Minutes of 19.06.2013 №183

MINUTES No. 183

OF THE MEETING OF THE BOARD OF DIRECTORS


Date and time of Meeting of the Board of Directors (date and time of summing-up the voting results):

June 19, 2013, 18:00

(Moscow time).

Date of drawing up the Minutes:

June 19, 2013

Form of Meeting holding:

absent voting

Place of vote counting:

Moscow, ul. Malaya Dmitrovka, 7,

RusHydro JSC

Number of elected members of the Board of Directors:

13 persons.

Members of the Board of Directors who

participated in the meeting:

B.I. Ayuev,

E.P. Volkov,

V.I. Danilov-Daniliyan,

E.V. Dod,

V.M. Zimin,

V.V. Kudryavyy,

D.S. Morozov,

D.A. Nozdrachev,

M.I. Poluboyarinov,

V.V. Pivovarov,

V.M. Stolyarenko.

According to the Federal Law On Joint-Stock Companies and the Company's Charter, the quorum for the Board of Directors meeting is present.


THE MEETING'S AGENDA:


  1. Concerning election of Chairman of the Company's Board of Directors.
  2. Concerning the Company's performance of transactions with shares and interests of the entities in which the Company is a participant.
  3. Concerning the Company's participation and termination of its participation in other entities.
  4. Concerning approval of the Company's transactions.
  5. Concerning business priorities: concerning cooperation with Voith Hydro GmbH&Co. KG.
  6. Concerning achievement of key performance indicators by RusHydro JSC for Q12013.
  7. Concerning interim results of implementing the Company's Business Plan for 2013 taking into account actual data for Q12013 (including report on implementation of Investment Program, including Complex modernization program for generating facilities for Q12013).


VOTING RESULTS ON THE AGENDA ITEMS:


Item 1: Concerning election of Chairman of the Company's Board of Directors.


Resolution:

To elect Mikhail Igorevich Poluboyarinov as Chairman of RusHydro JSC's Board of Directors.


Voting results:

"For" – 11 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The resolution has been adopted.



Item 2: Concerning approval of the transactions with shares and interests of the entities in which RusHydro JSC is a participant.


Resolution:

2.1.1. To approve conclusion by the Company (the Purchaser) of contract(s) aimed at purchasing the shares of Malaya Dmitrovka CJSC (the Issuer) in which the Company is a participant, on the following terms:

The Issuer shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by the Issuer, in the amount not exceeding One Billion Nineteen Million Seven Hundred Eighty-Two Thousand (1,019,782,000) shares with a nominal value of One (1) Russian Ruble per 1 share.

Method of shares payment – real estate, owned by RusHydro JSC according to the list (Annex 1 to the Minutes), with an aggregate market value of One Billion Nineteen Million Seven Hundred Eighty-Two Thousand (1,019,782,000) Russian Rubles.

The Purchaser's interest in the Issuer's authorized capital shall not change and remain 100 %.

2.1.2. To instruct the Company's representatives in governing bodies of Malaya Dmitrovka CJSC to vote "For" taking the decisions, required for the launching of emission in 2013 for the Company's purchase of the shares subject to conditions, stipulated in clause 2.1.1 hereof.


Voting results:

"For" – 11 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The resolution has been adopted.


Resolution:

2.1.2. To approve the Company's (hereinafter the Purchaser) conclusion of contract(s) aimed at purchasing the shares of the entities in which the Company is a participant on the following terms (hereinafter the Contract(s)):

2.2.1.1. GidroInzhiniring Sibir CJSC (Issuer 1) shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by Issuer 1, in the amount not exceeding One Billion Nine Hundred Ninety-One Million Nine Hundred Seventy-Nine Thousand Three Hundred (1,991,979,300) shares with a nominal value of One (1) Russian Ruble per 1 share at an offering price of One (1) Russian Ruble per 1 share.

The Purchaser shall pay the Issuer 1 shares through cashless transfer of funds and/or transfer of the Issuer 1 own bills of exchange and/or through set-off of money claims to Issuer 1.

The Purchaser's interest in the Issuer 1 authorized capital shall not change and remain 100 %.

2.2.1.2. Dalnevostochnaya VES OJSC (Issuer 2) shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by Issuer 2, in the amount not exceeding Two Hundred Twenty-Three Million Five Hundred Eighty-Eight Thousand Four Hundred Seventy-Four (223,588,474) shares with a nominal value of One (1) Russian Ruble per 1 share at an offering price of One (1) Russian Ruble per 1 share.

The Purchaser shall pay the Issuer 2 shares through cashless transfer of funds and/or transfer of the Issuer 2 own bills of exchange and/or through set-off of money claims to Issuer 2.

The Purchaser's interest in the Issuer 2 authorized capital shall not change and remain 100 %.

2.2.2. To instruct the Company's representatives in governing bodies of entities specified in clause 2.2.1 hereof to vote "For" taking the decisions, required for launching the emission(s) in 2013 for the Company's purchase of the shares subject to conditions, stipulated in clause 2.2.1 hereof.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 1 (D.S. Morozov).

"Abstain" – 0.

The resolution has been adopted.


Resolution:

2.1.3. To approve the Company's (hereinafter the Purchaser) conclusion of contract(s) aimed at purchasing the shares of the entities in which the Company is a participant on the following terms (hereinafter the Contract(s)):

2.3.1.1. Hydroinvest JSC (Issuer 1) shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by Issuer 1 at the price stipulated by the Board of Directors of Issuer 1 according to provisions of Articles 36, 77 of Federal Law On Joint Stock Companies, in the amount not exceeding Nine Billion Five Hundred and Fifty Million (9,550,000,000) Russian Rubles.

The Purchaser shall pay the Issuer 1 shares through cashless transfer of funds and/or transfer of the Issuer 1 own bills of exchange and/or through set-off of money claims to Issuer 1.

The Purchaser's interest in the Issuer 1 authorized capital shall not change and remain 100 %.

2.3.1.2. ESC RusHydro JSC (Issuer 2) shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by Issuer 2 at the price stipulated by the Board of Directors of Issuer 2 according to provisions of Articles 36, 77 of Federal Law On Joint Stock Companies, in the amount not exceeding Eighteen Billion Three Hundred Sixty-Eight Million Four Hundred Thirty-One Thousand Three Hundred Sixty-Eight (18,368,431,368) Russian Rubles.

The Purchaser shall pay the Issuer 2 shares through cashless transfer of funds and/or transfer of the Issuer 2 own bills of exchange and/or bills of exchange of Index Energetiki — HydroOGC OOO and/or through set-off of money claims to Issuer 2.

The Purchaser's interest in the Issuer 2 authorized capital shall not change and remain 100 % – 1 share.

2.3.2. To instruct the Company's representatives in governing bodies of entities specified in subclause 2.3.1 hereof to vote "For" taking the decisions, required for launching the emission(s) in 2013 for the Company's purchase of the shares subject to conditions, stipulated in clauses 2.3.1.1-2.3.1.2 hereof.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 1 (D.S. Morozov).

"Abstain" – 0.

The resolution has been adopted.



Item 3: Concerning the RusHydro JSC's participation and termination of its participation in other entities:


3.1 Concerning the RusHydro JSC's participation in Ust-Srednekanskaya HPP JSC, Geoterm HPP JSC, Zaramagskiye HPPs JSC and MGES KBR JSC.


Resolution:

1.1. To approve the Company's (hereinafter the Purchaser) participation in the authorized capitals of other entities through conclusion of contract(s) on the following material terms (hereinafter the Contract(s)):

1.1.1. Ust-Srednekanskaya HPP JSC (hereinafter Issuer 1) shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by the Issuer 1, in the amount not exceeding Nine Billion Eight Hundred Sixty-Nine Million Eight Hundred Thirty-Seven Thousand Nine Hundred Eight (9,869,837,908) shares with a nominal value of One (1) Russian Ruble per 1 share at an offering price of One (1) Russian Ruble per 1 share.

The Purchaser shall pay the Issuer 1 shares through cashless transfer of funds and/or transfer of the Issuer 1 own bills of exchange and/or through set-off of money claims to Issuer 1.

The Purchaser's interest in the Issuer 1 authorized capital before conclusion of the Contract shall be 35.21 %.

The Purchaser's interest in the Issuer 1 authorized capital after conclusion of the Contract shall be determined based on volume of the Company's participation in additional emission and volume of realization of preferential right to acquire the shares by other shareholders of Issuer 1.

1.1.2. Geoterm HPP JSC (Issuer 2) shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by the Issuer 2, at a price to be determined by the independent appraiser, but not less than the nominal value in the amount not exceeding One Billion Five Hundred Ninety-Six Million Two Hundred Fifty Thousand Fifty-One (1,596,250,051) Russian Rubles.

The Purchaser shall pay the Issuer 2 shares through cashless transfer of funds and/or transfer of the Issuer 2 own bills of exchange and/or through set-off of money claims to Issuer 2.

The Purchaser's interest in the Issuer 2 authorized capital before conclusion of the Contract shall be 92.8 %.

The Purchaser's interest in the Issuer 2 authorized capital after conclusion of the Contract shall be determined based on volume of the Company's participation in additional emission and volume of realization of preferential right to acquire the shares by other shareholders of Issuer 2.

1.1.3. Zaramagskiye HPPs JSC (Issuer 3) shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by the Issuer 3, in the amount not exceeding Fifteen Million Three Hundred Eleven Thousand Seven Hundred Ninety (15,311,790) shares with a nominal value of One Thousand (1,000) Russian Ruble per 1 share at an offering price of One Thousand (1,000) Russian Ruble per 1 share.

The Purchaser shall pay the Issuer 3 shares through cashless transfer of funds and/or transfer of the Issuer 3 own bills of exchange and/or through set-off of money claims to Issuer 3.

The Purchaser's interest in the Issuer 3 authorized capital before conclusion of the Contract shall be 98.35 %.

The Purchaser's interest in the Issuer 3 authorized capital after conclusion of the Contract shall be determined based on volume of the Company's participation in additional emission and volume of realization of preferential right to acquire the shares by other shareholders of Issuer 3.

1.1.4. MGES KBR JSC (Issuer 4) shall transfer to the Purchaser ownership and the Purchaser shall accept and pay additional ordinary shares, placed by the Issuer 4, in the amount not exceeding Two Million Two Hundred Thirty-Nine Thousand Two Hundred Forty-One (2,239,241) shares with a nominal value of One Thousand (1,000) Russian Ruble per 1 share at an offering price of One Thousand (1,000) Russian Ruble per 1 share.

The Purchaser shall pay the Issuer 4 shares through cashless transfer of funds and/or transfer of the Issuer 4 own bills of exchange and/or through set-off of money claims to Issuer 4.

The Purchaser's interest in the Issuer 4 authorized capital before conclusion of the Contract shall be 0 %.

The Purchaser's interest in the Issuer 4 authorized capital after conclusion of the Contract shall be determined based on volume of the Company's participation in additional emission and volume of realization of preferential right to acquire the shares by other shareholders of Issuer 4.

1.2. To instruct the Company's Representatives in governing bodies of entities specified in subclauses 1.1.1-1.1.4 hereof to vote "For" taking the decisions, required for launching the emission(s) in 2012-2013 for the Company's and the Russian Federation's purchase of the shares subject to conditions, stipulated in clauses 1.1.1-1.1.4 hereof, and subject to possible adjustments of volume of the RusHydro JSC's investment program for 2013.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 1 (D.S. Morozov).

"Abstain" – 0.

The resolution has been adopted.


3.2. Concerning the RusHydro JSC's participation in Non-Commercial Partnership "The Club of Directors for Science and Innovations".


Resolution:

1. To approve the Company's participation in Non-Commercial Partnership "The Club of Directors for Science and Innovations" (NCP The Club of Directors for Science and Innovations).

2. To determine the following conditions of the RusHydro JSC's participation in NCP The Club of Directors for Science and Innovations:

- amount of annual membership fee shall be Three Hundred Thousand (300,000) Russian Rubles;

- amount, manner and date of payment of entry fee, membership fees, and single fees shall be determined by the decision of the Board of NCP The Club of Directors for Science and Innovations.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 1 (D.S. Morozov).

The resolution has been adopted.


3.3. Concerning participation of RusHydro JSC in Joint Venture —VolgaHydro Limited Liability Company.


Resolution:

1.1. To approve the RusHydro JSC's participation in Joint Venture —VolgaHydro Limited Liability Company (VolgaHydro OOO) to be established together with Voith Hydro GmbH&Co. KG (hereinafter the Voith) in the Russian Federation.

1.2. To determine conditions of the Company's participation in VolgaHydro OOO:

Distribution of share interest:

RusHydro JSC – at the date of establishing — 50 % of the authorized capital + One (1) Russian Ruble with further possibility to decrease its participation interest to 40%;

Voith – at the date of establishing — 50 % of the authorized capital – One (1) Russian Ruble with further possibility to increase its participation interest up to 60 %;

Authorized capital of VolgaHydro OOO:

initial – Ruble equivalent of 200,000 Euro at the exchange rate of the Russian Federation Central Bank as of the date specified by RusHydro JSC and Voith;

subsequent — in the amount specified by provisions of Contract on Exercising Rights and Liabilities of the company's participants between RusHydro JSC and Voith.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 1 (D.S. Morozov).

The resolution has been adopted.



Item 4: Concerning approval of the Company's transactions:


4.1. Concerning approval of the Contract for Transfer of Property without Compensation between RusHydro JSC and Federal Agency for State Property Management, which is an interested party transaction.


Resolution:

1. Cost of the property to be transferred under the Contract for Transfer of Property without Compensation between RusHydro JSC and Federal Agency for State Property Management shall not be determined due to the nature of transaction.

2. To approve the Contract for Transfer of Property without Compensation between RusHydro JSC and Federal Agency for State Property Management, which is an interested party transaction, on the following material terms:

Parties to the Contract:

Party-1 shall be RusHydro JSC;

Party-2 shall be of the Federal Agency for State Property Management

Subject matter of the Contract:

Party-1 shall transfer real property to federal ownership without compensation and subsequently secure its allocation on the basis of operational management to the Subdivision of Federal Fire-Fighting Service of State Fire-Fighting Service, and Party-2 shall accept under this Contract the real property according to the Annex hereto located in the Republic of Khakassia, Sayanogorsk, urban-type settlement Cheremushki, 105, a (hereinafter the Real Estate).

Balance (remaining) value of the Real Estate:

Eighteen Million Six Hundred Nine Thousand Three Hundred Fifteen (18,609,315) Russian Rubles.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The Contract to be concluded between RusHydro JSC and Federal Agency for State Property Management (Rosimushchestvo) shall be deemed to be an interested party transaction according to Article 81 of the Federal Law On Joint-Stock Companies, because the Russian Federation represented by Rosimushchestvo is a shareholder of RusHydro JSC, owing more than 20 % of the Company's voting shares.

Pursuant to clause 3 of Article 83 of the Federal Law On Joint-Stock Companies, resolution on this issue shall be adopted by the Company's Board of Directors majority voting of independent directors not interested in the transaction.

During vote counting in relation to this item, vote of member of the RusHydro JSC's Board of Directors E.V. Dod is not taken into consideration, because he is considered dependent director pursuant to Article 83 of Federal Law On Joint-Stock Companies as he is at the same time Chairman of the RusHydro JSC's Management Board.

The resolution has been adopted.


4.2. Concerning approval of the Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC, which is an interested party transaction.


Resolution:

1. To determine that cost of works due to be performed under the Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC (hereinafter the Contract), which is an interested party transaction, shall be Four Hundred Thirty-Three Million One Hundred Ninety-Nine Thousand Nine Hundred Ninety-Nine (433,199,999) Russian Rubles 92 kopecks, including VAT (18 %) – Sixty-Six Million Eighty-One Thousand Three Hundred Fifty-Five (66,081,355) Russian Rubles 92 kopecks.

2. To approve the Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC as an interested party transaction made under the following material conditions:

Parties to the Contract:

The Customer shall be RusHydro JSC;

The Contractor shall be Lengidroproekt OJSC.

Subject matter of the Contract:

The Contractor shall, by order of the Customer, at its sole risk and using its own materials, perform all works for the preparation of design documentation for general reconstruction of Votkinskaya HPP and deliver the benefits to the Customer, and the Customer shall provide such conditions to the Contractor as stipulated in the Contract, for its performance of Works, accept the deliverables, and pay their cost stipulated by the Contract.

The Contract price (price of works to be performed under the Contract) is Four Hundred Thirty-Three Million One Hundred Ninety-Nine Thousand Nine Hundred Ninety-Nine (433,199,999) Russian Rubles 92 kopecks, including VAT (18 %) – Sixty-Six Million Eighty-One Thousand Three Hundred Fifty-Five (66,081,355) Russian Rubles 92 kopecks.

Work schedule: from December 25, 2012 until October 30, 2016.

The Contract becomes effective upon its signing by the Parties and remains in effect until the Parties have fully performed their respective obligations. The Contract provisions shall apply to the Parties' relations that originated on December 25, 2012.


Voting results:

"For" – 9 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 1 (D.S. Morozov).

The Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC is considered as interested party transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies, because Member of the Management Board of RusHydro JSC S.M. Voskresenskiy is at the same time General Director of Lengidroproekt OJSC.

Pursuant to Article 83 of Federal Law On Joint-Stock Companies, resolution on this item shall be adopted by the Company's Board of Directors majority voting by independent directors not interested in the transaction.

During vote counting for this item, vote of member of the RusHydro JSC's Board of Directors E.V. Dod is not taken into consideration because he is considered dependent director pursuant to Article 83 of Federal Law On Joint-Stock Companies, as he is at the same time Chairman of the RusHydro JSC's Management Board.

The resolution has been adopted.


4.3. Concerning approval of the Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC, which is an interested party transaction.


Resolution:

1. To determine that cost of works due to be performed under the Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC (hereinafter the Contract), which is an interested party transaction, shall be Four Hundred Sixteen Million Nine Hundred Seventeen Thousand Two Hundred Sixty-Nine (416,917,269) Russian Rubles 60 kopecks, including VAT (18 %) – Sixty-Three Million Five Hundred Ninety-Seven Thousand Five Hundred Forty-Nine (63,597,549) Russian Rubles 60 kopecks.

2. To approve the Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC as an interested party transaction made under the following material conditions:

Parties to the Contract:

The Customer shall be RusHydro JSC;

The Contractor shall be Lengidroproekt OJSC.

Subject matter of the Contract:

The Contractor shall, by order of the Customer ,at its sole risk and using its own materials, equipment, and tools perform all work for the preparation of design documentation for general reconstruction project of Zeiskaya HPP with integration of the ongoing projects into the comprehensive reconstruction project, and deliver the benefits to the Customer, and the Customer shall provide such conditions to the Contractor as stipulated in the Contract for the performance of same Work, accept all deliverables, and pay their value stipulated under the Contract.

The Contract price (price of works to be performed under the Contract) is Four Hundred Sixteen Million Nine Hundred Seventeen Thousand Two Hundred Sixty-Nine (416,917,269) Russian Rubles 60 kopecks, including VAT (18 %) – Sixty Three Million Five Hundred Ninety-Seven Thousand Five Hundred Forty-Nine (63,597,549) Russian Rubles 60 kopecks.

The Contractor shall perform works under the Contract within the period from October 04, 2012 until September 25, 2014.

Term of the Contract:

The Contract becomes effective upon its signing by the Parties and remains in effect until the Parties have fully performed their respective obligations. The Contract provisions shall apply to the Parties' relations that originated on October 04, 2012.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC is considered as interested party transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies, because Member of the Management Board of RusHydro JSC S.M. Voskresenskiy is at the same time General Director of Lengidroproekt OJSC.

Pursuant to Article 83 of Federal Law On Joint-Stock Companies, resolution on this item shall be adopted by the Company's Board of Directors majority voting by independent directors not interested in the transaction.

During vote counting for this item, vote of member of the RusHydro JSC's Board of Directors E.V. Dod is not taken into consideration, because he is considered dependent director pursuant to Article 83 of Federal Law On Joint-Stock Companies, as he is at the same time Chairman of the RusHydro JSC's Management Board.

The resolution has been adopted.


4.4. Concerning approval of the Contract as amended by Additional Agreement: No. 1 thereto to be concluded between RusHydro JSC and Lengidroproekt OJSC, which is an interested party transaction.


Resolution:

1. To determine the cost (monetary value) of works to be performed under the Contract for performance of research and development, design, experimental, and technological works related to studying the hydroelectric potential of the Angara river basin (as amended by Additional Agreement: No. 1 to the Contract) between RusHydro JSC and Lengidroproekt OJSC, which is an interested party transaction, as equal to Thirty-Five Million Four Hundred Six Thousand Two Hundred Seventeen (35,406,217.42) Russian Rubles 42 kopecks, including VAT 18 % — Five Million Four Hundred Thousand Nine Hundred Forty-Eight (5,400,948.42) Russian Rubles 42 kopecks.

2. To approve the Contract for performance of research and development, design, experimental and technological works related to studying the hydroelectric potential of the Angara river basin (as amended by Additional Agreement: No. 1 to the Contract) (hereinafter the Contract) between RusHydro JSC and Lengidroproekt OJSC, which is an interested party transaction, on the following material terms:

Parties to the Contract:

The Customer shall be RusHydro JSC;

The Contractor shall be Lengidroproekt OJSC.

Subject matter of the Contract:

The Contractor shall, by order of the Customer, perform research and development, design, experimental, and technological works related to studying the hydroelectric potential of the Angara river basin, according to the Technical Specifications (Annex No. __ hereto) (hereinafter the Works) within the time limits stipulated by the Contract, and deliver the benefits to the Customer, and the Customer shall accept the deliverables, and pay their value stipulated under the Contract.

The Contract Price: Thirty-Five Million Four Hundred Six Thousand Two Hundred Seventeen (35,406,217.42) Russian Rubles 42 kopecks, including VAT 18 % — Five Million Four Hundred Thousand Nine Hundred Forty-Eight (5,400,948.42) Russian Rubles 42 kopecks.

Work Schedule:

Commencement date — December 28, 2012.

Deadline — within 19 months from commencement of the Works.

Term of the Contract:

The Contract becomes effective upon its signing and remains in effect until the Parties have fully performed their respective obligations. The Contract provisions shall apply to the Parties' relations that originated on December 28, 2012.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The Contract to be concluded between RusHydro JSC and Lengidroproekt OJSC is considered as an interested party transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies, because Member of the Management Board of RusHydro JSC S.M. Voskresenskiy is at the same time General Director of Lengidroproekt OJSC.

Pursuant to Article 83 of Federal Law On Joint-Stock Companies, resolution on this item shall be adopted by the Company's Board of Directors majority voting by independent directors not interested in the transaction.

During vote counting for this item, vote of member of the RusHydro JSC's Board of Directors E.V. Dod is not taken into consideration because he is considered dependent director pursuant to Article 83 of Federal Law On Joint-Stock Companies, as he is at the same time Chairman of the RusHydro JSC's Management Board.

The resolution has been adopted.


4.5. Concerning approval of the Lease Contract to be concluded between RusHydro JSC and SO UES JSC, which is an interested party transaction.


Resolution:

1. To determine that lease payment under the Contract between the Company and SO UES JSC, which is an interested party transaction, shall be Twenty-Two Thousand Two Hundred Forty-Five Russian Rubles Thirty kopecks (RUB 22,245.30) including VAT (18 %) – Three Thousand Three Hundred Ninety-Three Russian Rubles Thirty-Nine kopecks (RUB 3,393.39).

2. To approve the Contract to be concluded between RusHydro JSC and SO UES JSC as an interested party transaction made under the following material conditions:

Parties to the Contract:

The Lessee — Unified Power System Operator, Limited Liability Company

The Lessor —Federal Hydro-Generation Company Open Joint-Stock Company – RusHydro.

Subject Matter of the Contract:

The Lessor leases and the Lessee accepts for temporary possession and use a segment of office premises No. 1 located at the 2nd floor of VOKhR building l, located at: Samara Oblast, Zhigulevsk urban district, Zhigulevsk, Moskovskoe shosse, No. 2, building No. 3.

Amount of lease payment under the Contract:

Amount of monthly lease payment shall be Two Thousand Twenty-Two Russian Rubles Thirty kopecks (RUB 2,022.30), including VAT (18 %) – Three Hundred Eight Russian Rubles Forty-Nine kopecks (RUB 308.49). Total amount of lease payment for the entire lease period shall be Twenty-Two Thousand Two Hundred Forty-Five Russian Rubles Thirty kopecks (RUB 22,245.30), including VAT (18 %) – Three Thousand Three Hundred Ninety-Three Russian Rubles Thirty-Nine kopecks (RUB 3,393.39).

Term of the Contract:

The Contract shall be valid from its signing date until September 30, 2013 and in relation to payment obligations — until their complete fulfillment. The Parties have agreed that the Contract provisions shall apply to the Parties' relations that originated on November 01, 2012.


Voting results:

"For" – 9 (E.P. Volkov, V.I. Danilov-Daniliyan, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The Contract to be concluded between RusHydro JSC and SO UES JSC is considered an interested party transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies, because member of the RusHydro JSC's Board of Directors E.V. Dod is at the same time member of Board of Directors of SO UES JSC, and member of the RusHydro JSC's Board of Directors B.I. Ayuev is at the same time Chairman of Management Board and member of Board of Directors of SO UES JSC.

Pursuant to clause 3 of Article 83 of the Federal Law On Joint-Stock Companies, resolution on this issue shall be adopted by the Company's Board of Directors majority voting by independent directors not interested in the transaction.

During vote counting for this item, votes of member of the RusHydro JSC's Board of Directors B.I. Ayuev is not taken into consideration because he is considered a person interested in the transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies likewise member of the RusHydro JSC's Board of Directors E.V. Dod who is at the same time Chairman of Management Board of RusHydro JSC and thus considered dependent director pursuant to Article 83 of Federal Law On Joint-Stock Companies.

The resolution has been adopted.


4.6. Concerning approval of the Contract to be concluded between RusHydro JSC and Federal State-Funded Educational Institution of Higher Vocational Education "National Research University "Moscow Power Engineering Institute" (FSFEI HVE NRU MPEI"), which is an interested party transaction.


Resolution:

1. To determine the cost (monetary value) of works to be performed under the Contract between RusHydro JSC and FSFEI HVE "NRU MPEI" for R&D in relation to the improvement of reliability of radial-axial turbines through expansion of recommended areas of operation: research into the causes of increased vibrations during operation of hydroelectric generating sets at Sayano-Shushenskaya HPP; operational life testing of mounting stud of covers of hydroelectric generating sets at Sayano-Shushenskaya HPP, which is an interested party transaction, in the amount of Seventeen Million One Hundred Thousand Russian Rubles (17,100,000) 00 kopecks, including VAT (18 %) — Two Million Six Hundred Eight Thousand Four Hundred Seventy-Four Russian Rubles (2,608,474) 58 kopecks.

2. To approve the Contract between RusHydro JSC and FSFEI HVE "NRU MPEI" for R&D related to the improvement of reliability of radial-axial turbines through expansion of recommended areas of operation: research into the causes of increased vibrations during operation of hydroelectric generating sets at Sayano-Shushenskaya HPP; operational life testing of mounting stud of covers of hydroelectric generating sets at Sayano-Shushenskaya HPP, which is an interested party transaction, on the following material terms:

Parties to the Contract:

The Customer shall be RusHydro JSC;

The Contractor shall be FSFEI HVE "NRU MPEI".

Subject matter of the Contract:

The Contractor shall, by order of the Customer, perform research and development, design, experimental and technological works to improve reliability of radial-axial turbines through expansion of recommended areas of operation: research into the causes of increased vibrations during operation of hydroelectric generating sets at Sayano-Shushenskaya HPP; operational life testing of mounting stud of covers of hydroelectric generating sets at Sayano-Shushenskaya HPP, according to the Technical Specifications (Annex No. 1 to the Contract) (hereinafter the Works) within the time limits stipulated by the Contract, and deliver the benefits to the Customer, and the Customer shall accept the deliverables, and pay their cost stipulated under the Contract.

The Contract Price: Seventeen Million One Hundred Thousand Russian Rubles (17,100,000) 00 kopecks, including VAT (18 %) — Two Million Six Hundred Eight Thousand Four Hundred Seventy-Four Russian Rubles (2,608,474) 58 kopecks.

Work schedule:

Commencement of the Works – on May 13, 2013.

Completion of works— within 17 months from Work commencement date.

Term of the Contract:

The Contract shall be valid until the Parties fully perform their obligations. This Contract shall apply to actual relations between the parties that originated before its signing.


Voting results:

"For" – 9 (B.I. Ayuev, V.I. Danilov-Daniliyan, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The Contract to be concluded between RusHydro JSC and FSFEI HVE "NRU MPEI" is considered as an interested party transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies, because member of the Board of Directors of RusHydro JSC E.P. Volkov is at the same time member of Supervisory Board of FSFEI HVE "NRU MPEI".

Pursuant to clause 3 of Article 83 of the Federal Law On Joint-Stock Companies, resolution on this issue shall be adopted by the Company's Board of Directors majority voting by independent directors not interested in the transaction.

During vote counting for this item, votes of member of the RusHydro JSC's Board of Directors E.P. Volkov is not taken into consideration because he is considered the person interested in the transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies likewise member of the RusHydro JSC's Board of Directors E.V. Dod who is at the same time Chairman of Management Board of RusHydro JSC and is thus considered dependent director pursuant to Article 83 of Federal Law On Joint-Stock Companies.

The resolution has been adopted.


4.7. Concerning approval of the Contract to be concluded between RusHydro JSC and SO UES JSC, which is an interested party transaction.


Resolution:

1. To determine that cost (monetary value) of services per calendar month under the Contract for services for reactive power control without generation of electrical energy using generating equipment of the power plants (Volzhskaya hydraulic power plant, Votkinskaya hydraulic power plant OJSC, Zagorskaya pumped-storage power plant, Kamskaya hydraulic power plant, Ezminskaya hydraulic power plant, Gizeldonskaya hydraulic power plant, Zelenchukskaya hydraulic power plant) (hereinafter the Contract), which is an interested party transaction, shall be calculated using the following formula:

Sфактрск х (1+HP) + Sфакт мощн (cost of the services actually rendered per calendar month under the Contract shall be calculated for each generating equipment (hydrogenerator)).

Where:

Эрск, RUB – operating costs resultant from the use of generating equipment (hydrogenerator) to render the services under RRSK and calculated pursuant to Procedure for calculating of cost of services rendered under RRSK (Annex No. 4 to the Contract);

Sфакт мощн, RUB – cost of power purchased by RusHydro JSC at the wholesale electricity market for participation in rendering of the services under RRSK, calculated pursuant to Procedure for calculating of cost of services rendered under RRSK (Annex No. 4 to the Contract);

PR – profitability rate of products (services), shall be taken to be equal to official bank rate of the Central Bank of the Russian Federation as of the signature date of the Contract, and shall be expressed as decimal number.

In addition, value added tax shall be calculated pursuant to the legislation in force and paid accordingly.

Total cost (monetary value) of the services under the Contract shall not exceed Two Hundred Million (200,000,000) Russian Rubles, including VAT, thus not exceeding Two (2) percent of balance sheet assets of RusHydro JSC as of the closing date.

2. To approve the Contract for services for reactive power control without generation of electrical energy, to be concluded between RusHydro JSC and FGC UES JSC, which is an interested party transaction, on the following material terms:

Parties to the Contract:

The Contractor shall be RusHydro JSC;

The Customer shall be FGC UES JSC.

Subject matter of the Contract:

The Contractor shall render the Customer services for reactive power control (hereinafter the Services) using generating equipment of power plant (accordingly, Volzhskaya hydraulic power plant, Votkinskaya hydraulic power plant OJSC, Zagorskaya pumped-storage power plant, Kamskaya hydraulic power plant, Ezminskaya hydraulic power plant, Gizeldonskaya hydraulic power plant, Zelenchukskaya hydraulic power plant) not generating electric energy during the period of services, in the manner and on the terms stipulated by the Contract and set out under the laws and regulations of the Russian Federation, and the Customer shall pay these Services in the amount, manner and within the period stipulated under provisions of the above Contract.

Period of services:

Commencement of performance of RusHydro JSC's obligations under the Contract related to rendering of services under RRSK – 00:00 hrs, January 01, 2013

Deadline for performance of RusHydro JSC's obligations under the Contract related to rendering of services under RRSK – 24:00 hrs, December 31, 2013

Period of services under RRSK – period of time within which generating equipment of RusHydro JSC shall be operational in SK mode according to control instructions of FGC UES JSC.

Cost of services:

Cost of the services actually rendered per calendar month under the Contract shall be calculated according to the following formula:

Sфактрск х (1+HP) + Sфакт мощн (cost of the services actually rendered per calendar month under the Contract shall be calculated for each generating equipment (hydrogenerator)).

where:

Эрск, RUB – operating costs resultant from the use of generating equipment (hydrogenerator) designed to render the services under RRSK and calculated pursuant to Procedure for calculating of cost of services rendered under RRSK (Annex No. 4 to the Contract);

Sфакт мощн, RUB – cost of power purchased by RusHydro JSC at the wholesale electricity market for participation in rendering of the services under RRSK, calculated pursuant to Procedure for calculating of cost of services rendered under RRSK (Annex No. 4 to the Contract);

PR – profitability rate of products (services), shall be taken to be equal to official bank rate of the Central Bank of the Russian Federation as of the signature date of the Contract, shall be expressed as decimal number.

In addition, value added tax shall be calculated pursuant to the legislation in force and paid accordingly.

Cost (monetary value) of the services under the Contract shall not exceed Two Hundred Million (200,000,000) Russian Rubles, including VAT, thus not exceeding Two (2) Percent of balance sheet assets of RusHydro JSC as of the closing date.

Term of the Contract:

The Contract becomes effective upon its signing and remains in effect until the Parties have fully performed their respective obligations. This Contract shall apply to the Parties' relations that originated before its signing (within the period of services).


Voting results:

"For" – 9 (E.P. Volkov, V.I. Danilov-Daniliyan, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The Contract to be concluded between RusHydro JSC and SO UES JSC is considered as an interested party transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies, because Chairman of the Board, member of the RusHydro JSC's Board of Directors E.V. Dod is at the same time member of Board of Directors of SO UES JSC, likewise member of the RusHydro JSC's Board of Directors B.I. Ayuev is at the same time Chairman of Management Board and member of Board of Directors of SO UES JSC.

Pursuant to clause 3 of Article 83 of the Federal Law On Joint-Stock Companies, resolution on this issue shall be adopted by the Company's Board of Directors majority voting by independent directors not interested in the transaction.

During vote counting for this item, votes of member of the RusHydro JSC's Board of Directors B.I. Ayuev is not taken into consideration because he is considered a person interested in the transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies, likewise member of the RusHydro JSC's Board of Directors E.V. Dod who is at the same time Chairman of Management Board of RusHydro JSC and thus considered dependent director pursuant to Article 83 of Federal Law On Joint-Stock Companies.

The resolution has been adopted.


4.8. Concerning approval of the Contract to be concluded between RusHydro JSC and FGC UES JSC, which is an interested party transaction.


Resolution:

1. To determine that cost of property due to be purchased under the Contract to be concluded between RusHydro JSC and FGC UES JSC (hereinafter the Contract), which is an interested party transaction, shall be Three Hundred Two Million Nine Hundred Sixty-Five Thousand Thirty-Seven (302,965,037) Russian Rubles 24 kopecks, including VAT (18 %) in the amount of Forty-Six Million Two Hundred Fifteen Thousand Five (46,215,005) Russian Rubles 68 kopecks, including:

- cost of design documentation — One Hundred Twenty-Five Thousand Thirty-Seven (125,037) Russian Rubles 22 kopecks, including VAT (18 %) — Nineteen Thousand Seventy-Three (19,073) Russian Rubles 47 kopecks.

- cost of shunt reactor — Three Hundred Two Million Eight Hundred Forty Thousand (302,840,000) Russian Rubles 02 kopecks, including VAT (18 %) — Forty-Six Million One Hundred Ninety-Five Thousand Nine Hundred Thirty-Two (46,195,932) Russian Rubles 21 kopecks.

2. To approve the Contract to be concluded between RusHydro JSC and FGC UES JSC as an interested party transaction made under the following material conditions:

Parties to the Contract:

The Purchaser shall be RusHydro JSC;

The Seller shall be FGC UES JSC.

Subject matter of the Contract:

The Seller shall transfer to the Purchaser's ownership all design documentation (Volume 19. Title "HV line 500 kv "Zeiskaya HPP – Amurskaya – State Border 2nd priority "HV line 500 kv Zeiskaya HPP – Amurskaya No. 2" the Third Start-Up Complex. Extension of Outdoor Switchgear 500 kv of Zeiskaya HPP" with regard to extension of Outdoor Switchgear 500 kv of Zeiskaya HPP", favorable conclusion of the state expertise for project entitled "HV line 500 kv "Zeiskaya HPP – Amurskaya – State Border 2nd priority "HV line 500 kv Zeiskaya HPP – Amurskaya No. 2" the Third Start-Up Complex. Extension of Outdoor Switchgear 500 kv of Zeiskaya HPP") and shunt reactor (РОМ-60000/500 totaling 1 unit (4 phases)), specified in the Specification, and the Purchaser shall accept and pay the Products in a manner and within time limits set out under the Insurance Contract.

Price of the Contract (price of the property purchased under the Contract): Three Hundred Two Million Nine Hundred Sixty-Five Thousand Thirty-Seven (302,965,037) Russian Rubles 24 kopecks, including VAT (18 %) in the amount of Forty-Six Million Two Hundred Fifteen Thousand Five (46,215,005) Russian Rubles 68 kopecks, including:

- cost of design documentation — One Hundred Twenty-Five Thousand Thirty-Seven (125,037) Russian Rubles 22 kopecks, including VAT (18 %) — Nineteen Thousand Seventy-Three (19,073) Russian Rubles 47 kopecks.

- cost of shunt reactor — Three Hundred Two Million Eight Hundred Forty Thousand (302,840,000) Russian Rubles 02 kopecks, including VAT (18 %) — Forty-Six Million One Hundred Ninety-Five Thousand Nine Hundred Thirty-Two (46,195,932) Russian Rubles 21 kopecks.

Term of the Contract:

The Contract takes effect upon its signature by the Parties, and remains in effect until the Parties fully perform their obligations under the Contract.


Voting results:

"For" – 9 (E.P. Volkov, V.I. Danilov-Daniliyan, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The Contract to be concluded between RusHydro JSC and FGC UES JSC is considered as an interested party transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies, because member of the RusHydro JSC's Board of Directors B.I. Ayuev is at the same time member of Board of Directors of FGC UES JSC.

Pursuant to clause 3 of Article 83 of the Federal Law On Joint-Stock Companies, resolution on this issue shall be adopted by the Company's Board of Directors majority voting by independent directors not interested in the transaction.

During vote counting for this item, votes of member of the RusHydro JSC's Board of Directors B.I. Ayuev is not taken into consideration, because he is considered a person interested in the transaction pursuant to Article 81 of Federal Law On Joint-Stock Companies likewise member of the RusHydro JSC's Board of Directors E.V. Dod who is at the same time Chairman of Management Board of RusHydro JSC and is thus considered dependent director pursuant to Article 83 of Federal Law On Joint-Stock Companies.

The resolution has been adopted.


4.9. Concerning performance of transactions related to transfer of property without compensation.


Resolution:

To approve the Contract for Transfer of Property without Compensation, subject of which is transfer of property (property rights) to the third parties without compensation on the following terms:

Parties to the Contract:

Party-1 shall be RusHydro JSC;

Party-2 shall be Municipal Property Management Committee of Zeya (Amur Oblast);

Subject matter of the Contract:

Party-1 shall transfer to municipal ownership of Zeya (Amur Oblast) without compensation and Party-2 shall accept the following property under the Contract: documentation for incomplete construction project "Design and exploration works on theme Actions to Ensure Normative Seismic Resistance of Zeiskaya HPP Facilities and Svetlyy Settlement" consisting of:

1. Volume 2: Environmental conditions (evaluation of seismicity of Svetlyy settlement's territory — Taezhnyy and Zelenyy microdistricts).

2. Volume 3. Water depression at the site of Svetlyy settlement-1 location.

3. Volume 4. Buildings and constructions of Svetlyy settlement-1.

Balance (remaining) value of the property:

Seventeen Million Seven Hundred Thirty-Three Thousand Five Hundred (17,733,500) Russian Rubles 00 kopecks.


Voting results:

"For" – 11 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.S. Morozov, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 0.

The resolution has been adopted.



Item 5: Concerning business priorities:


5.1. Concerning cooperation with Voith Hydro GmbH&Co. KG.


Resolution:

1. To approve conclusion between RusHydro JSC and Voith Hydro GmbH&Co. KG (hereinafter Voith) of the Contract on Exercising Rights and Liabilities of the Company's Participants (hereinafter the Contract) on the following material terms:

1.1. main products to be produced by the joint venture (hereinafter the JV):

  • bottom ring;
  • runner chamber;
  • intermediate turbine cover;
  • inner turbine cover;
  • adjusting ring;
  • turbine shaft;

1.2. proposed location of the JV – Saratov Oblast (Region);

1.3. jurisdiction of the JV and the law governing the Contract – jurisdiction of the Russian Federation;

1.4. total amount of the Parties' investments into the JV – according to the business plan to be jointly approved by the Parties to the JV (financing shall be in the national Russian currency);

1.5. operational management of the JV: Voith shall appoint General Director, RusHydro shall appoint Financial Director;

1.6. availability of a list of issues to be agreed by the Parties to the JV, which may be resolved only subject to mutual agreement of the Parties (Board of Directors or meeting of the JV participants), including key business and financial issues, approval of major transactions, etc.

2. To instruct the Company’s Board Chairman E.V. Dod:

2.1. to determine all other terms of the Contract;

2.2. to reconcile the JV's business plan, including amount of investments required for the JV;

3. To approve RusHydro JSC's acceptance of obligations expressed in foreign currency (linked to changing foreign currency rate), in the amount stipulated by the provisions of the Contract on Exercising Rights and Liabilities of the Company's Participants.

4. To instruct the Company's representatives in governing bodies of VolgaHydro OOO to vote for taking the decisions required for the performance of the Contract.


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 1 (D.S. Morozov).

The resolution has been adopted.



Item 6: Concerning achievement of key performance indicators by RusHydro JSC for Q12013.


Resolution:

To approve report on the achievement of key performance indicators by RusHydro JSC for Q12013 (Annex 2 to the Minutes).


Voting results:

"For" – 10 (B.I. Ayuev, E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 1 (D.S. Morozov).

The resolution has been adopted.



Item 7: Concerning interim results of implementation of the Company's Business Plan for 2013 taking into account actual data for Q12013 (including report on the Investment Program implementation, including Comprenhensive modernization program for generating facilities for Q12013).


Resolution:

To approve report on interim results of implementation of the Business Plan for 2013 taking into account actual data for Q12013 (including report on the Investment Program implementation, including Comprehensive modernization program for generating facilities for Q12013) (Annex 3 to the Minutes).


Voting results:

"For" – 9 (E.P. Volkov, V.I. Danilov-Daniliyan, E.V. Dod, V.M. Zimin, V.V. Kudryavyy, D.A. Nozdrachev, M.I. Poluboyarinov, V.V. Pivovarov, V.M. Stolyarenko).

"Against" – 0.

"Abstain" – 2 (B.I. Ayuev, D.S. Morozov).

The resolution has been adopted.






Chairman of the Board of Directors                  M.I. Poluboyarinov


Company Secretary                                       M.M. Lukiyanova
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