MINUTES of the Extraordinary General Meeting of Shareholders

while voting on the issue of reorganization of RAO UES of Russia through a spin-off, or
Abstains, while voting on the above-mentioned issue, upon the following conditions:
3.3.10.2.1. One (1) ordinary share in JSC Sibenergyholding shall be allocated for
(41,041,753,984 –OP)/(39,655,948,581– R1) ordinary shares in RAO UES of Russia.
3.3.10.2.2. One (1) preference share in JSC Sibenergyholding shall be allocated for
(2,075,149,384 – PP)/ (2,005,080,419 – R2) preference shares in RAO UES of
Russia.
Where:
OP – the number of ordinary shares in RAO UES of Russia owned as of the date determined
in accordance with paragraph 3.6 of this resolution by the shareholders of RAO UES of Russia to
which the shares in JSC Sibenergyholding are allocated in accordance with paragraphs 3.3.2.9
and 3.3.2.10 of this resolution.
R1 – the number of ordinary shares in JSC Sibenergyholding to be placed with the
shareholders of RAO UES of Russia in accordance with paragraph 3.3.2.9 of this resolution.
PP – the number of preference shares in RAO UES of Russia owned as of the date determined
in accordance with paragraph 3.6 of this resolution by the shareholders of RAO UES of Russia to
which the shares in JSC Sibenergyholding are allocated in accordance with paragraphs 3.3.2.9
and 3.3.2.10 of this resolution.
R2 – the number of preference shares in JSC Sibenergyholding to be placed with the
shareholders of RAO UES of Russia in accordance with paragraph 3.3.2.10 of this resolution.
3.3.10.3. If as of the date determined in accordance with paragraph 3.6 of this resolution
MADAKE ENTERPRISES COMPANY LIMITED reduces the number of shares in
RAO UES of Russia owned by it, which is specified in paragraph 3.3.3 of this
resolution, the shares in JSC Sibenergyholding shall be allocated to each shareholder of
RAO UES of Russia (with the exception of the Russian Federation, OOO
Gazoenergeticheskaya Kompaniya and OJSC MMC NORILSK NICKEL unless as of
the date determined in accordance with paragraph 3.6 of this resolution they reduce the
number of shares owned by them, which is specified in paragraph 3.3.3 of this
resolution) that votes For, while voting on the issue of reorganization of RAO UES of
Russia through a spin-off, or Abstains, while voting on the above-mentioned issue,
upon the following conditions:
3.3.10.3.1. One (1) ordinary share in JSC Sibenergyholding to be established through a spin-off
shall be allocated for (12,516,066,381+OS1+OS2+416,590,290)/(39,655,948,581 –
PC1) ordinary shares in RAO UES of Russia.
3.3.10.3.2. One (1) preference share in JSC Sibenergyholding to be established through a spin-off
shall be allocated for (1,429,606,060+PS1+PS2+20,000)/(2,005,080,419 – PC2)
preference shares in RAO UES of Russia.
Where:
OS1 – 4,522,879,000 ordinary shares in RAO UES of Russia. These shares shall be used in
the ratio if as of the date determined in accordance with paragraph 3.6 of this resolution OOO
Gazoenergeticheskaya Kompaniya owns less than 4,522,879,000 ordinary shares in RAO UES of
Russia and/or less than 100 preference shares in RAO UES of Russia.
OS2 – 1,016,370,000 ordinary shares in RAO UES of Russia. These shares shall be used in
the ratio if as of the date determined in accordance with paragraph 3.6 of this resolution OJSC
MMC NORILSK NICKEL owns less than 1,016,370,000 ordinary shares in RAO UES of Russia
and/or less than 500,000,000 preference shares in RAO UES of Russia.
PS1 – 100 preference shares in RAO UES of Russia. These shares shall be used in the ratio if
as of the date determined in accordance with paragraph 3.6 of this resolution OOO
Gazoenergeticheskaya Kompaniya owns less than 4,522,879,000 ordinary shares in RAO UES of
Russia and/or less than 100 preference shares in RAO UES of Russia.
PS2 – 500,000,000 preference shares in RAO UES of Russia. These shares shall be used in the
ratio if as of the date determined in accordance with paragraph 3.6 of this resolution OJSC MMC
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