Minutes of 01.06.2016 №237

MINUTES No. 237

OF THE MEETING OF THE BOARD OF DIRECTORS


Date and time of the Meeting of the Board of Directors (date and time of counting the votes):

May 31, 2016, 06:00 p.m.

(Moscow time)

Date of drawing up the Minutes:

June 01, 2016

Form of meeting:

absentee voting.

Place of counting the votes:

Moscow, 7, Malaya Dmitrovka.

PJSC "RusHydro"

Number of elected members of the Board of Directors:

13 persons.

Members of the Board of Directors,

who participated in the Meeting:



A.D. Avetisyan,

M.S. Bystrov,


Ye.V. Dod,

V.M. Zimin,


S.N. Ivanov,


L.V. Kalanda,

V.M. Kravchenko,


D.S. Morozov,


A.M. Osipov,

V.V. Pivovarov,

Yu.P. Trutnev,


S.V. Shishin,


In accordance with the Federal Law On Joint-Stock Companies and the Company's Articles of Association, the quorum for a meeting of the Board of Directors is present.



AGENDA OF THE MEETING:



1. On interim results of implementation of the Company's Business Plan for 2016 taking into account actual figures for the first quarter of 2016 (including reports on implementation of the Investment Program (in particular, the Comprehensive Modernization Program for Generating Facilities) and the Annual Comprehensive Procurement Plan for the first quarter of 2016).

2. On approval of a report regarding the compliance with the Company's Key Performance Indicators for the first quarter of 2016.

3. On the Company's priority activities.

4. On the Company's internal documents.

5. On defining the position of PJSC "RusHydro" (representatives of PJSC "RusHydro") on the agenda items of the subsidiaries' management bodies.

6. On determining the amount of payment for the services of the Company's Auditor.



RESULTS OF VOTING ON THE AGENDA ITEMS:



Item 1: On interim results of implementation of the Company's Business Plan for 2016 taking into account actual figures for the first quarter of 2016 (including reports on implementation of the Investment Program (in particular, the Comprehensive Modernization Program for Generating Facilities) and the Annual Comprehensive Procurement Plan for the first quarter of 2016).



Resolution:

To take into account the report on interim results of implementation of the Company's Business Plan for 2016 taking into account actual figures for the first quarter of 2016 (including reports on implementation of the Investment Program (in particular, the Comprehensive Modernization Program for Generating Facilities) and the Annual Comprehensive Procurement Plan for the first quarter of 2016) (Annex 1).



Voting results:

"For" — 10 (M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

"Abstain" — 2 (A.D. Avetisyan, D.S. Morozov).

The resolution has been adopted.



Item 2: On approval of the report regarding the compliance with the Company's Key Performance Indicators for the first quarter of 2016.



Resolution:

To approve the report on compliance with the Key Performance Indicators of PJSC "RusHydro" for the first quarter of 2016 (Annex 2).



Voting results:

"For" — 11 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

"Abstain" — 1 (D.S. Morozov).

The resolution has been adopted.



Item 3: On the Company's priority activities.



Item 3.1: On approval of a list of investment projects subject to public technological and price audit of PJSC RusHydro in 2016-2017.



Resolution:

To approve the list of investment projects implemented or planned for implementation within the framework of the investment program of PJSC for the purpose of public technological and price audit in 2016-2017 (Annex 3).



Voting results:

"For" — 11 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

"Abstain" — 1 (D.S. Morozov).

The resolution has been adopted.



Item 3.2: On consideration of the results of off-site inspections of the Energy Ministry of Russia regarding the progress in implementing the project on "Construction of Yakutskaya SDPP-2 (the 1st stage); the project on "Construction of Blagoveshchenskaya CHPP (the 2nd stage)"; the project on "Construction of CHPP in Sovetskaya Gavan"; the project on "Construction of Sakhalinskaya SDPP-2 (the 1st stage)".



Resolution:

To consider the results of off-site inspections of the Energy Ministry of Russia regarding the progress in implementing the project on "Construction of Yakutskaya SDPP-2 (the 1st stage); the project on "Construction of Blagoveshchenskaya CHPP (the 2nd stage)"; the project on "Construction of CHPP in Sovetskaya Gavan"; the project on "Construction of Sakhalinskaya SDPP-2 (the 1st stage)" (Annex 4).



Voting results:

"For" — 10 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 1 (V.M. Kravchenko).

"Abstain" — 1 (D.S. Morozov).

The resolution has been adopted.



Item 3.3: On the status of implementation of priority projects on the construction of 4 facilities in the Far East (Yakutsk GRES-2 (the 1st stage), the 2nd stage of Blagoveshchenskaya CHPP, CHPP in Sovetskaya Gavan, Sakhalin GRES-2 (the 1st stage).



Resolution:

Take note of the information about the status of implementation of priority projects on the construction of 4 facilities in the Far East (Yakutsk GRES-2 (the 1st stage), the 2nd stage of Blagoveshchenskaya CHPP, CHPP in Sovetskaya Gavan, Sakhalin GRES-2 (the 1st stage) as of 31.03.2016 (Annex 5).



Voting results:

"For" — 10 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 1 (V.M. Kravchenko).

"Abstain" — 1 (D.S. Morozov).

The resolution has been adopted.



Item 3.4: Using the Total Shareholders Return indicator in the system of the Company's key performance indicators (resolutions of the RF Government No. 3035п-П13 of 29.04.2016).



Resolution:

Chairman of the Board - General Director of the Company N.G. Shulginov shall ensure:

1. One index shall be selected from the list of the Moscow Exchange indices (hereinafter - the ME index), which includes the relevant sectoral index, consolidated index, indices of companies with state participation and companies with regulated activities, with a view of using it as a target value of the TSR indicator in the key performance indicators system of the Company starting from January 1, 2016.

At this, the TSR key performance indicator shall be considered fulfilled if its actual value in the reporting period is higher compared to the dynamics of the selected ME index for the reporting period by a positive value set by the Board of Directors of the Company.

2. The relevant changes shall be entered to the Company's internal documents.



Voting results:

"For" — 11 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

"Abstain" — 1 (D.S. Morozov).

The resolution has been adopted.



Item 4: On the Company's internal documents.



Item 4.1. On improving the efficiency, transparency and cost optimization of procurement activities of PJSC "RusHydro" (resolutions of the RF Government No. 2793п-П13 of 19.04.2016).



Resolution:

Chairman of the Board - General Director of the Company N.G. Shulginov shall ensure:

1. The approval by means of the Company's local regulations not later than 45 days from the date of adopting this resolution of procurement standards with regard to goods, work and services for the Company's needs, which are not subject to commercial resale (hereinafter - the procurement standards), providing for:

- marginal price of goods, work, services and (or) the requirements for the amount, consumer properties and other characteristics of goods, work and services;

- satisfaction of customer's requirements, without resulting in the procurement of goods, work and services with redundant consumer properties.

2. Posting not later than 1 (one) working day from the date of implementing paragraph 1 of this resolution of the procurement standards on the Company's official website.

3. Mandatory application of the procurement standards when planning and carrying out economic activity by the Company.

4. Carrying out annual monitoring, starting from 2017 (based on the 2016 reporting fiscal year), of the results of the Company's procurement activities, including in terms of compliance with the approved plans and procurement standards as well as compliance of the intended use of purchased goods, work and services with the Company's authorized activity.

5. Annual adjustment (update) of procurement standards.



Voting results:

"For" — 12 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

“Abstain” — 0.

The resolution was adopted.



A separate opinion of member of the Board of Directors of the Company A.D. Avetisyan regarding the agenda item No. 4.1 is attached to the minutes.



Item 4.2: On approval of the Charitable and Sponsorship Program of PJSC "RusHydro".



Resolution:

1. To approve the Charitable and Sponsorship Program of PJSC "RusHydro" (Annex 6).

2. To consider invalid the Regulation on the implementation of charitable and sponsorship activity of PJSC "RusHydro" approved by the Board of Directors' decision (minutes No. 221 of 14.09.2015).



Voting results:

“In favour” — 10 (A.D. Avetisyan, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

"Abstain" — 2 (M.S. Bystrov, V.M. Kravchenko).

The resolution has been adopted.



Item 4.3: On entering amendments and supplements to the Charitable and Sponsorship Program of the Company for 2016.



Resolution:

To approve the amended Charitable and Sponsorship Program of the Company for 2016 (Annex 7).



Voting results:

“In favour” — 9 (A.D. Avetisyan, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

"Abstain" — 3 (M.S. Bystrov, L.V. Kalanda, V.M. Kravchenko).

The resolution has been adopted.





Item 4.4: On approval of the Regulation on the registration of investment projects included in the list of investment projects of RusHydro Group (resolutions of the RF Government No. 1659п-П13 of 15.03.2016).



Resolution:

To approve the Regulation on the registration of investment projects included in the list of investment projects of RusHydro Group (Annex 8).



Voting results:

"For" — 11 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 1 (V.M. Kravchenko).

"Abstain" — 0.

The resolution has been adopted.



Item 4.5: On implementation of the order of the Federal Agency for State Property Management "On the preparation of a roadmap for the organization of risk management and internal control processes relating to prevention and combating of corruption" (letter from the Federal Agency for State Property Management No. ОД-02/13028 of 04.04.2016).



Resolution:

To consider executed the order of the Federal Agency for State Property Management "On the preparation of a roadmap for the organization of risk management and internal controls processes relating to prevention and combating of corruption" (letter from the Federal Agency for State Property Management No. ОД-02/13028 of 04.04.2016).



Voting results:

"For" — 11 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

"Abstain" — 1 (V.M. Kravchenko).

The resolution has been adopted.



Item 5: On defining the position of PJSC "RusHydro" (representatives of PJSC "RusHydro") on the agenda items of the subsidiaries' management bodies.



Item 5.1: On defining the position of PJSC "RusHydro" (representatives of PJSC "RusHydro") on the agenda item of the management body of JSC Boguchanskaya HPP: "On approval of the conclusion of a loan agreement between PJSC "RusHydro" and JSC Boguchanskaya HPP, representing a major transaction".



Resolution:

To instruct representatives of PJSC "RusHydro" to vote in favour of the following decision at the General Meeting of Shareholders of JSC Boguchanskaya HPP on the issue of approval of the loan agreement between PJSC "RusHydro" and JSC Boguchanskaya HPP, representing a major transaction:

To approve the loan agreement, representing a major transaction, on the following material terms and conditions (hereinafter referred to as the Agreement):

Parties to the Agreement:

Borrower - JSC Boguchanskaya HPP;

Lender - PJSC "RusHydro";

Subject of the Agreement: The Lender transfers a sum of money into ownership of the Borrower (hereinafter referred to as the Loan amount) and the Borrower shall repay the Loan amount to the Lender on the terms and conditions established by the Agreement;

The Loan amount: 2,673,602 (two million six hundred and seventy-three thousand six hundred and two) rubles 00 kopecks;

Interest on the Loan amount: not accrued;

The purpose of the Loan amount: to finance the costs of the investment project of JSC Boguchanskaya HPP as provided for by the approved Investment Subject Cash Flows;

Terms of the Loan amount disbursement: The Loan amount shall be disbursed to the Borrower in the form of tranches based on the Borrower's application, and transferred from the Lender's current account to the current account of the Borrower according to bank details specified by the Borrower in the relevant applications;

Repayment period of the Loan amount: on demand by the Lender, but not later than 5 (five) business days from the date of delivery of the Lender's requirements to the Borrower regarding the repayment of the Loan amount.



Voting results:

“In favour” — 11 (A.D. Avetisyan, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

“Abstain” — 1 (M.S. Bystrov).

The resolution has been adopted.



Item 5.2: On defining the position of PJSC "RusHydro" (representatives of PJSC "RusHydro") on the agenda item of the management body of JSC Boguchansky Aluminium Plant (BoAP): "On approval of the conclusion of a loan agreement between PJSC "RusHydro" and JSC BoAP, representing a major transaction".



Resolution:

To instruct representatives of PJSC "RusHydro" to vote in favour of the following decision at the General Meeting of Shareholders of JSC BoAP on the issue of approval of the loan agreement between PJSC "RusHydro" and JSC BoAP, representing a major transaction:

To approve the loan agreement, representing a major transaction, on the following material terms and conditions (hereinafter referred to as the Agreement):

Parties to the Agreement:

Borrower - JSC Boguchansky Aluminium Plant;

Lender - PJSC "RusHydro";

Subject of the Agreement: The Lender transfers a sum of money into ownership of the Borrower (hereinafter the Loan amount) and the Borrower shall repay the Loan amount to the Lender on the terms and conditions established by the Agreement;

The Loan amount: 2,073,602 (two million seventy-three thousand six hundred and two) rubles 00 kopecks;

Interest on the Loan amount: not accrued;

The purpose of the Loan amount: to finance the costs of the investment project of JSC BoAP as provided for by the approved Investment Subject Cash Flows;

Terms of the Loan amount disbursement: The Loan amount shall be disbursed to the Borrower in the form of tranches based on the Borrower's application, and transferred from the Lender's current account to the current account of the Borrower according to bank details specified by the Borrower in the relevant applications;

Repayment period of the Loan amount: on demand by the Lender, but not later than 5 (five) business days from the date of delivery of the Lender's requirements to the Borrower regarding the repayment of the Loan amount.



Voting results:

“In favour” — 11 (A.D. Avetisyan, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

“Abstain” — 1 (M.S. Bystrov).

The resolution has been adopted.



Item 5.3: On defining the position of PJSC "RusHydro" (representatives of PJSC "RusHydro") on the agenda item of the management body of JSC Boguchanskaya HPP: "On approval of the conclusion of a loan agreement between JSC Boguchanskaya HPP and LLC Joint Holding Company Boguchanskaya HPP, representing a major transaction".



Resolution:

To instruct representatives of PJSC "RusHydro" to vote in favour of the following decision at the General Meeting of Shareholders of JSC Boguchanskaya HPP on the issue of approval of the loan agreement between JSC Boguchanskaya HPP and LLC Joint Holding Company Boguchanskaya HPP, representing a major transaction:

To approve the loan agreement, representing a major transaction, on the following material terms and conditions (hereinafter referred to as the Agreement):

Parties to the Agreement:

Borrower - LLC Joint Holding Company Boguchanskaya HPP;

Lender - JSC Boguchanskaya HPP;

Subject of the Agreement: The Lender transfers a sum of money into ownership of the Borrower (hereinafter the Loan amount) and the Borrower shall repay the Loan amount to the Lender on the terms and conditions established by the Agreement;

The Loan amount: 600,000 (six hunded thousand) rubles;

Interest on the Loan amount: not accrued;

The purpose of the Loan amount: to finance the costs of the investment project of LLC Joint Holding Company Boguchanskaya HPP as provided for by the approved Investment Subject Cash Flows;

Terms of the Loan amount disbursement: The Loan amount shall be disbursed to the Borrower in the form of tranches based on the Borrower's application, and transferred from the Lender's current account to the current account of the Borrower according to bank details specified by the Borrower in the relevant applications;

Repayment period of the Loan amount: on demand by the Lender, but not later than 5 (five) business days from the date of delivery of the Lender's requirements to the Borrower regarding the repayment of the Loan amount.



Voting results:

“In favour” — 11 (A.D. Avetisyan, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

“Abstain” — 1 (M.S. Bystrov).

The resolution has been adopted.



Item 5.4: On defining the position of PJSC "RusHydro" (representatives of PJSC "RusHydro") on the agenda item of the management body of JSC Blagoveshchenskaya CHP Plant: "On approval of conclusion of the contractor agreement between JSC Blagoveshchenskaya CHP Plant and OJSC Power Machines to carry out construction and assembly work, being a related transaction with the general contractor agreement on construction of "Blagoveshchenskaya CHP Plant (the 2nd stage)" No. 1-КС-2013-БТЭЦ-2/12А of December 26, 2013, being a major transaction".



Resolution:

To instruct the representatives of PJSC "RusHydro" to vote FOR adopting the following resolution on the agenda item of the General Meeting of the Shareholders of JSC Blagoveshchenskaya CHP Plant: "On approval of conclusion of the contractor agreement between JSC Blagoveshchenskaya CHP Plant and OJSC Power Machines to carry out construction and assembly work, being a related transaction with the general contractor agreement on construction of "Blagoveshchenskaya CHP Plant (the 2nd stage)" No. 1-КС-2013-БТЭЦ-2/12А of December 26, 2013, being a major transaction":

To approve the conclusion of the contractor agreement between JSC Blagoveshchenskaya CHP Plant and OJSC Power Machines to perform construction and assembly work (hereinafter referred to as the Agreement), being a related transaction with the general contractor agreement No. 1-КС-2013-БТЭЦ-2/12A dated December 26, 2013 on construction of a facility "Blagoveshchenskaya CHP Plant (the 2nd stage)" (hereinafter referred to the general contractor agreement), approved by the Extraordinary General Meeting of the Shareholders of JSC Blagoveshchenskaya CHP Plant (resolution of PJSC RAO ES of the East - being a trustee of the rights attached to the shares of JSC Blagoveshchenskaya CHP Plant No. 02/2013-БТЭЦ of December 25, 2013), representing a major transaction, on the following material terms:

Parties to the Agreement:

Customer — JSC Blagoveshchenskaya CHP Plant;

General Contractor — OJSC Power Machines;

Subject of the Agreement:

The Contractor shall carry out construction and assembly work on the facilities:

- Fire Pump Station located at: Russian Federation, Amur Oblast, Blagoveshchensk, 177, Zagorodnaya street;

- Fire Protection Station (the applying of fire-retardant coating on bearing metal of the installed equipment), located at: Russian Federation, Amur Oblast, Blagoveshchensk, 177, Zagorodnaya street;

using own materials, and the Customer shall accept the results of Work and pay for it.

The scope of work and the requirements for its implementation are defined in accordance with the "Project documentation - a set of detailed documentation", which is part of the project documentation for the facility "Construction of Blagoveshchenskaya CHP Plant (the 2nd stage)".

Price of the Agreement:

64,216,654 (sixty-four million, two hundred and sixteen thousand six hundred fifty-four) rubles 85 kopecks, including VAT (18%) - 9,795,760 (nine million seven hundred and ninety-five thousand seven hundred sixty) rubles 91 kopecks.

The price of related transactions (the price of the Agreement and the price of the general contractor agreement) is 7,262,397,476 (seven billion two hundred sixty-two million three hundred ninety-seven thousand four hundred seventy-six) rubles 99 kopecks.

The period of Work performance:

Start date - January 20, 2016.

End date - June 10, 2016.

Validity of the Agreement:

The Agreement shall enter into force on the date of its signing, is applicable to the relations of the Parties arising from 07.10.2015, and is valid until the full execution of obligations by the Parties.



Voting results:

“In favour” — 9 (A.D. Avetisyan, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 1 (V.M. Kravchenko).

“Abstain” — 2 (L.V. Kalanda, M.S. Bystrov).

The resolution has been adopted.



Item 5.5: On defining the position of PJSC "RusHydro" (representatives of PJSC "RusHydro") on the agenda item of the management body of JSC CHP Plant in Sovetskaya Gavan: "On approval of conclusion between JSC CHP Plant in Sovetskaya Gavan and OJSC GlobalElectroService of supplementary agreement No. 4 to general contractor agreement on the construction of CHP Plant in Sovetskaya Gavan No. СГ ТЭЦ – 14/0027 of 23.06.2014, representing a major transaction".



Resolution:

To instruct the representatives of PJSC "RusHydro" to vote FOR adopting the following resolution on the agenda item of the General Meeting of the Shareholders of JSC CHP Plant in Sovetskaya Gavan: "On approval of conclusion of supplementary agreement No. 4 to general contractor agreement on the construction of CHP Plant in Sovetskaya Gavan No. СГ ТЭЦ – 14/0027 of 23.06.2014, representing a major transaction, between JSC CHP Plant in Sovetskaya Gavan and OJSC GlobalElectroService.

To approve the conclusion between JSC CHP Plant in Sovetskaya Gavan and OJSC GlobalElectroService of supplementary agreement No. 4 to general contractor agreement on the construction of CHP Plant in Sovetskaya Gavan No. СГ ТЭЦ – 14/0027 of 23.06.2014 (hereinafter referred to as the Agreement, the Supplementary agreement), representing a major transaction, which value is 50 per cent higher than the book value of the Company's assets, envisaging the changes in the terms of the Agreement, approved by the Extraordinary General Meeting of Shareholders of JSC CHP Plant in Sovetskaya Gavan (resolution of PJSC RAO ES of the East - being a trustee of the rights attached to the shares of JSC CHP Plant in Sovetskaya Gavan No. 01/2014-СГ ТЭЦ of June 23, 2014), on the following material terms and conditions:

Parties to the Supplementary Agreement:

Customer - JSC CHP Plant in Sovetskaya Gavan;

General Contractor - OJSC GlobalElectroService.

The subject of the Supplementary agreement (concerning the changes in the terms previously approved by the Extraordinary General Meeting of the Shareholders of JSC CHP Plant in Sovetskaya Gavan):

Changes in the construction schedule of CHP Plant in Sovetskaya Gavan.

Terms of completion of work under the Agreement (taking into account the Supplementary agreement):

The start date of work under the Agreement shall not be changed by Supplementary agreement No. 4, and shall be the date of signing the Agreement - June 23, 2014.

The end date of construction of CHP Plant in Sovetskaya Gavan (amended by Supplementary agreement No. 4):

Target date for commissioning: 30.08.2017.

Target date for actual completion: 11.10.2017.

Price of the Agreement (taking into account the Supplementary Agreement):

the price of the Agreement in connection with the conclusion of the Supplementary agreement does not change and amounts to 13,177,650,000 (thirteen billion one hundred seventy seven million six hundred fifty thousand) rubles 00 kopecks, including VAT (18%) - 2,010,150,000 (two billion ten million one hundred and fifty thousand) rubles 00 kopecks.



Voting results:

"For" — 11 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, D.S. Morozov, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 1 (V.M. Kravchenko).

"Abstain" — 0.

The resolution has been adopted.



Item 6: On determining the amount of payment for services of the Company's Auditor.



Resolution:

To determine that the cost of services of the Company's Auditor for auditing the financial statements of PJSC "RusHydro" prepared in accordance with the Russian accounting standards, and auditing (review) of the consolidated financial statements of RusHydro Group prepared in accordance with the International Financial Reporting Standards for 2016, amounts to 119,999,805 (one hundred and nineteen million nine hundred and ninety-nine thousand eight hundred and five) rubles, including VAT - 18,305,055 (eighteen million three hundred and five thousand and fifty-five) rubles 00 kopecks, including:

1. the audit of financial statements of PJSC "RusHydro" prepared in accordance with the Russian Accounting Standards in the amount of 19,558,500 (nineteen million five hundred fifty-eight thousand five hundred) rubles 00 kopeks, including VAT - 2,983,500 (two million nine hundred and eighty three thousand five hundred) rubles 00 kopecks;

2. the audit of the consolidated financial statements of RusHydro Group prepared in accordance with the International Financial Reporting Standards in the amount of 76,474,620 (seventy six million four hundred and seventy-four thousand six hundred twenty) rubles 00 kopeks, including VAT - 11,665,620 (eleven million six hundred and sixty-five thousand six hundred and twenty) rubles 00 kopeck;

3. the review of the condensed consolidated interim financial information of RusHydro Group prepared in accordance with the International Accounting Standards (IAS) 34 - "Interim Financial Reporting" for six months ended on June 30, 2016, in the amount of 23,966,685 (twenty three million nine hundred and sixty-six thousand six hundred eighty-five) rubles 00 kopeks, including VAT - 3,655,935 (three million six hundred and fifty-five thousand nine hundred thirty-five) rubles 00 kopecks.



Voting results:

"For" — 12 (A.D. Avetisyan, M.S. Bystrov, Ye.V. Dod, V.M. Zimin, S.N. Ivanov, L.V. Kalanda, V.M. Kravchenko, A.M. Osipov, V.V. Pivovarov, Yu.P. Trutnev, S.V. Shishin).

"Against" — 0.

"Abstain" — 0.

The resolution has been adopted.



 
Chairman of the Board of Directors Yu.P. Trutnev

Corporate Secretary M.V. Zavalko
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