MINUTES of the Extraordinary General Meeting of Shareholders

In this case the number of ordinary shares in OAO FGC UES receivable by each shareholder
of JSC Minoritarnii Holding FGC UES shall be calculated by dividing the number of a certain
category of shares in JSC Minoritarnii Holding FGC UES owned by such shareholder by the
applicable conversion ratio.
If in the calculation of shares in OAO FGC UES receivable by any shareholder of JSC
Minoritarnii Holding FGC UES the calculated number of shares to be held by such shareholder of
JSC Minoritarnii Holding FGC UES 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 FGC UES.
The number of ordinary shares in OAO FGC UES from among the shares placed at the
disposal of OAO FGC UES receivable by any shareholder of JSC Minoritarnii Holding FGC UES
shall be a part of the integer determined by multiplying the number of ordinary shares in OAO
FGC UES receivable by such shareholder in accordance with sub-paragraph two of this paragraph
(after round-off) by the ratio of the total number of ordinary shares in OAO FGC UES placed at
the disposal of OAO FGC UES during a takeover of JSC Minoritarnii Holding FGC UES to the
total number of ordinary shares in OAO FGC UES necessary to convert into them all ordinary
and preference shares in JSC Minoritarnii Holding FGC UES.
The number of ordinary shares in OAO FGC UES from among the additional shares
receivable by any shareholder of JSC Minoritarnii Holding FGC UES shall be determined as the
difference between the number of ordinary shares in OAO FGC UES receivable by such
shareholder in accordance with sub-paragraph two of this paragraph (after round-off) and the
number of shares in OAO FGC UES from among the shares placed at the disposal of OAO FGC
UES receivable by such shareholder.
The shares in OAO FGC UES placed at the disposal of OAO FGC UES as a result of a
takeover of JSC Minoritarnii Holding FGC UES (and/or as a result of a takeover of any other
target companies if such other companies are taken over together) which OAO FGC UES will
still have at its disposal after the conversion of shares in JSC Minoritarnii Holding FGC UES (and
after the conversion of shares in any other target companies if such other companies are taken
over together) shall be canceled.
Additional ordinary shares in OAO FGC UES shall provide to the shareholders the same
rights as the outstanding ordinary shares in OAO FGC UES in accordance with the Articles of
Association of OAO FGC UES and the laws of the Russian Federation.
4.4. Share conversion ratios:
0.1275576165696140 ordinary shares in JSC Minoritarnii Holding FGC UES shall be
converted into 1 ordinary share in OAO FGC UES, each with a par value of 0.5 (five-tenths)
rubles;
0.1392854515938140 preference shares in JSC Minoritarnii Holding FGC UES shall be
converted into 1 ordinary share in OAO FGC UES, each with a par value of 0.5 (five-tenths)
rubles.
4.5. The shares in JSC Minoritarnii Holding FGC UES shall be recognized as converted into
ordinary shares in OAO FGC UES on the day on which an entry is made into the Unified State
Register of Legal Entities about the termination of operation of JSC Minoritarnii Holding FGC
UES based on data from the JSC Minoritarnii Holding FGC UES Shareholder Register on the
above-mentioned date.
4.6. The shares in JSC Minoritarnii Holding FGC UES to be converted shall be canceled upon
conversion.
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