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Аудиторское заключение

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EXPLANATIONS<br />

to the accounting (financial) statements of<br />

JSC “INTER RAO UES” for the year 2012<br />

In July 2012 the Company repurchased its own shares from the shareholders who did not take part in<br />

voting or voted against reorganization of the Company, in the amount of 33,465,450,844 shares at<br />

0.0284 RUB per share, for a total sum of 950,419 thousand rubles.<br />

In October 2012 the Company sold 228,628,756,041 shares of its own at a price of 0.0284 RUB per<br />

share to the subsidiary company INTER RAO Capital CJSC, for a total sum of 6,493,057 thousand<br />

rubles.<br />

In October 2012 within the frames of reorganization the Company carried out additional issue of<br />

ordinary shares in the amount of 664,956,390,935 shares at the placing price of 0.02809767 RUB, for<br />

a total sum of 18,683,725 thousand rubles. The date of actual placement of shares is 01/10/2012. Issue<br />

has been carried out for the purpose of converning the shares kept by minority shareholders of JSC<br />

―PGK-1‖, JSC ―OGK-3‖, JSC ―INTER RAO Energy‖, JSC ―INTER RAO EnergoAktiv‖, into shares<br />

of JSC ―INTER RAO UES‖ upon consolidation of the said companies with the Company.<br />

In November 2012 within the frames of reorganization the Company carried out additional issue of<br />

ordinary shares in the amount of 59,044,606,748 shares at the placing price of 0.02809767 RUB, for a<br />

total sum of 1,659,016 thousand rubles. The date of actual placement of shares is 06/11/2012. Issue has<br />

been carried out for the purpose of converning the shares kept by minority shareholders of JSC<br />

―Bashkirenergo‖ into shares of JSC ―INTER RAO UES‖ upon consolidation of the said company with<br />

the Company.<br />

The calculation of the 2012 2011 2010<br />

average quantity of shares<br />

outstanding during the<br />

reporting period has been<br />

made according to the<br />

Methodical<br />

recommendations on<br />

disclosure of information<br />

on profits per share,<br />

approved by the RF<br />

Ministry of Finance Order<br />

of March 21, 2000 No.<br />

29n.<br />

Base profit/(loss) for the<br />

reporting period, thousand<br />

rubles (14 360 641) (143 127 967) 2 704 427<br />

Quantity of shares, units 9 758 318 447 974 6 873 094 737 595 2 639 852 861 935<br />

Base profit (loss) per share<br />

(kopecks)<br />

(0,1472) (2,0824) 0,1024<br />

78

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