MINUTES of the Extraordinary General Meeting of Shareholders

4.4. The number of ordinary shares in OAO TGK-9 receivable by each shareholder of JSC TGK-
9 Holding shall be calculated by dividing the number of a certain category of shares in JSC TGK-
9 Holding owned by such shareholder by the applicable conversion ratio.
If in the calculation of shares in OAO TGK-9 receivable by any shareholder of JSC TGK-9
Holding the calculated number of shares to be held by such shareholder of JSC TGK-9 Holding is
a fraction, the fractional part of the quantity of shares shall be rounded off in accordance with the
following rule:
- if the period is followed by any number from 5 to 9, one shall be added to the integer and
any numbers following the period shall be ignored;
- if the period is followed by any number from 0 to 4, only the integer shall be taken into
consideration and any numbers following the period shall be ignored;
- if as a result of round-off no shares are receivable by any shareholder, such shareholder
shall receive one share in OAO TGK-9.
In case of issue of additional ordinary shares in OAO TGK-9 the number of ordinary shares in
OAO TGK-9 from among the shares placed at the disposal of and/or repurchased and/or acquired
by OAO TGK-9 receivable by any shareholder of JSC TGK-9 Holding shall be a part of the
integer determined by multiplying the number of ordinary shares in OAO TGK-9 receivable by
such shareholder in accordance with sub-paragraph one of this paragraph (after round-off) by the
ratio of the total number of ordinary shares in OAO TGK-9 placed at the disposal of OAO TGK-9
during a takeover of JSC TGK-9 Holding and/or repurchased and/or acquired by OAO TGK-9 to
the total number of ordinary shares in OAO TGK-9 necessary to convert into them all ordinary
and preference shares in JSC TGK-9 Holding. The number of ordinary shares in OAO TGK-9
from among the additional shares receivable by any shareholder of JSC TGK-9 Holding shall be
determined as the difference between the number of ordinary shares in OAO TGK-9 receivable
by such shareholder in accordance with sub-paragraph one of this paragraph (after round-off) and
the number of shares in OAO TGK-9 from among the shares placed at the disposal of and/or
repurchased and/or acquired by OAO TGK-9 receivable by such shareholder.
4.5. The shares in JSC TGK-9 Holding shall be recognized as converted into ordinary shares in
OAO TGK-9 on the day on which an entry is made into the Unified State Register of Legal
Entities about the termination of operation of JSC TGK-9 Holding based on data from the JSC
TGK-9 Holding Shareholder Register on the above-mentioned date.
4.6. The shares in JSC TGK-9 Holding to be converted shall be canceled upon conversion.
5. Yakov Moiseyevich Urinson, Deputy Chairman of the Management Board of RAO UES of
Russia, shall be appointed as the person holding the right to sign the agreement for takeover of
JSC TGK-9 Holding by OAO TGK-9 approved by this resolution on behalf of JSC TGK-9
Holding.
Number of votes held by the persons included in the list of persons 43,116,903,368
entitled to participate in the general meeting
Number of votes held by the persons that participated in the 33,396,122,096
general meeting for this issue on the general meeting agenda
Number of votes cast for each voting option
quorum was reached
For 31,753,901,182 95.0826%
Against 834,580,052 2.4990%
Abstained 120,000,894 0.3593%
The resolution was adopted.
For issue 47:
1. JSC TGK-10 Holding to be established through the reorganization of RAO UES of Russia shall
be reorganized through its takeover by OAO TGK-10 (OGRN: 1058602102437) as provided for
by this resolution and the agreement for takeover of JSC TGK-10 Holding by OAO TGK-10.
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