MINUTES of the Extraordinary General Meeting of Shareholders

3.3.10.1. The shares in JSC Sibenergyholding shall be placed to each shareholder
of RAO UES of Russia that votes against the adoption of a resolution on the
reorganization of RAO UES of Russia through a spin-off or does not participate in
voting on this issue upon the conditions as specified in paragraphs 3.3.2.9 and
3.3.2.10 of this resolution;
3.3.10.2. Unless 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 placed to each
shareholder of RAO UES of Russia 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:
3.3.10.2.1. 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:
17