of 2008 (including a report on implementation of the Investment Programme for the first half of 2008).


Decision:

1.1. Approve the report on implementation of the company's business-plan for the first half of 2008 (including a report on implementation of the Investment programme for the first half of 2008) (Appendix 1).

1.2. Instruct acting Chairman of the Management Board of the company Zubakin V.A. to provide members of the Board of Directors by 10.10.2008 with the corrected Investment Programme for 2008 and propositions for correcting the financing sources of this Investment Programme for 2008.


Voting results:

"For" - 10 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 0

Decision made.




Matter 2: Approval of the report on execution of key performance indicators of the company for the second quarter of 2008.


Decision:

To approve the report on execution of key performance indicators of JSC RusHydro for the second quarter of 2008 (Appendix 2).


Voting results:

"For" - 10 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 0

Decision made.




Matter 3: Introduction of changes to the key performance indicator assessment and calculation method used within the company.


Decision:

3.1. Approve the calculation and evaluation methods of JSC RusHydro's key performance indicators (hereinafter referred to as the Method) according to Appendix 3.

3.2. Establish that officers of JSC RusHydro when calculating the EBITDA indicator in accordance with the Method shall calculate it in accordance with the procedure determined by the Method.

3.3. Instruct acting Chairman of the Management Board of the company V. A. Zubakin to work out and submit the calculation and evaluation procedure for the following annual performance indicators of the company for consideration by the Board of Directors in an absentee form:

- KPI Implementation of capacity commissioning schedules (%);

- KPI Implementation of annual investment programme (%).


Voting results:

"For" - 9 (V. Yu. Sinyugin, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 1 (D. S. Akhanov)

Decision made.




Matter 4: Approving the values of key performance indicators (KPIs) of the company for 2009.


Decision:

Approve the values of annual and quarterly key performance indicators (KPI) of JSC RusHydro for 2009 (Appendixes 4 and 5).


Voting results:

"For" - 9 (V. Yu. Sinyugin, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 1 (D. S. Akhanov)

Decision made.




Matter 5: Conclusion of long-term electricity (capacity) purchase-sale agreements.


Decision:

Defer consideration of the issue to a later date.


Voting results:

"For" - 9 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson)

"Against" - 0

"Abstained" - 0

Decision made.

Due to change of the draft decision put to vote, when drawing up the voting results the vote of the Board of Directors member V. B. Khristenko, who voted in writing on the initial draft decision, was not accounted for.




Matter 6: Engineering business strategy of JSC RusHydro.

 

Decision:

Defer consideration of the issue to a later date.

 

Voting results:

"For" - 9 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson)

"Against" - 0

"Abstained" - 0

Decision made.

Due to change of the draft decision put to vote, when drawing up the voting results the vote of the Board of Directors member V. B. Khristenko, who voted in writing on the initial draft decision, was not accounted for.




Matter 7: International activities of JSC RusHydro.

 

Decision:

Take into consideration information on progress of projects being implemented in the Lao People's Democratic Republic and the decision of the Board of Directors dated 23.06.2009 and (minutes No. 58) (Appendix 6).

 

Voting results:

"For" - 9 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, V. B. Khristenko)

"Against" - 0

"Abstained" - 1 (Ya. M. Urinson)

Decision made.




Matter 8: Termination of powers and election of members of the company's Management Board.

 

Decision:

8.1. Early-terminate the powers of the member of the Management Board of the company Aleksandr Valentinovich Toloshinov and terminate the labour contract concluded with him on 26.09.2008.

8.2. Elect Aleksandr Valentinovich Toloshinov as a member of the Management Board of the company from 27.09.2008.


Voting results:

"For" - 9 (V. Yu.  Sinyugin, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 1 (D. S. Akhanov)

Decision made.




Matter 9: Audit Committee under the supervision of the company's Board of Directors.

 

Decision:

9.1. Early-terminate the powers of Yury Arkadyevich Udaltsov, member of the Audit Committee under the supervision of the company's Board of Directors.

9.2. Elect Dmitry Sergeevich Akhanov being a member of the company's Board of Directors as member of the Audit Committee under the supervision of the Board of Directors.

 

Voting results:

"For" - 10 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 0

Decision made.




Matter 10: Concerning the company's participation in other companies.

 

Decision:

Defer consideration of the issue to a later date.

 

Voting results:

"For" - 9 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson)

"Against" - 0

"Abstained" - 0

Decision made.

Due to change of the draft decision put to vote, when drawing up the voting results the vote of the Board of Directors member V. B. Khristenko, who voted in writing on the initial draft decision, was not accounted for.




Matter 11: Holding more than one office by members of the Management Board in the management bodies of other organisations.

 

Decision:

11.1. Approve holding of posts in the Boards of Directors (Supervisory Counsels) of Open Joint-Stock Company Trading System Administrator of the wholesale electricity market (JSC ATS), Closed Joint-Stock Company Center for Financial Calculations (CJSC CFC), by Vasily Aleksandrovich Zubakin, member of the Management Board, Deputy Chairman of JSC RusHydro.

11.2. Approve holding of a post in the Board of Directors of JSC Krasnoyarskenergosbyt by Aleksandr Yuryevich Sergeev, member of JSC RusHydro's Management Board.

 

Voting results:

"For" - 9 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson)

"Against" - 0

"Abstained" - 0

Decision made.

Due to change of the draft decision put to vote, when drawing up the voting results the vote of the Board of Directors member V. B. Khristenko, who voted in writing on the initial draft decision, was not accounted for.




Matter 12: Approving the company's transactions:


12.1. Approval of a transaction with JSC GVC Energetiki which is an interested party transaction.

Decision:

12.1.1. Determine that the cost of a licensed software under the Supply Contract concluded between the company and JSC GVC Energetiki amounting to 9,059,820.12 (nine million, fifty nine thousand eight hundred and twenty rubles 12 kopecks), including VAT 18 per cent - 1,382,006.46 (one million three hundred and eighty two thousand and six rubles 46 kopecks).

12.1.2. Approve conclusion of Supply Contract between JSC RusHydro and JSC GVC Energetiki, which is an interested-party transaction subject to the following essential conditions:

Parties to Contract:

Executor - is JSC GVC Energetiki (Supplier).

Customer - JSC RusHydro (Buyer).

Subject of Contract:

According to the Contract the Supplier undertakes to arrange licensed software delivery developed by Microsoft Ireland Operations Limited (hereinafter referred to as licensed software) in accordance with the Specification Appendix No. 1 to the Contract), while the Buyer undertakes to accept and arrange payment for this licensed software with the procedure and terms established by the contract.

Content (scope) of delivery:

Pro Dsktp Listed Lic/SA Pack MVL - 300 licenses;

Project Pro Win32 Listed Languages Lic/SA Pack MVL w/1 ProjectSvr CAL - 8 licenses;

Visio Pro Win32 Listed Languages Lic/SA Pack MVL - 8 licenses;

Exchange Svr Ent Listed Languages Lic/SA Pack MVL - 1 license;

ISA Server Ent Edtn Listed Langs Lic/SA Pk MVL 1 Proc Lic - license;

SQL Svr Standard Edtn Win32 Listed Lic/SA Pack MVL 1 Processor License - 1 license;

Windows Svr Std Listed Lic/SA Pack MVL - 6 licenses;

Sys Mgmt Svr Ent Ed Listed Languages Lic/SA Pack MVL - 1 license;

Ops Mgr Ent Ops Mgmt Lic Listed Lic/SA Pack MVL - 1 license;

Ops Mgr Server Listed Lic/SA Pack MVL - 1 license;

Windows Terminal Svr CAL WinNT Listed Languages Lic/SA MVL DeviceCAL - 20 licenses.

Contract Price:

The total cost of this licensed software under the Supply Contract amounts to 9,059,820.12 (nine million fifty nine thousand and eight hundred and twenty rubles 12 kopecks), including VAT 18 per cent - 1,382,006.46 (one million three hundred and eighty two thousand and six rubles 46 kopecks). The present cost of this licensed software under the contract shall remain fixed during the whole contract validity period.

Delivery Completion Period:

Start of work execution: September 1, 2008

Completion of work: December 31, 2008

Effective Period of Contract:

The present contract comes into force from the moment of its signing by the Parties and shall be valid until the full execution of obligations by the Parties.

 

Voting results:

"For" - 9 (D. S. Akhanov, B. I. Ayuev, Yu. M. Medvedev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 0

Decision made.

V. Yu. Sinyugin, member of the Board of Directors of JSC RusHydro, who was RusHydro's Board Chairman within a year preceding a decision and who is not recognized as an independent director, did not take part in voting.


12.2. Approval of an interested-party transaction with JSC Zagorskaya PSHPP-2.

Decision:

12.2.1. Determine that the cost of immovable property handed over by the company under the property purchase-sale agreement concluded between JSC RusHydro and JSC Zagorskaya PSHPP-2 amounting to 1,655,322.84 (one million six hundred and fifty five thousand three hundred and twenty two) rubles 84 kopecks, including VAT (18 per cent) - 252,506.88 (two hundred and fifty two thousand five hundred and six) rubles 88 kopecks.

12.2.2. Approve conclusion of the immovable property purchase and sale contract between JSC RusHydro and JSC Zagorskaya PSHPP-2, which is an interested party transaction under the following essential terms:

Parties to Contract:

The seller - JSC RusHydro.

The buyer - JSC Zagorskaya PSHPP-2.

Subject of Contract:

The Seller undertakes to transfer the ownership of and the Buyer shall accept and pay for, the following immovable property (hereinafter referred to as the property) in accordance with the terms of the present contract:

- Concrete preparation building: Construction laboratory building, total area 214.90 sq. m, inv. No. 260:075-0057-ООК, let. 14Ж, identification number: 50:05:08:00290:021, address: Moscow Region, Sergievo-Posadskiy District, Bogorodskoe, sector of the Zagorskaya PSHPP construction base owned by the Seller on the basis of the Transfer act of Open Joint-Stock Company Zagorskaya PSHPP (JSC Zagorskaya PSHPP), reorganised through merger with Joint-Stock Company Federal Hydro-Generating Company, approved by an extraordinary General Shareholders' Meeting of JSC Zagorskaya PSHPP, minutes No. 6 dated 24.10.2007, which has been registered in the Unified state register of rights for immovable property and transactions under number 50-50-05/020/2008-130 on March 19, 2008;

- Concrete preparation structure: Pump station, total area 54.30 sq. m, inv. No. 260:075-0057-ООК, let. 14E, identification number: 50:05:08:00290:020, address: Moscow Region, Sergievo-Posadskiy District, Bogorodskoe, sector of the Zagorskaya PSHPP construction base owned by the Seller on the basis of the Transfer act of Open Joint-Stock Company Zagorskaya PSHPP (JSC Zagorskaya PSHPP), reorganised through merger with Joint-Stock Company Federal Hydro-Generating Company, approved by an extraordinary General Shareholders' Meeting of JSC Zagorskaya PSHPP, minutes No. 6 dated 24.10.2007, which has been registered in the Unified state register of rights for immovable property and transactions under number
50-50-05/020/2008-132 on March 19, 2008;

- Concrete preparation structure: Gallery, total area 531.20 sq. m, inv. No. 260:075-0057-ООК, let. 14Г, identification number: 50:05:08:00290:019, address: Moscow Region, Sergievo-Posadskiy District, Bogorodskoe, sector of the Zagorskaya PSHPP construction base owned by the Seller on the basis of the Transfer act of Open Joint-Stock Company Zagorskaya PSHPP (JSC Zagorskaya PSHPP), reorganised through merger with Joint-Stock Company Federal Hydro-Generating Company, approved by an extraordinary General Shareholders' Meeting of JSC Zagorskaya PSHPP, minutes No. 6 dated 24.10.2007, which has been registered in the Unified state register of rights for immovable property and transactions under number
50-50-05/020/2008-131 on March 19, 2008.

Contract Price:

The cost of immovable property to be purchased by the Buyer amounts to 1,655,322.84 (one million six hundred and fifty five thousand three hundred and twenty two) rubles 84 kopecks, including VAT (18 per cent) - 252,506.88 (two hundred and fifty two thousand five hundred and six) rubles 88 kopecks:

- Concrete preparation building: Construction laboratory building - 1,585,559.69 (one million five hundred and eighty five thousand five hundred and fifty nine) rubles 69 kopecks, including VAT (18 per cent) - 241,865.04 (two hundred and forty one thousand eight hundred and sixty five) rubles 04 kopecks;

- Concrete preparation structure: The pump station - 18,803.89 (eighteen thousand eight hundred and three) rubles 89 kopecks, including VAT (18 per cent) - 2,868.39 (two thousand eight hundred and sixty eight) rubles 39 kopecks;

- Concrete preparation structure: The gallery - 50,959.26 (fifty thousand nine hundred and fifty nine) rubles 26 kopecks, including VAT (18 per cent) - 7,773.45 (seven thousand seven hundred and seventy three) rubles 45 kopecks.

Procedure of settlements under the Contract:

The Buyer shall pay the price of this contract through a bank to the Seller's settlement account within
30 banking days from the moment of signing the present contract.

Property transfer procedure under the contract:

The Seller shall transfer the Property to the Buyer and sign a Transfer Act within five days from the moment of receipt of the monetary funds to the Seller's settlement account.

The Seller's right of Property ownership shall be terminated and the Buyer's right of Property ownership shall arise after the full payment of the contract price and from the moment of the State registration of the transfer of rights of the Property.


Voting results:

"For" - 8 (B. I. Ayuev, Yu. M Medvedev., D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 1 (D. S. Akhanov)

Decision made.

A member of the Board of Directors of JSC RusHydro, V. Y. Sinyugin, who was RusHydro's Management Board Chairman within a year preceding a decision and who is not recognized as an independent director, did not take part in voting.




Matter 13: Determination of the company's position (company's representatives) on the agenda issues of the meetings of the Boards of Directors and General Shareholders' meetings of subsidiaries and affiliates of the company.


13.1. Determination of an opinion regarding alienation of shares held by LLC Index of Energy - HydroOGK.


Decision:

13.1.1. Due to the fact that Mandatory Proposals on shares acquisition of the indicated companies in the order stipulated by Chapter XI.1 of the Federal Law on the Joint-Stock Companies were sent by legal entities who acquired more than 30 per cent of JSC UGK TGK-2 and JSC TGK-4's shares, and due to excess of the prices stipulated in the Mandatory proposals over the current market quotations, to consider it expedient for LLC Index of Energy - HydroOGK to accept a Mandatory Proposal from LLC CORES INVEST on acquisition of JSC UGK TGK-2's shares and a mandatory proposal from ONEXIM HOLDINGS LIMITED on acquisition of JSC TGK-4's shares.

13.1.2. Instruct JSC RusHydro's representatives in the Board of Directors of LLC Index of Energy - HydroOGK to vote "FOR" making the following decisions:

13.1.2.1. To approve carve-out of JSC TGK-2's shares held by LLC Index of Energy - HydroOGK subject to the following conditions:

- category, type, nominal value of the carved-out shares: ordinary registered shares with nominal value of 0.01 (zero point one hundredth) ruble per share;

- quantity of the carved-out shares: up to 5,909,918,536 (five billion nine hundred and nine million nine hundred and eighteen thousand five hundred and thirty six);

- share carve-out procedure: LLC Index of Energy HydroOGK accepts a mandatory proposal in accordance with the procedure stipulated by article 84.2 of the Federal Law on the Joint-Stock Companies from LLC CORES INVEST on acquisition of ordinary registered shares of JSC TGK-2;

- deadline for mandatory proposal accepting is no later than October 10, 2008;

- share carve-out price: share acquisition price defined in the Mandatory Proposal, equal to 0,025 (zero point twenty five) ruble per one ordinary share;

- method of share payment - monetary assets;

- the percentage of LLC Index of Energy - HydroOGK in the authorised capital of JSC TGK-2 before share carve-out in compliance with the present decision is 0.54 per cent; the percentage of LLC Index of Energy - HydroOGK in the authorised capital of JSC TGK-2 after share carve-out in compliance with the present decision is 0 per cent.

13.1.2.2. To approve carve-out of JSC TGK-4's shares held by LLC Index of Energy - HydroOGK subject to the following conditions:

- category, type, nominal value of the carved-out shares: ordinary registered shares with nominal value of 0.01 (zero point one hundredth) ruble per share;

- quantity of the carved-out shares: up to 7,222,103,068 (seven billion two hundred and twenty two million one hundred and three thousand sixty eight);

- share carve-out procedure: LLC Index of Energy - HydroOGK accepts a mandatory proposal in accordance with the procedure stipulated by article 84.2 as per a mandatory proposal of ONEXIM HOLDINGS LIMITED on acquisition of ordinary registered shares of JSC TGK-4 in accordance with the Federal Law on the Joint-Stock Companies.

- deadline for mandatory proposal accepting is no later than October 17, 2008;

- share carve-out price: share acquisition price defined in the Mandatory Proposal, equal to 0.027 (zero point zero two seven) ruble per one ordinary share;

- method of share payment - monetary assets;

- the percentage of LLC Index of Energy - HydroOGK in the authorised capital of JSC TGK-4 before share carve-out in compliance with the present decision is 0.38 per cent; the percentage of LLC Index of Energy - HydroOGK in the authorised capital of JSC TGK-4 after share carve-out in compliance with the present decision is 0 per cent.

13.1.3. To instruct JSC RusHydro's representatives in the management bodies of LLC Index of Energy - HydroOGK to vote "FOR" making all the necessary decisions to implement this decision.


Voting results:

"For" - 9 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 1 (Yu. M. Medvedev)

"Abstained" - 0

Decision made.


13.2. Decision regarding participation (change of participation share) of the company's SA in other organisations.

Information: When discussing this issue at the meeting the members of the Board of Directors proposed to defer the consideration of this issue to a later date.

 

Decision:

Defer determination of an opinion regarding participation (change of participation share) of JSC Hydroinvest in LLC SpetsEnergoService and JSC Moscow regional institute Hydroproject to a later date.

 

Voting results:

"For" - 5 (V.Yu. Sinyugin, B. Iю Ayuev, D. V. Ponomarev, A. N. Rappoport, Yu. A. Udaltsov)

"Against" - 0

"Abstained" - 0

Decision made.

Due to change of the draft decision put to vote, when drawing up the voting results the votes of the Board of Directors members V. B. Khristenko, Yu. M. Medvedev, D. S. Akhanov, Seppo Remes, Ya. M. Urinson who voted in writing on the initial draft decision, were not accounted for.

 

Decision:

Defer determination of an opinion regarding participation of JSC Hydroinvest in LLC EZOP to a later date.

Information: When discussing this issue at the meeting the members of the Board of Directors proposed to defer the consideration of this issue to a later date.


Voting results:

"For" - 5 (V. Yu. Sinyugin, B. I. Ayuev, D. V. Ponomarev, A. N. Rappoport, Yu. A. Udaltsov)

"Against" - 0

"Abstained" - 0

Decision made.

Due to change of the draft decision put to vote, when drawing up the voting results the votes of the Board of Directors members V. B. Khristenko, Yu. M. Medvedev, D. S. Akhanov, Seppo Remes, Ya. M. Urinson who voted in writing on the initial draft decision, were not accounted for.


Decision:

Instruct JSC RusHydro's representatives in the Board of Directors of JSC Krasnoyarskenergosbyt to vote "FOR" making the following decision:

Approve participation of JSC Krasnoyarskenergosbyt in non-profit partnership Market Council for arranging efficient trading system in the wholesale and retail electricity and capacity market; abbreviated name - NP Market Council on the following conditions:

- an admission fee (lump sum) to NP Market Council is 5,000,000 (five million) rubles;

- a current (regular) fee to NP Market Council is 100,000 (one hundred thousand) rubles per quarter;

- method of admission fee payment - monetary assets;

- the size and payment procedure of current (regular) fees to NP Market Council are established by a decision of the General Members' Meeting of NP Market Council.

 

Voting results:

"For" - 9 (V. Yu. Sinyugin, D. S. Akhanov, B. I. Ayuev, D. V. Ponomarev, A. N. Rappoport, Seppo Remes, Yu. A. Udaltsov, Ya. M. Urinson, V. B. Khristenko)

"Against" - 0

"Abstained" - 1 (Yu. M. Medvedev)

Decision made.




Chairman of the Board of Directors                                               V. Yu. Sinyugin


Secretary of the Board of Directors                                               M. M. Davydov

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