Annual report 2010

JSC IDGC Holding. Annual Report 2010Companies of IDGC HoldingCompanyLength ofdistributionlines, kmArea in whichservices areprovided,thousandsquare kmPopulationresiding in thearea in whichservices areprovided,thousand peopleElectricitysupplied to thenetwork,million kWhQuantity ofsubstationsJSC IDGC of Siberia 271,599 2,173 14,861 88,754 54 291JSC Tyumenenergo 45,535 1,464 3,373 72,908 5 971JSC IDGC of the Urals 128,199 443 10,602 78,382 29 069JSC IDGC of the Volga 223,265 403 12,624 60,544 45 787JSC IDGC of the South 128,199 443 10,602 78,382 29,069JSC Kubanenergo 89,004 83 5,500 19,000 22,651JSC IDGC of the NorthCaucasus120,087 246 9,538 17,992 26,669JSC IDGC of the Centerand the Volga Region262,320 414 14,400 59,492 59,822JSC IDGCof the Northwest174,587 1,586 6,311 43,735 36,595JSC Lenenergo 58,041 87 6 213 33,496 14,733JSC Yantarenergo 13,913.3 15 938 3,858 3,874JSC IDGC of the Center 386,241 458 15 350 62,258 87,317MOESK 148,640 58 17 143 83,522 29,2966

1. Regions of IDGC Holding OperationsList of Constituent Entities of the Russian Federation Receiving ServicesCompanyRegionJSC IDGC of SiberiaKemerovo Region, Omsk Region, Tomsk Region, Altai Territory, Zabaikalye Territory,Krasnoyarsk Territory, Republic of Altai, Republic of Buryatia, Republic of Tuva,Republic of KhakassiaJSC TyumenenergoTyumen Region, Khanty-Mansijsk Autonomous District – Yugra,Yamalo-Nenets Autonomous DistrictJSC IDGC of the UralsSverdlovsk Region, Chelyabinsk Region, Perm TerritoryJSC IDGC of the VolgaOrenburg Region, Penza Region, Samara Region, Saratov Region, Ulyanovsk Region,Republic of Mordovia, Chuvash RepublicJSC IDGC of the SouthAstrakhan Region, Volgograd Region, Rostov Region, Republic of KalmykiaJSC KubanenergoKrasnodar Territory, Republic of AdygeyaJSC IDGC of the NorthCaucasusStavropol Territory, Republic of Daghestan, Republic of Ingushetia,Republic of North Assetia — Alania, Kabardino-Balkarian Republic,Karachay-Cherkess Republic, Chechen RepublicJSC IDGC of the Centerand the Volga RegionVladimir Region, Ivanovo Region, Kaluga Region, Kirov Region,Nizhni Novgorod Region, Ryazan Region, Tula Region, Republic of Marij El,Udmurtian RepublicJSC IDGCof the NorthwestArkhangelsk Region, Vologda Region, Murmansk Region, Novgorod Region, Pskov Region,Republic of Karelia, Komi RepublicJSC LenenergoSaint Petersburg, Leningrad RegionJSC YantarenergoKaliningrad RegionJSC IDGC of the CenterBelgorod Region, Bryansk Region, Voronezh Region, Kostroma Region,Kursk Region, Lipetsk Region, Oryol Region, Smolensk Region, Tambov Region,Tver Region, Yaroslavl RegionMOESKMoscow, Moscow Region7

Kirovsk

Krasnoyarsk

JSC IDGC Holding. Annual Report 20102.Mission and Strategyof JSC IDGC HoldingThe strategic development of JSC IDGC Holding is aimed at creating an innovativeand efficient electricity distribution grid sector providing what is needed by theeconomy and social development of the Russian Federation.This will be achieved through accomplishing thefollowing major strategic objectives:— achieve energy security of the country andits regions, improve the reliability and qualityof services sold by power grid companies;— make electricity distribution grid companiesmore attractive to operators and investors;— make electricity distribution grid facilitiesmore attractive to investors;— raise energy efficiency and ensure innovativedevelopment of the distribution grid sector;— increase the availability of the electric gridinfrastructure;— develop the industry’s human capital.The milestones in JSC IDGC Holding’s accomplishingthe strategic objectives are as follows:— reduce the physical deterioration of electricgrid equipment;10

2. Mission and Strategy of JSC IDGC Holding— achieve guaranteed indicators of service reliabilityand quality standards;— achieve the established level of traceabilityand manageability;— reduce the operating costs of distributiongrid companies;— cut down costs associated with the constructionof new facilities;— lower losses down to the level of developedcountries;— ensure the level of energy resource recordingaligned with the current requirements;— apply in the production process items of thehighest classes of energy efficiency;— create reserve distribution capacity of electricitynetworks to outstrip economic development;— ensure that distribution grid facilitiesemploy qualified personnel.Based on the foregoing strategic objectives andmilestones, the Company’s mission is formulatedas follows: efficient management of the electricitydistribution grid sector to ensure reliable andhigh-quality energy supply to customers in thecontext of growing needs of the economy andsocial sector of the Russian Federation at costeffective prices.11

JSC IDGC Holding. Annual Report 20103.Key Operating Indicatorsof the DistributionGrid SectorKey Operating Indicators of the Distribution Grid SectorIndicatorUnit ofMeasurement2009 2010 2010/2009Installed capacity of substations MVA 382,935 401,211 5%Length of overhead distribution lines,35 kV and abovekm 408,565 412,569 1%Length of overhead distribution lines,0,4-20 kVkm 1,477,004 1,508,015 2%Average headcountthousandpersons169.7 181.6 7%Capital expenditures RUB in millions 76,850 87,023 13%12

3. Key Operating Indicators of the Distribution Grid SectorKey Financial Indicators of the Distribution Grid SectorIndicatorUnit ofMeasurement2009 2010 1 2010/2009Revenue RUB in millions 461,660 560,679 21.40%Cost of sales RUB in millions 415,844 515,313 23.90%EBITDA RUB in millions 86,129 96,316 11.80%Company's net profit/loss RUB in millions 22,312 28,530 27.90%Borrowings RUB in millions 151,065 149,197 -1.20%Net debt RUB in millions 121,848 114,909 -5.70%Equity RUB in millions 328,767 356,226 8.40%EBITDA margin % 18.66 17.18 -0.08%Net profit margin % 4.83 5.09 1.05%Key Financial Indicators of JSC IDGC Holding 2IndicatorUnit ofMeasurement2009 2010 2010/2009Revenues of the Company from sale of goods,products, work, and servicesRUB in millions 3,439 4,001 16%Profit/loss before tax RUB in millions 59,112 48,697 -18%Company's net profit/loss RUB in millions 58,687 48,296 -18%Market capitalization RUB in billions 140 228 63%Price of ordinary share as of the year end RUB 3.303 5.382 63%Price of preference share as of the year end RUB 2.153 3.431 59%1Preliminary data from unaudited consolidated statutory (financial) accounting under IFRS for 2010.2Data from JSC IDGC Holding statutory (financial) accounting under RAS.13

JSC IDGC Holding. Annual Report 20104.Messageto the Shareholdersof JSC IDGC HoldingMinister of Energyof the Russian FederationS. I. ShmatkoChairman of the Management Board,CEO of JSC IDGC HoldingN. N. Shvets14

4. Message to the Shareholders of JSC IDGC HoldingDear Shareholders:For JSC IDGC Holding, the year 2010 became an important step on its path to accomplishing the Company’sstrategic objective of creating innovative, high-technology and efficient electricity distribution grid sector,ensuring reliable, high-quality and safe power supply to customers in an environment of growing needs ofnational economy and social development.Assembling 11 interregional distribution grid companies and 5 regional distribution grid companies, includingmore than 100 branches, 1,694 distribution zones, IDGC Holding is the world’s largest infrastructuralentity rendering power distribution services in 69 constituent entities of the Russian Federation. In 2010,more than 2 million km of networks transmitted to customers 592 billion kWh of electricity. Consolidated revenuewas RUB 535 billion, which is 2% higher than planned.Last year was challenging for the employees of IDGC Holding. Unprecedented intensity and scope of abnormalnatural phenomena such as summer forest fires and December “freezing rain” necessitate consolidatedefforts of the entire team. Labor heroism, high commitment and professionalism, shown by the employees ofIDGC Holding, allowed promptly eliminating the consequences of process failures and renewing power supplyto the damaged regions.15

JSC IDGC Holding. Annual Report 2010Weather extremes demonstrated major issues currently faced by IDGC Holding. Wear and tear of fixed assets isthe most acute issue. The average depreciation rate in the regions receiving services from IDGC Holding is69%. Many facilities are already working beyond their service life. The management of IDGC Holding is workingpersistently to solve the problem. The reduction of depreciation rate requires implementing theRenovation Program for Electricity Distribution Grid Facilities for the Period Until 2020, which will allow bringingthe depreciation rate of distribution line and substation equipment down to 46%, ensuring that the quantityof equipment failures is halfened and, accordingly, power supply reliability is considerably increased.In conformity with the directive of the President of the Russian Federation in 2010, JSC IDGC Holding developedthe Program of Development of Smart-Meters-Based Electricity Billing Metering Systems, which isaimed at creating a controlled next generation network. The implementation of this Program will produceperceivable effect in the coming years — projected loss reduction in distribution grids will account for18–20% of the existing level, which is about 10 billion kWh. In the next 5 years, costs associated with meteringsystem development will be RUB 39 billion. Last year, Permenergo, a branch of JSC IDGC of the Urals,launched a pilot project for shaping smart metering system for various categories of customers.In 2010, special attention was paid to switching to the regulation of tariffs for electricity distribution servicesusing the Regulatory Asset Base (RAB) method, implying that investors will have guaranteed long-termreturn and yield on invested funds and IDGC Holding companies will be able to accumulate funds necessaryto implement large-scale investment programs. Since January 1, 2011, the SDCs of JSC IDGC Holding, locatedin 58 constituent entities of the Russian Federation, regulating the tariffs for power distribution services onRAB basis. Seven constituent entities of the Russian Federation in which IDGC Holding operates set longtermtariffs for power distribution services using long-term indexing method and the Republics of Daghestan,Chechnya and Karelia set the tariffs for power distribution services using the method of economically reasonableexpenses for a one-year term.JSC IDGC Holding is Russia’s leading company implementing innovative technologies in the electric grid segmentof the Russian economy meeting global standards in the area of electricity distribution and distribution.In late 2010, the Ministry of Energy of the Russian Federation received the Concept of the InnovativeDevelopment Program of JSC IDGC Holding, which was approved on January 26, 2011, by the Board ofDirectors of IDGC Holding. It is planned that 2% of the own revenue of operating subsidiaries, which is RUB3 billion, will be invested in R&D as early as 2011. In 2012, these indicators will be 2.5% and RUB 2.5 billionrespectively. In the future, 3% of the total own revenue (RUB 5 billion) will be allocated annually for innovativeprojects. Innovative activities will be coordinated by the Ministry of Energy of the Russian Federationwithin the framework of the established engineering platform “Smart Energy Grids of Russia.”In the fiscal year, the investment program of IDGC Holding increased by 19% to RUB 92 billion. In 2010, facilitieswith a total capacity of 8,770 MVA and 16,916 km of electric grids were commissioned, including 262MVA and 234 km during the implementation of Olympic projects in Sochi. In 2010, a follow-on offering ofshares in JSC IDGC Holding was finalized. The funds raised in the offering totaled about RUB 8 billion. From2009 to 2010, JSC Kubanenergo, a SDC of JSC IDGC Holding, raised a total of about RUB 10 billion, spent,among other things, on the implementation of Olympic programs. In 2011, due to large-scale budget allocationsin the authorized capital of JSC IDGC Holding, issuing processes will continue and involve not only JSCIDGC Holding but also a number of the Holding company subsidiaries. Budget financing will total about RUB9.5 billion. For the convenience of foreign investors, during the year, it is planned to expand the program ofdepositary receipts and intensify work aimed at entering foreign stock exchanges.In June 2010, the Board of Directors of the Company, in considering the issue of development of theRegulations for Dividend Policy of JSC IDGC Holding, approved the fundamental principles of the dividendpolicy of JSC IDGC Holding and in September 2010 approved the Regulations for Dividend Policy of JSC IDGCHolding.16

4. Message to the Shareholders of JSC IDGC HoldingThe growing stock quotes of the companies representing the electricity distribution grid sector show thatinvestors and shareholders are positive about the plans of IDGC Holding.Large-scale objectives like these cannot be delivered without a close-knit, highly-professional and motivatedpersonnel. The year 2010, marking the 90th anniversary of GOELRO plan and the 65th anniversary of the GreatVictory, saw a breakthrough in the improvement of target social programs, strengthening of workforce capacity,consolidation of the veteran community and the youth, development of integrated communications withthe civil society, businesses and political authority.We are confident that constructive interaction among the government, minority shareholders and the company’smanagement will allow developing more effectively the Russian electricity distribution grid sectorand raising the attractiveness of the Company to investors in the stock market.Yours respectfully,Minister of Energyof the Russian FederationS. I. ShmatkoYours respectfully,Chairmanof the Management Board,CEO of JSC IDGC HoldingN. N. Shvets17

Moscow

Rostov-on-Don

JSC IDGC Holding. Annual Report 20105.CorporateEvents in 2010On March 26, 2010, the Board of Directorsadopted a unanimous resolution on the expansionof the authorized capital of JSC IDGC Holdingthrough a follow-on offering. It approved theResolution on a Follow-on Offering of Shares inJSC IDGC Holding and the Securities Prospectus.On March 29, 2010, for the purposes of developingand improving the system of internal controland audit and the risk management system of JSCIDGC Holding, the Board of Directors adopted aresolution on the approval of the concept ofdeveloping and improving the system of internalcontrol and audit and the risk management systemof JSC IDGC Holding, the risk managementpolicy of JSC IDGC Holding, the internal controlpolicy of JSC IDGC Holding and the methodologicalfundamentals of organizing internal controland risk management in JSC IDGC Holding.On April 20, 2010, the Board of Directors adopteda resolution on the purchase of additional ordinaryshares in JSC Kubanenergo totaling RUB1,993 million.On May 5, 2010, the Board of Directors adopted aresolution on the convening of the GeneralMeeting of Shareholders of JSC IDGC Holding.On May 6, 2010, the Federal Financial MarketsService of the Russian Federation performed stateregistration of the additional issue of shares inJSC IDGC Holding.June 8, 2010, saw the beginning of a follow-onoffering of shares in JSC IDGC Holding as part ofexercise by the shareholders of a pre-emptiveright to purchase the shares in the Company.On June 23, 2010, the Annual General Meeting ofJSC IDGC Holding was held. The shareholders ofthe Company approved the Annual Report, theannual accounting statements, including theProfit and Loss Statement of the Company, theCompany’s profit distribution based on performanceresults in 2009, elected new members of theBoard of Directors, the Internal Audit Commission,approved the auditor of JSC IDGC Holding for2010. Furthermore, a resolution on non-paymentof dividend for 2009 was adopted. The sharehol -20

5. Corporate Events in 2010ders also considered the issue of remuneration forwork on the Board of Directors for its membersfrom among non-civil servants and approved therestated version of the Regulations forRemuneration and Compensation for Members ofthe Board of Directors of the Company.On July 15, 2010, a block of shares in JSCKubanenergo worth RUB 1,993 million was purchased.On July 22, 2010, the exercise of a pre-emptiveright to purchase additional shares in JSC IDGCHolding was summarized.On July 29, 2010, notice of the acceptance offersfor the purchase of placed shares from additionalissue was published.On September 8, 2010, the Board of Directorsadopted a resolution on the approval of theRegulations for Dividend Policy of JSC IDGCHolding.On September 16, 2010, the Federal FinancialMarkets Service of the Russian Federation performedstate registration of amendments to theResolution on a Follow-on Offering of Shares inJSC IDGC Holding connected with the extension oftime limits for the acceptance offers for the purchaseof additional shares in the Company.On November 9, 2010, in conformity with theposition specified by the Board of Directors of JSCIDGC Holding, a 25% stake in JSC ChirkeyGESstroywas sold.On December 24, 2010, the Board of Directorsadopted a resolution on the purchase of additionalordinary shares in JSC Kubanenergo totalingnot more than RUB 2,442 million.On December 29, 2010, the placement of additionalshares in JSC IDGC Holding was completed.On December 29, 2010, a request for the purchaseof shares in JSC Kubanenergo was submittedas part of exercise of a pre-emptive right topurchase shares.21

JSC IDGC Holding. Annual Report 20106.Corporate Structureof IDGC Holding22

6. Corporate Structure of IDGC HoldingInterregional grid companies:JSC TyumenenergoJSC IDGC of the VolgaJSC IDGC of the North CaucasusJSC IDGC of the NorthwestJSC IDGC of SiberiaJSC IDGC of SouthJSC IDGC of the UralsMOESKJSC IDGC of the Centerand the Volga RegionJSC LenenergoJSC IDGC of the CenterDistribution gridcompanies:JSC YantarenergoJSC TDCJSC ChechenenergoJSC KubanenergoJSC NurenergoRegional sales companies:JSC Karachayevo-CherkesskenergoJSC KalmenergosbytJSC TyvaenergosbytJSC KabbalkenergoJSC Daghestan Power SalesCompanyJSC SevkavkazenergoJSC IngushenergoJSC IDGC HoldingConstruction, procurement and service organizations:R&D and design companies:JSC Center for United PowerSystem Receivables andPayables SettlementsJSC Nedvizhimost ofVNIPIenergopromJSC Nedvizhimost of theUnited Power SystemEngineering CenterJSC Nedvizhimost of theNorthwest EnergyEngineering CenterJSC Nedvizhimost of theVolga Region EnergyEngineering CenterJSC Nedvizhimost of theSouth Region EnergyEngineering CenterJSC Nedvizhimost of the UralsRegion Energy EngineeringCenterJSC Nedvizhimost of theSiberian Energy Research andDevelopment CenterJSC Northwest EnergyManagement CompanyAO GrozenergoJSC BureyagesstroyOOO IT Energy ServiceJSC ZarubezhenergostroyJSC IDGC Scientificand Technical CenterJSC VNIPIenergopromJSC Special Design Bureau of HeatPower Engineering Equipment VTIJSC SibenergosetproektJSC Krzhizhanovsky PowerEngineering InstituteJSC Urals Energy Engineering CenterJSC Northwest Energy EngineeringCenterJSC Volga Region Energy EngineeringCenterJSC South Energy Engineering CenterJSC Siberian Energy Research andDevelopment Center23

JSC IDGC Holding. Annual Report 20107.Industry Profileof IDGC HoldingThe core business of JSC IDGC Holding is management of electric gridsubsidiaries for the purpose of pursuing a common policy in the field of electricgrid services, specifically in the area of innovations, energy conservation andenergy efficiency, development and implementation of a common strategy fordeveloping the distribution electric grid sector of the Russian Federation.24

7. Idustry Profile of IDGC HoldingPrincipal Parameters of Functioning of the Electric Grid Companies of IDGC HoldingIndicatorValue% of the total value in theRussian FederationCovered area 7,761 thousand square km 45Population residing in the covered area 123,871 thousand persons 85Length of distribution lines 2,066 thousand km 70Quantity of substations 465 thousand substations -Transformer capacity of substations 401 GVA 50Headcount 182 thousand persons -25

Krasnodar Territory

Leningrad Region

JSC IDGC Holding. Annual Report 20108.Authorized Capital.Securities Marketof JSC IDGC Holdingand SDCsThe authorized capital of JSC IDGC Holding is RUB 43,116,903,368 and is splitinto 43,116,903,368 shares with a par value of 1 ruble per share, including41,041,753,984 ordinary and 2,075,149,384 preference shares.Pursuant to Decree of the Federal FinancialMarkets Service of the Russian FederationNo. 08-1731/pz-i of July 29, 2008, the governmentregistered the issues and reports on theissue of uncertificated registered ordinary andpreference shares in JSC IDGC Holding placedthrough the allocation of shares in the split-off ofJSC IDGC Holding among the shareholders ofRAO UES of Russia. In conformity with the Decree:— state registration number 1-01-55385-Е wasassigned to the issue of registered ordinary shares.— state registration number 2-01-55385-Е wasassigned to the issues of registered preferenceshares.State registration the above-mentioned issueswas not accompanied by the registration of theSecurities Prospectus. The Securities Prospectusof JSC IDGC Holding was registered on November18, 2008.Federal subdivisions and municipalities, as of the2010 year end, controlled 52.69% of all outstandingshares in the Company, the governmentdirectly owned 52.68%.On December 28, 2009, the extraordinary generalmeeting of JSC IDGC Holding adopted a resolutionon determination of the quantity of the authorizeduncertificated registered ordinary shares inJSC IDGC Holding (33,560,278,868) with a parvalue of 1 ruble per share.Amendments to the Articles of Association of JSCIDGC Holding concerning the authorized ordinaryshares were registered on January 18, 2010.Pursuant to Decree of the Federal FinancialMarkets Service of the Russian Federation No.10-1221/pz-I of May 6, 2010, the state registration ofthe additional issue and the registration of theprospectus of 1,922,313,097 uncertificated registeredordinary shares in JSC IDGC Holding placedthrough a public offering were carried out.As of December 31, 2010, the placement of sharesfrom the additional issue was virtually completed.The shares were placed in full. RUB 7,958,376thousand were raised, including RUB 6,076,500thousand from the federal budget.28

8. Authorized Capital. Securities Market of JSC IDGC Holding and SDCsInformation About the JSC IDGC Holding Authorized Capital StructureQuantity of JSC IDGC Holding’s Shares Owned by the Government (Municipality)Ordinary sharesQuantity of SecuritiesPercentage ofAuthorized Capital, %Total quantity owned by the Government 22,573,544,313 52.3543including:shares owned by the Federal Agencyfor Management of Federal Property22,569,834,761 52.3457shares owned by executive authorities of constituent entitiesof the Russian Federation3,709,552 0.0086Preference sharesTotal quantity owned by the Government 145,523,224 0.3375including:shares owned by the Federal Agencyfor Management of Federal Property145,523,224 0.3375TOTAL 22,719,067,537 52.691829

JSC IDGC Holding. Annual Report 2010Major Shareholders of JSC IDGC Holding (as of December 31, 2010)ShareholderThe Russian Federation represented by the Federal Agency for Management of FederalPropertyPercentageof Authorized Capital, %52.68Depository Clearing Company (nominee shareholder) 17.28Depository and Corporate Technologies (nominee shareholder) 14.78ING BANK (EURASIA) ZAO (CLOSED JOINT-STOCK COMPANY) (nominee shareholder) 6.04Resident vs. Nonresident Holders of the Authorized Capitalof JSC IDGC Holding as of March 11, 2010ResidentsNonresidentsQuantityPercentage ofAuthorized Capital, %QuantityPercentage ofAuthorized Capital, %Russian Federation - 52.68 - -Corporate entities 1,836 21.86 406 20.94Individuals 324,443 4.50 286 0.01JSC IDGC Holding shares are included in calculation basesof Russia’s major stock market indices:1. MICEX Index;2. RTS Index;3. Sectoral MICEX Power Index (MICEX PWR);4. Sectoral RTS Electric Utilities Index (RTSeu).30

8. Authorized Capital. Securities Market of JSC IDGC Holding and SDCsShare Marketof Interregional DistributionGrid Companies in 2010The Russian market ended up among the leadersamong the world’s major stock markets. In 2010,MSCI World, an index of developed countries, grewby 9.6%; MSCI EM, an index of developingeconomies, by 16.4%. MICEX Index grew by 23.2%and became the most dynamic among the BRICcountries: in this period, Italy’s stock marketsgrew by 17.4%; Brazil’s, 1.0%; China’s, went downby 12.5%.Positive performance of the international stockmarkets in 2010 was mainly caused by the beginningof the second phase of the program supportingthe U.S. economy, the easing of investors’concerns about the European debt crisis, goodcorporate reports of the largest internationalcompanies.The outpacing evolution of MICEX Index as comparedwith the international trading floors wasmostly seen in the fourth quarter, when domesticmarket was supported by crude oil prices, whichregained their two-years-old levels. The domesticfactors positively affecting the Russian marketevolution at the end of the year primarily includethe approval of the privatization programs for2011-2013 by the Government of the RussianFederation.JSC IDGC Holding market capitalization, SOTP,MICEX and MICEX-PWR performanceIn 2010, the Sectoral MICEX Power Index (MICEXPWR) grew by 44.1%, significantly outstrippingthe broad market index. The shares in the distributiongrid companies accounted for about 25%of the sectoral MicexPWR growth.The primary factor which affected the evolution ofdistribution grid companies was the process oftransition of IDGCs to the new tariff-setting principle,i.e. RAB-regulation. In addition, the newsbackground of the companies representing thedistribution grid sector in the period concernedwas characterized by saturation and uncertainty,witnessed during most of the year, about theparameters and time limits for launching the newtariff-setting mechanism.In 2010, the aggregate capitalization ofIDGCs/DGCs grew by 40.5%, outpacing both theMICEX Index and the Sectoral MICEX Power Index(MICEX PWR).31

JSC IDGC Holding. Annual Report 2010JSC IDGC Holding market capitalization. SOTP. MICEX and MICEX-PWR performanceDiscount (-)/Premium(+)MICEX1) Adjustment by the Government of time limits for thetransition of IDGCs to RAB-tariffs;2) Speculations concerning the inclusion of shares in IDGCHolding in the base for calculating MSCI Russia;3) Government’s plans for restraining tariffs and revising timelimits for transition to RAB-tariffs;4) Approval of the dividend policy;32

8. Authorized Capital. Securities Market of JSC IDGC Holding and SDCsMICEX PWRCapitalization of JSC IDGC Holding5) Information concerning non-inclusion of shares in IDGCHolding in the base for calculating MSCI Russia;6) Information about the expectations of the head of IDGCHolding concerning the transition of 8 branches of IDGCs toRAB from November 1, 2010;7) Approval by the Federal Tariff Service of transition to RABtariffsfrom January 1 of 14 more distribution gridcompanies.33

JSC IDGC Holding. Annual Report 2010Changes in Capitalization in 2010JSC IDGC Holding capitalization,US dollars in billionsCapitalization of JSC IDGC Holding-ownedshares, US dollars in billions34

8. Authorized Capital. Securities Market of JSC IDGC Holding and SDCsDiscount(-)/Premium(+)35

JSC IDGC Holding. Annual Report 2010Changes in Capitalization in 2010№ CompanyCapitalizationas of December31, 2009,rubles inbillionsCapitalizationas of December30, 2010,rubles inbillionYoY Change inCapitalizationPercentage ofSectoralCapitalization,%Share Ownedby IDGC HoldingPercentageof Authori -zed Capital(%)Value,rubles inbillions1 MOESK 53.4 79.3 48.6 14.0 50.9 40.42 JSC Lenenergo 25.6 27.4 7.1 4.8 45.7 12.13 JSC IDGC of the Volga 23.2 32.1 38.4 5.7 67.6 21.745JSC IDGC of the NorthCaucasusJSC IDGC of theNorthwest3.9 5.2 31.6 0.9 58.3 3.022.2 21.6 -2.7 3.8 55.4 12.06 IDGC of Siberia 22.6 27.5 22.1 4.9 52.9 14.67 JSC IDGC of the Urals 22.3 29.4 31.7 5.2 51.5 15.18 JSC IDGC of the Center 34.1 56.0 64.1 9.9 50.2 28.19JSC IDGC of the Centerand the Volga Region20.5 33.8 64.7 6.0 50.4 17.010 JSC IDGC of the South 8.9 8.8 -0.4 1.6 51.7 4.6The aggregate valueof IDGCs236.7 321.1 35.7 56.8 168.611 JSC Kubanenergo 2.3 13.9 493.6 2.5 40.6 5.612JSC Tomsk DistributionCompanyThe aggregate valueof IDGCs/DGCs1.4 2.8 101.3 0.5 52.0 1.5240.4 337.8 40.5 59.7 175.7JSC IDGC Holding 140.0 228.0 62.8 40.3Total for IDGC Holding 380.4 565.8 48.7 100In general, as of the 2010 year-end, the capitalization of the distribution grid sector was RUB 565.8 billion,an increase by 48.7% against December 31, 2009.The evolution of the capitalization of IDGC Holding looked much better than that of the MICEX andMicexPWR Indexes and the aggregate capitalization of IDGCs: in 2010, the capitalization of IDGC Holdinggrew by 62.8%.The primary factor affecting this superiority was uncertainty about the itemization of the RAB-regulationparameters for specific IDGCs. In this regard, the market participants viewed the shares in IDGC Holding asan “entrance ticket” for investing in the sector.36

8. Authorized Capital. Securities Market of JSC IDGC Holding and SDCsIn 2010, distribution grid companies were involvedin the calculation of the following indexes:MICEX IndexRTS IndexThe growth of the capitalization of IDGC Holding and much better liquidity indicators allowed the companyto be included in the principal index of the MICEX Stock Exchange in 2010. The shares in IDGC Holdingaccount for about 1% of the RTS and MICEX Indexes.37

JSC IDGC Holding. Annual Report 2010MICEX PWR IndexSectoral RTS Electric Utilities Index (RTSeu)As of the 2010 year-end, distribution grid companies accounted for about 20% of the Sectoral MICEX PowerIndex (MICEX PWR) (versus 17% a year earlier); about 19% of the Sectoral RTS Electric Utilities Index(RTSeu) (against 15% a year earlier).38

8. Authorized Capital. Securities Market of JSC IDGC Holding and SDCsLiquidity Indicators of Trade in the Shares in CompaniesRepresenting the Distribution Grid Sector in 2010In 2010, the principal liquidity indicators characteristicof trade in the shares in the distributiongrid sector considerably improved.The average daily quantity of transactions in thesector in 2010 grew 2.3-fold year-on-year whereasthe quantity of transactions in the shares in IDGCHolding increased 4.8-fold.The total average daily spread of the shares incompanies representing the distribution grid sectorin 2010 decreased 3-fold year-on-year whereasthe spread for ordinary shares in IDGC Holdingdecreased 4.9-fold.The average daily sales of shares in distributiongrid companies in 2010 grew 3.3-fold to RUB 238million. The average daily sales of shares in IDGCHolding increased 5-fold to RUB 158 million. Theshares in IDGC Holding in 2010 accounted formore than 60% of the total ruble-denominatedtrade in the shares in companies representing thedistribution grid sector.The average free float of companies representingthe distribution grid sector increased 1.3-fold;that of ordinary shares in IDGC Holding, grew2.5-fold.39

Novorossiysk

Murmansk

JSC IDGC Holding. Annual Report 20109.CorporateGovernance Systemof JSC IDGC HoldingJSC IDGC Holding is an open joint-stock company whose shares are owned bymore than 300 thousand shareholders, including the Government, corporateentities, and individuals. The Company is also primarily a shareholder of manybusiness entities. Therefore, its management is interested in creating an efficientsystem of corporate governance.By corporate governance the Company means aset of mechanisms ensuring the processes of managementand control of its activities, includingrelations among the shareholders, the Board ofDirectors and the executive bodies of theCompany for the benefit of its shareholders.Corporate governance is a means of improving theCompany’s performance, strengthening its reputationand reducing capital raising costs.The corporate governance system enables shareholdersto be involved in business management,control the Company’s financial and economicactivities, and receive profits proportional to theirstakes in the authorized capital of the Company.The prime function of the JSC IDGC Holding corporategovernance system is to cause the rightsand legitimate interests of the Company’s shareholdersto be safeguarded.In JSC IDGC Holding, corporate governance isbased on the regulatory framework including thelaws of the Russian Federation and the internaldocuments of the Company, which protects shareholdersand investors, to the greatest extent possible,against any effects and measures that canrestrict them in obtaining information and exercisingtheir rights.The principal objectives of JSC IDGC Holding inthe field of corporate governance are as follows:— distribution and ensuring of the efficientfunctioning of common corporate governancestandards throughout the functions;— continuous improvement of interaction withthe shareholders and institutional investors,business partners and other stakeholders;— improvement of the information policy.JSC IDGC Holding’s corporate governance systemincludes the following management bodies of theCompany: General Meeting of Shareholders, Boardof Directors, collegial executive body(Management Board), and sole executive body(Director General). The principals and fundamentalsof the corporate governance system are con-42

9. Corporate Governance System of JSC IDGC Holdingtained in the Corporate Governance Code of JSCIDGC Holding, formulated in accordance with theRussian laws, the Code of Corporate Conduct recommendedfor use by the Federal Commission forthe Securities Market of the Russian Federation,and the Articles of Association of the Company.9.1. Meeting of ShareholdersParagraph 10.1 of the Articles of Association ofJSC IDGC Holding specifies that the Company’shighest management body is the General Meetingof Shareholders. The procedure for convening,preparing, holding, and summarizing the results ofthe General Meeting of Shareholders is defined bythe Regulations for the Preparation and HoldingProcedure for the General Meeting of Shareholdersof JSC IDGC Holding approved by the Extra ordi -nary General Meeting of Shareholders onDecember 30, 2008.In 2010, JSC IDGC Holding did not hold anyextraordinary general meetings.The Annual General Meeting was held on June 23,2010. The goal of the Annual General Meeting wasto summarize the company’s performance in2009.The meeting resulted in the approval by the shareholdersof the Annual Report of the Company; theannual accounting statements of the Company,including the profit and loss statement; and theCompany’s profit distribution based on performanceresults in 2009. The Annual General Meetingalso elected new members of the Board ofDirectors and the Internal Audit Commission ofthe Company, approved OOO FinExpertiza as theCompany’s auditor for auditing the annualaccounting statements of the Company for 2010.Furthermore, by the shareholders approved therestated version of the Regulations forRemuneration and Compensation for Members ofthe Board of Directors of JSC IDGC Holding andconsidered the issue of remuneration for work onthe Board of Directors for its members from amongnon-civil servants.In connection with the adoption of a resolutionon non-payment of dividend on preference sharesfor 2009, the owners of preference sharesobtained the right to vote on the blocks of sharesowned by them at the Annual General Meeting.43

JSC IDGC Holding. Annual Report 20109.2. Board of DirectorsThe Board of Directors of JSC IDGC Holding is theCompany’s collegial management body in chargeof the general management of the Company’sactivities, addressing the issues falling within itscompetence provided for in the Federal Law “OnJoint-Stock Companies” and the Articles ofAssociation of JSC IDGC Holding.The priority goals of the activities of the Board ofDirectors include defining the Company’s developmentstrategy aiming to enhance its marketcapitalization and appeal to investors, achievingthe maximum profit, and increasing theCompany’s assets; ensuring the exercise and protectionof the rights and lawful interests of theCompany’s shareholders; ensuring that the informationabout the Company disclosed to shareholdersand other stakeholders is complete, reliable,and unbiased; and creating efficient internalcontrol mechanisms. The Board of Directors createsand supports the necessary mechanisms forsupervising the work of the Company’s executivebodies, including monitoring and evaluating theirperformance.The Board of Directors relies in its activity on thelaws of the Russian Federation, the Articles ofAssociation, the Regulations for the Procedure forConvening and Conducting the Meetings of theBoard of Directors of JSC IDGC Holding and otherinternal documents of the Company.In the expired period, the Board of Directors held25 (4 in-person and 21 absentee) meetings, atwhich 148 issues were considered.In 2010, the Board of Directors adopted resolutionson a number of key areas, namely:— placement of series 01 and series 02 bonds byJSC IDGC Holding;— expansion of the authorized capital of JSCIDGC Holding through the placement of additionalshares;— approval of the consolidated investment programof JSC IDGC Holding for 2010, considerationof its implementation report for half Iof 2010, 9 months of 2010, consideration ofthe consolidated investment program for theperiod 2011 — 2015, including 2011;— approval of a number of documents for thepurposes of developing and improving theinternal control and audit system and the riskmanagement system of JSC IDGC Holding;— approval of the Regulations for DividendPolicy of JSC IDGC Holding;— approval of the Strategy for Disposing ofNoncore Assets of JSC IDGC Holding andSubsidiaries and Dependent Companies ofJSC IDGC Holding.In the fiscal year, members of the Board ofDirectors of JSC IDGC Holding also considered theissue of energy conservation and the improvementof energy efficiency of the electric grid entitiesof JSC IDGC Holding; preparation of the innovativedevelopment programs of JSC IDGC Holdingand the SDCs of JSC IDGC Holding.For the purposes of investing federal budgetfunds in 2010 in the authorized capital of JSCKubanenergo for financing the construction andrehabilitation of the Olympic electric grid facilities,the Board of Directors of the Company consideredissues related to the convocation of theextraordinary general meeting of JSCKubanenergo with regard to a follow-on offeringof shares in JSC Kubanenergo and issues relatedto the participation of JSC IDGC Holding in theissue undertaken by JSC Kubanenergo.44

9. Corporate Governance System of JSC IDGC Holding9.2.1. Composition of the Board of DirectorsThe Board of Directors of JSC IDGC Holding is composed of 15 members elected by the General Meeting ofShareholders.From January 1, 2010, to June 23, 2010, the authority of the Board of Directors of JSC IDGC Holding was exercisedby the members elected by resolution of the Annual General Meeting of JSC IDGC Holding on June 29, 2009:Full Name Position 3Sergey Ivanovich Shmatko, Chairman of theBoard of Directors, JSC IDGC HoldingNikolay Nikolayevich ShvetsMinister of Energy of the Russian FederationDirector General, JSC IDGC HoldingGennady Feliksovich BinkoDeputy Director General, JSC OGK-6Evgeny Vyacheslavovich DodChairman of the Management Board, INTER RAO UESVyacheslav Mikhailovich KravchenkoChief Executive Officer, OOO RN-EnergoViktor Vasilyevich KudryavyAdvisor to President, EUROCEMENT Group ZAOMikhail Yuryevich KurbatovDirector of Department, Ministry of Economic Development of theRussian FederationSergey Vladimirovich MaslovPresident, Saint Petersburg International Mercantile ExchangeSeppo Juha RemesDirector General, OOO KiuruSergey Vladimirovich SerebryannikovRector, Moscow Power Engineering Institute (TechnicalUniversity)Oleg Vyacheslavovich SurikovDirector of the Corporate Department, MMC Norilsk NickelVladimir Vitalyevich TatsiyVasily Nikolayevich TitovDenis Vladimirovich FedorovFirst Vice President, Gazprombank (Open Joint-Stock Company)Deputy President and Deputy Chairman of the Management Board,VTB BankHead of the Division for Energy Sector Development and ElectricPower Industry Marketing of the Department of Marketing andProcessing of Gas and Liquid Hydrocarbons, JSC GazpromPavel Olegovich ShatskyActing First Deputy Director General, OOO Gas Energy Company3The positions are specified as of the date of nomination by the shareholders of JSC IDGC Holding45

JSC IDGC Holding. Annual Report 2010From June 23, 2010, to December 31, 2010, the authority of the Board of Directors of JSC IDGC Holdingwas exercised by the members elected by resolution of the Annual General Meeting of JSC IDGC Holdingon June 23, 2010:Full Name Position 4Sergey Ivanovich Shmatko, Chairman of the Boardof Directors, JSC IDGC HoldingMinister of Energy of the Russian FederationNikolay Nikolayevich ShvetsDirector General, JSC IDGC HoldingSergei Renatovich BorisovChief Executive Officer, OPORA RUSSIA, Russian Non-Governmental Organization for Small and MediumEntrepreneurship, and Non-profit Partnership The all-RussianUnion of Business Associations OPORAValery Alexeyevich GulyayevDeputy Director General for Resource Supplies, member of theManagement Board, JSC OGK-6Vyacheslav Mikhailovich KravchenkoChief Executive Officer, OOO RN-EnergoViktor Vasilyevich KudryavyAdvisor to President, EUROCEMENT Group ZAOGheorgy Petrovich KutovoiAdvisor to President on Energy Issues, ZAO OMKSergey Vladimirovich MaslovPresident, Saint Petersburg International Mercantile ExchangeSeppo Juha RemesSergey Vladimirovich SerebryannikovVladimir Vitalyevich TatsiyDirector General, OOO KiuruRector, Moscow Power Engineering Institute (TechnicalUniversity)First Vice President, Gazprombank (Open Joint-Stock Company)Alexander Pavlovich TerekhovChairman of the Supervisory Board, ZAO PEM-InvestVasily Nikolayevich TitovDeputy President and Deputy Chairman of the ManagementBoard, VTB BankIgor Vladimirovich KhvalinDirector General, ZAO Volga Engineering GroupPavel Olegovich ShatskyActing First Deputy Director General, OOO Gas Energy Company4The positions are specified as of the date of nomination by the shareholders of JSC IDGC HoldingBrief biographical data of the members of the Board of Directors of JSC IDGC Holding elected on June 29, 2009, and information concerningtheir stakes in the authorized capital of JSC IDGC Holding and the percentages of JSC IDGC Holding’s ordinary shares held by them arecontained in an Appendix to this Annual Report.46

9. Corporate Governance System of JSC IDGC Holding9.2.2. Information About Related-Party Transactionsof the Company and Major TransactionsIn 2010, the Board of Directors of JSC IDGCHolding adopted resolutions on the approval ofthe following related-party transactions:— Agreement for the use of electronic documentexchange system between JSC IDGCHolding (the Company), JSC Kubanenergo(the Entity) and Gazprombank (Open Joint-Stock Company) (the Bank), under which theBank, for a fee payable in accordance with theexisting tariffs, provides to the Company andthe Entity services related to the use of electronicdocument exchange system in the executionof transactions in the Company’sruble- and foreign-currency-denominatedaccounts opened with the Bank as of theAgreement execution (Minutes No. 28 ofMarch 4, 2010). Related parties: member ofthe Board of Directors of JSC IDGC Holding V.M. Kravchenko, members of the ManagementBoard of JSC IDGC Holding P. I. Oklei, A. Yu.Perepyolkin, S. V. Vasilyev.— Agreement for the purchase and sale of propertybetween JSC IDGC Holding (the Buyer)and JSC Nurenergo (the Seller); the price ofthe property transferred to the Buyer is RUB2,051,182,149.26, inclusive of VAT at 18% ofRUB 312,892,192.26 (Minutes No. 29 ofMarch 18, 2010). Related party: member ofthe Management Board of JSC IDGC HoldingA. V. Demidov.— Agreement for the offset of mutual counterclaimsby JSC IDGC Holding and JSCNurenergo; the price of homogenous counterclaimsto be offset under the Agreement isRUB 1,997,102,324.45, inclusive of VAT(Minutes No. 29 of March 18, 2010). Relatedparty: member of the Management Board ofJSC IDGC Holding A. V. Demidov.— Agreement between JSC IDGC Holding (thePurchaser) and JSC Kubanenergo (the Issuer)for the purchase of 15,780,600 additionalordinary shares in JSC Kubanenergo at theoffering price of RUB 126.26 per share in theIssuer to be paid for in the Russian rubles,totaling RUB 1,992,458,556 (Minutes No. 32of April 20, 2010). Related party: member ofthe Board of Directors of JSC IDGC Holding V.M. Kravchenko, members of the ManagementBoard of JSC IDGC Holding P. I. Oklei, A. Yu.Perepyolkin, S. V. Vasilyev.— Agreement for the mandatory centralizedstorage of the certificates for securitiesissues between JSC IDGC Holding (the Issuer)and National Depository Center; the procedure,time limits and fee for the service providedby National Depository Center to theIssuer are specified in a separate issuer’s custodyaccount agreement to be executed uponstate registration of the Bonds by the FederalFinancial Markets Service of the RussianFederation (Minutes No. 32 of April 20,2010). Related party: member of the Board ofDirectors of JSC IDGC Holding V. V. Tatsiy.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC IDGC of the Northwest,under which the parties arrange mutualaccess to the information of the parties containingdetails constituting commercialsecret and the conditions for the communicationof such information (Minutes No. 32of April 20, 2010). Related parties: member ofthe Board of Directors, Director General ofJSC IDGC Holding N. N. Shvets, member of theBoard of Directors of JSC IDGC Holding S.Remes, member of the Management Board ofJSC IDGC Holding A. V. Demidov.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC IDGC of the Urals, underwhich the parties arrange mutual access to theinformation of the parties containing detailsconstituting commercial secret and the conditionsfor the communication of such information(Minutes No. 32 of April 20, 2010).Related parties: member of the Board ofDirectors, Director General of JSC IDGC HoldingN. N. Shvets, member of the ManagementBoard of JSC IDGC Holding A. V. Demidov.47

JSC IDGC Holding. Annual Report 2010— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and IDGC of Siberia, underwhich the parties arrange mutual access tothe information of the parties containingdetails constituting commercial secret andthe conditions for the communication ofsuch information (Minutes No. 32 of April 20,2010). Related parties: member of the Boardof Directors of JSC IDGC Holding O. V.Surikov, members of the Management Boardof JSC IDGC Holding A. V. Demidov, P. I.Oklei.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC IDGC of the Center andthe Volga Region, under which the partiesarrange mutual access to the information ofthe parties containing details constitutingcommercial secret and the conditions for thecommunication of such information (MinutesNo. 32 of April 20, 2010). Related parties:member of the Board of Directors, DirectorGeneral of JSC IDGC Holding N. N. Shvets,members of the Management Board of JSCIDGC Holding A. V. Demidov, P. I. Oklei.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC IDGC of the Volga,under which the parties arrange mutualaccess to the information of the parties containingdetails constituting commercialsecret and the conditions for the communicationof such information (Minutes No. 32of April 20, 2010). Related party: member ofthe Management Board of JSC IDGC HoldingP. I. Oklei.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC IDGC of the South,under which the parties arrange mutualaccess to the information of the parties containingdetails constituting commercialsecret and the conditions for the communicationof such information (Minutes No. 32of April 20, 2010). Related parties: membersof the Management Board of JSC IDGCHolding P. I. Oklei, A. Yu. Perepyolkin, S. V.Vasilyev.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC IDGC of the NorthCaucasus, under which the parties arrangemutual access to the information of the partiescontaining details constituting commercialsecret and the conditions for the communicationof such information (Minutes No.32 of April 20, 2010). Related party: memberof the Management Board of JSC IDGCHolding A. V. Demidov.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC Lenenergo, underwhich the parties arrange mutual access tothe information of the parties containingdetails constituting commercial secret andthe conditions for the communication ofsuch information (Minutes No. 32 of April 20,2010). Related parties: member of the Boardof Directors, Director General of JSC IDGCHolding N. N. Shvets, member of the Board ofDirectors of JSC IDGC Holding S. Remes,members of the Management Board of JSCIDGC Holding A. V. Demidov, P. I. Oklei.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC Tyumenenergo, underwhich the parties arrange mutual access tothe information of the parties containingdetails constituting commercial secret andthe conditions for the communication ofsuch information (Minutes No. 32 of April 20,2010). Related parties: member of the Boardof Directors, Director General of JSC IDGCHolding N. N. Shvets, members of theManagement Board of JSC IDGC Holding A. V.Demidov, P. I. Oklei, A. V. Sannikov, S. V.Vasilyev.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and MOESK, under which theparties arrange mutual access to the informationof the parties containing details constitutingcommercial secret and the conditionsfor the communication of suchinformation (Minutes No. 32 of April 20,2010). Related parties: member of the Boardof Directors, Director General of JSC IDGC48

9. Corporate Governance System of JSC IDGC HoldingHolding N. N. Shvets, member of theManagement Board of JSC IDGC Holding A. V.Demidov.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC Yantarenergo, underwhich the parties arrange mutual access tothe information of the parties containingdetails constituting commercial secret andthe conditions for the communication ofsuch information (Minutes No. 32 of April 20,2010). Related party: member of the Board ofDirectors and Director General of JSC IDGCHolding N. N. Shvets.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC Kubanenergo, underwhich the parties arrange mutual access tothe information of the parties containingdetails constituting commercial secret andthe conditions for the communication ofsuch information (Minutes No. 32 of April 20,2010). Related parties: member of the Boardof Directors of JSC IDGC Holding V. M.Kravchenko, members of the ManagementBoard of JSC IDGC Holding P. I. Oklei, A. Yu.Perepyolkin, S. V. Vasilyev.— Agreement for the protection of informationconstituting commercial secret between JSCIDGC Holding and JSC Tomsk DistributionCompany, under which the parties arrangemutual access to the information of the partiescontaining details constituting commercialsecret and the conditions for the communicationof such information (Minutes No.32 of April 20, 2010). Related parties: membersof the Board of Directors of JSC IDGCHolding V. M. Kravchenko, O. V. Surikov,members of the Management Board of JSCIDGC Holding A. V. Demidov, P. I. Oklei, S. V.Vasilyev.— Agreement for the communication of informationconstituting commercial secretbetween JSC IDGC Holding (the DisclosingParty) and FGC UES (the Receiving Party),under which the parties arrange access to theinformation of the Disclosing Party containingdetails constituting commercial secretand the conditions for the communication ofsuch information (Minutes No. 32 of April 20,2010). Related parties: the Government representedby the Federal Agency forManagement of Federal Property, a shareholderof JSC IDGC Holding; members of theBoard of Directors of JSC IDGC Holding S. I.Shmatko, M. Yu. Kurbatov, Ye. V. Dod, S. V.Maslov, V. V. Tatsiy.— Agreement for the communication of informationconstituting commercial secretbetween JSC IDGC Holding (the DisclosingParty) and Financial Settling Center (theReceiving Party), under which the partiesarrange access to the information of theDisclosing Party containing details constitutingcommercial secret and the conditionsfor the communication of such information(Minutes No. 32 of April 20, 2010). Relatedparties: members of the Board of Directors ofJSC IDGC Holding V. M. Kravchenko, S. V.Maslov, V. V. Tatsiy.— Master agreement setting forth general conditionsfor the execution of depositary operationsbetween JSC IDGC Holding (the Client)and VTB Bank (the Bank), under which theparties specify the procedure and conditionsfor the placement by the Client of cash in theRussian rubles or foreign currency into adeposit/overnight deposit; the transactionprice is less than 2% of the book value ofassets of JSC IDGC Holding according to datafrom its accounting statements as of the dateof adoption of the resolution by the Board ofDirectors of JSC IDGC Holding (Minutes No.32 of April 20, 2010). Related parties: theGovernment represented by the FederalAgency for Management of Federal Property,a shareholder of JSC IDGC Holding; memberof the Board of Directors of JSC IDGC HoldingV. N. Titov.— Transaction (interrelated transactions)between JSC IDGC Holding (the Issuer) andNational Depository Center concerning theprovision by National Depository Center ofservices related to the storage of bond certificatesand the recording of rights to thesecurities of JSC IDGC Holding through theopening and maintenance of the issuer’s custodyaccount intended for recording the49

JSC IDGC Holding. Annual Report 2010rights to the above-mentioned securities intheir placement, circulation, repurchase andredemption; the fee for the services ofNational Depository Center depends on thetariffs yet is not more than RUB 2,500,000(exclusive of VAT) (Minutes No. 34 of May 24,2010). Related party: member of the Board ofDirectors of JSC IDGC Holding V. V. Tatsiy.— Agreement for equity participation in thefinancing of events related to all-Russianprofessional competitions among the serviceteams of high-voltage distributiondistributionlines of distribution grids between JSCIDGC Holding and JSC IDGC of the Volga; theevent financing amount is RUB 1,000,000,inclusive of VAT at 18% of RUB 152,542.37(Minutes No. 36 of June 21, 2010). Relatedparty: member of the Management Board ofJSC IDGC Holding P. I. Oklei.— Agreement for the payment of a bill of JSCIngushenergo through the issue of a new billof JSC Ingushenergo between JSC IDGCHolding (the Bill Holder) and JSCIngushenergo (the Bill Drawer); subject matterof the agreement is replacement of theobligation borne by the bill issued by JSCIngushenergo on October 20, 2005, with a parvalue of RUB 214,170,000, payable ondemand, yet not until April 15, 2006, throughthe issue by JSC Ingushenergo of a new billwith a par value of RUB 214,170,000, payableon demand, yet not until July 1, 2012; thepurchasing price of the bill is RUB214,170,000 (Minutes No. 36 of June 21,2010). Related parties: members of theManagement Board of JSC IDGC Holding A. V.Demidov and F. Binko.— Agreement for the payment of a bill of JSCKalmenergo through the issue of a new bill ofJSC IDGC of the South between JSC IDGCHolding (the Bill Holder) and JSC IDGC of theSouth (the Bill Drawer); subject matter of theagreement is replacement of the obligationborne by the bill issued by JSC Kalmenergoon October 20, 2005, with a par value of RUB312,900,000, payable on demand, yet notuntil April 15, 2006, the assignee in whosepayment is JSC IDGC of the South, throughthe issue by JSC IDGC of the South of a newbill with a par value of RUB 312,900,000,payable on demand, yet not until July 1,2012; the purchasing price of the bill is RUB312,900,000 (Minutes No. 36 of June 21,2010). Related parties: member of the Boardof Directors, Director General of JSC IDGCHolding N. N. Shvets, members of theManagement Board of JSC IDGC Holding F.Binko, P. I. Oklei.— Agreement for the payment of bills of JSCKarachayevo-Cherkesskenergo through theissue of a new bill of JSC Karachayevo-Cherkesskenergo between JSC IDGC Holding(the Bill Holder) and JSC Karachayevo-Cherkesskenergo (the Bill Drawer); subjectmatter of the agreement is replacement ofthe obligation borne by the bills issued byJSC Karachayevo-Cherkesskenergo onDecember 15, 2005, and March 17, 2006, witha par value of RUB 39,200,000 and 20,800,000respectively, payable on demand, yet notuntil August 1, 2006, through the issue byJSC Karachayevo-Cherkesskenergo of a newbill with a par value of RUB 60,000,000,payable on demand, yet not until July 1,2012; the purchasing price of the bill is RUB60,000,000 (Minutes No. 36 of June 21,2010). Related parties: members of theManagement Board of JSC IDGC Holding A. V.Demidov and F. Binko.— Agreement for the purchase and sale of 2,251(25% + 1 share) shares in JSC Bureyagesstroybetween JSC IDGC Holding (the Seller) andRusHydro (the Buyer), totaling RUB200,000,000 (Minutes No. 40 of August 17,2010). Related parties: the Government representedby the Federal Agency forManagement of Federal Property, a shareholderof JSC IDGC Holding, members of theBoard of Directors of JSC IDGC Holding S. I.Shmatko, V. V. Kudryavy.— Agreement for the purchase and sale of166,460,049 shares (25% + 1 share) in JSCChirkeyGESstroy between JSC IDGC Holding(Seller) and RusHydro (Buyer) totaling RUB70,000,000 (Minutes of 17.08, 2010 No. 40).Related parties: the Government representedby the Federal Agency for Management ofFederal Property, a shareholder of JSC IDGC50

9. Corporate Governance System of JSC IDGC HoldingHolding, members of the Board of Directors ofJSC IDGC Holding S. I. Shmatko, V. V. Kudryavy.— Agreement for the extension of funds for theconstruction of facilities included in theProgram of Construction of Olympic Facilitiesand Development of the City of Sochi as amountain ski resort approved by Resolutionof the Government of the Russian FederationNo. 991 of December 29, 2007, between JSCIDGC Holding and JSC Kubanenergo, underwhich the parties agreed to perform activitiesaimed at financing the construction andrehabilitation of facilities provided for bythis Program using the funds contributed tothe authorized capital of JSC IDGC Holdingfrom the federal budget (Minutes No. 41 ofAugust 18, 2010). Related parties: theGovernment represented by the FederalAgency for Management of Federal Property,a shareholder of JSC IDGC Holding; memberof the Board of Directors, Director General ofJSC IDGC Holding N. N. Shvets; member ofthe Board of Directors of JSC IDGC Holding V.M. Kravchenko; members of the ManagementBoard of JSC IDGC Holding A. V. Sannikov, A.V. Demidov and F. Binko.— Agreement for the payment of bills of JSCIDGC of the North Caucasus through the issueof a new bill of JSC IDGC of the NorthCaucasus between JSC IDGC Holding (the BillHolder) and JSC IDGC of the North Caucasus(the Bill Drawer); subject matter of theagreement is replacement of the obligationborne by the bills issued by JSC IDGC of theNorth Caucasus on June 17, 2008, and June20, 2008, with a par value of RUB300,000,000; RUB 1,208,735,000 and RUB32,300,000 respectively, payable on demand,yet not until July 2, 2008, through the issueby JSC IDGC of the North Caucasus of a newbill with a par value of RUB 1,541,035,000,payable on demand, yet not until October 1,2012; the purchasing price of the bill is RUB1,541,035,000 (Minutes No. 47 of November9, 2010). Related parties: members of theManagement Board of JSC IDGC Holding A. V.Demidov and F. Binko.— Agreement for premise sublease between JSCIDGC Holding (the Lessee) and JSC IDGC of theNorth Caucasus (the Sublessee), under whichthe Lessee obliges, for the monthly fee of RUB40,000, inclusive of VAT at 18% of RUB 6,101to grant to the Sublessee for temporary ownershipand use a non-residential premiseoccupying a total area of 22 square meters,located on the 6th floor, in office 212 of premiseNo. II, in the building located at: Moscow,Ulansky pereulok, d. 26, str. 1 (Minutes No. 47of November 9, 2010). Related parties: membersof the Management Board of JSC IDGCHolding A. V. Demidov and F. Binko.— Agreement for the contribution of funds fromthe federal budget to the authorized capitalbetween JSC IDGC Holding (the Company) andthe Russian Federation represented by theMinistry of Energy of the Russian Federationand the Federal Agency for Management ofFederal Property; subject matter of the agreement:in 2010, the Russian Federation representedby the Ministry of Energy of theRussian Federation invests funds from thefederal budget not exceeding RUB1,699,999,998.66 within the limits of theexpected budget appropriations in theCompany’s authorized capital for the purposesof implementing the Raspadskaya mineexternal power supply model, raising the reliabilityof power supply to the Mezhdu -rechensky District of the Kemerovo Region.The Company transfers to the RussianFederation represented by the Federal Agencyfor Management of Federal Property title to410,628,019 additionally issued shares in JSCIDGC Holding, placed in a public offering, witha par value of 1 ruble per share at the offeringprice of RUB 4.14 (Minutes No. 49 ofDecember 3, 2010). Related party: theGovernment represented by the FederalAgency for Management of Federal Property, ashareholder of JSC IDGC Holding.— Agreement between JSC IDGC Holding (thePurchaser) and JSC Kubanenergo (the Issuer)for the purchase of not more than 311,136additional ordinary shares in JSCKubanenergo at a price of RUB 184.92 pershare, placed in a public offering, upon expirationof the pre-emptive right to purchasethe shares, totaling not more than RUB57,535,269.12 (Minutes No. 50 of December51

JSC IDGC Holding. Annual Report 201024, 2010). Related parties: the Governmentrepresented by the Federal Agency forManagement of Federal Property, a shareholderof JSC IDGC Holding; member of theBoard of Directors, Director General of JSCIDGC Holding N. N. Shvets; member of theBoard of Directors of JSC IDGC Holding V. M.Kravchenko; members of the ManagementBoard of JSC IDGC Holding A. V. Sannikov, A.V. Demidov.— Agreement between JSC IDGC Holding (theBuyer) and JSC Kubanenergo (Kubanenergo)for the purchase of not more than 12,892,286additional ordinary shares in JSCKubanenergo at a price of RUB 184.92 pershare, placed in a public offering, during theexercise by the Buyer of the pre-emptiveright to their purchase, totaling RUB2,384,041,527.12 (Minutes No. 50 ofDecember 24, 2010). Related parties: theGovernment represented by the FederalAgency for Management of Federal Property,a shareholder of JSC IDGC Holding; memberof the Board of Directors, Director General ofJSC IDGC Holding N. N. Shvets; member ofthe Board of Directors of JSC IDGC Holding V.M. Kravchenko; members of the ManagementBoard of JSC IDGC Holding A. V. Sannikov, A.V. Demidov.— Service agreement between JSC IDGC Holding(the Customer) and JSC Research andEngineering Institute of IDGC (theContractor) for the drafting of theRegulations for the Uniform Technical Policyof JSC IDGC Holding in the Distribution GridSector; the service fee is RUB 5,782,000,inclusive of VAT of RUB 882,000 (Minutes No.51 of December 28, 2010). Related party:member of the Management Board of JSCIDGC Holding F. Binko.— Agreement between JSC IDGC Holding (theRecommending Entity) and StateEducational Enterprise of Higher ProfessionalEducation Moscow Power EngineeringInstitute (Technical University) (MPEI (TU))(the Contractor) for the training of 12employees of the Recommending Entityholding diplomas of higher professional educationunder the educational program of professionalretraining in Management in accordancewith the National Plan of Training ofManagerial Personnel for the EconomicEntities of the Russian Federation in2007/08-2010/13kh, approved by Resolutionof the Government of the Russian FederationNo. 177 of March 24, 2007, and the StandardContract between the executive authority ofthe constituent entity of the RussianFederation, the economic entity recommendingthe employee and the employee withinthe framework of implementation of theNational Plan of Training of ManagerialPersonnel for the Economic Entities of theRussian Federation; total costs incurred bythe Recommending Entity is RUB 228,480,exempt from VAT (Minutes No. 51 of 28December, 2010). Related party: member ofthe Board of Directors of JSC IDGC Holding S.V. Serebryannikov.— Supplementary agreement No. 2 to agreementNo. 09.11.005 of December 14, 2009,between JSC IDGC Holding (the Customer)and JSC Research and Engineering Instituteof IDGC (the Contractor), under which theparties agree on the amendment of the termsand conditions of agreement No. 09.11.005of December 14, 2009, (Minutes No. 52 ofDecember 30, 2010). Related party: memberof the Management Board of JSC IDGCHolding F. Binko.— Agreement between JSC IDGC Holding (theCustomer) and JSC Research and EngineeringInstitute of IDGC (the Contractor) for theprovision of services related to the preparationof the Guidelines for Drawing up LossReduction Programs for JSC IDGC Holding;the service fee is RUB 9,898,000, inclusive ofVAT at 18% of RUB 1,509,864.41 (Minutes No.52 of December 30, 2010). Related party:member of the Management Board of JSCIDGC Holding F. Binko.— Agreement between JSC IDGC Holding (theCustomer) and JSC Research and EngineeringInstitute of IDGC (the Contractor) for theprovision of services related to the preparationof the Program of Energy Conservationand Energy Efficiency Enhancement and theProgram Implementation Plan for JSC IDGC52

9. Corporate Governance System of JSC IDGC HoldingHolding; the service fee is RUB 10,094,000,inclusive of VAT at 18% of RUB 1,539,762.71(Minutes No. 52 of December 30, 2010).Related party: member of the ManagementBoard of JSC IDGC Holding F. Binko.— Agreement between JSC IDGC Holding (theCustomer) and JSC Research and EngineeringInstitute of IDGC (the Contractor) for theprovision of services related to the preparationof the Conditions, Standards, andRequirements of Electricity Metering in theRetail Market for JSC IDGC Holding; the servicefee is RUB 3,136,000, inclusive of VAT at18% of RUB 478,372.88 (Minutes No. 52 ofDecember 30, 2010). Related party: memberof the Management Board of JSC IDGCHolding F. Binko.— Agreement between JSC IDGC Holding (theCustomer) and JSC Research and EngineeringInstitute of IDGC (the Contractor) for theprovision of services related to the preparationof the Model Technical Solutions forOrganizing Metering Systems for DistributionGrid Facilities of Subsidiaries and DependentCompanies of JSC IDGC Holding; the servicefee is RUB 2,940,000, inclusive of VAT at 18%of RUB 448,474.58 (Minutes No. 52 ofDecember 30, 2010). Related party: memberof the Management Board of JSC IDGCHolding F. Binko.In the fiscal year 2010, JSC IDGC Holding did notexecute any major transactions.In the fiscal period, members of the Board ofDirectors other than representatives of thegovernment in accordance with the requirementsof the applicable laws were remunerated.In 2010, members of the Board ofDirectors were paid remuneration of RUB2,707,056.53

JSC IDGC Holding. Annual Report 20109.2.3. Committeesof the Board of DirectorsAudit CommitteeThe goal of the Audit Committee is to develop andsubmit recommendations concerning the issues ofensuring efficient participation of the Board ofDirectors in exercising control of the Company’sfinancial and economic activities.The principal objective of the Audit Committee isto render advisory assistance to the Board ofDirectors of the Company for developing the strategyon the following issues:— preparation of recommendations for theselection of the Company’s auditor: qualifications,the quality of rendered services andcompliance with the auditor’s independencerequirements;— monitoring of the preparation of theCompany’s accounting (financial) statementsby the Company’s executive bodies,the objectivity of the statements, the processof disclosure of reliable financial informationabout the Company, its size and degree oftransparency;— assessment of the efficiency of internal controlprocedures and the preparation of proposalsfor their improvement;— interaction with the Company’s executivebodies and other individuals.In the fiscal year, the Audit Committee functionedin two compositions. The Resolution of the Boardof Directors of JSC IDGC Holding, dated October16, 2009, approved the following composition ofthe Committee 5 :The Chairman of the Committee is Seppo JuhaRemes (Director General, OOO Kiuru).Members of the Committee:— Oleg Vyacheslavovich Surikov (member of theCommittee, Director of the CorporateDepartment, MMC Norilsk Nickel);— Denis Vladimirovich Fedorov (member of theCommittee, Director General, OOO Gas EnergyCompany).This composition of the Audit Committee functioneduntil the meeting of the Board of Directorsheld on August 18, 2010, re-elected upon theAnnual General Meeting of the Company, at whichthe Committee was elected from among the followingindependent members of the Board ofDirectors of the Company:The Chairman of the Committee is Seppo JuhaRemes (Director General, OOO Kiuru).Members of the Committee:— Sergei Renatovich Borisov (Chief ExecutiveOfficer, OPORA RUSSIA, Russian Non-Governmental Organization for Small andMedium Entrepreneurship);— Valery Alexeyevich Gulyayev (Deputy DirectorGeneral for Resource Supplies, member of theManagement Board, JSC OGK-6 and OGK-2)The fiscal period saw 8 meetings of the AuditCommittee, including 6 in-person meeting, whichconsidered more than 30 issues. Major issues areas follows:— Assessment by the Audit Committee of theAuditors’ Report on the accounting statementsof JSC IDGC Holding for the periodfrom January 1, 2009, up to and includingDecember 31, 2009.— Draft consolidated financial statements ofIDGC Holding prepared in accordance withIFRS for 2009.— Financial terms and conditions of the agreementwith ZAO KPMG for the provision ofservices as an independent auditor of thefinancial statements of IDGC Holding, preparedin accordance with IFRS for 2010.5Hereinafter job titles at the moment of election.54

9. Corporate Governance System of JSC IDGC Holding— Consideration of the internal local documentson the improvement and developmentof the internal control, internal audit and riskmanagement systems in IDGC Holding.— Approval of the report by CEO of JSC IDGCHolding for the Board of Directors on theimplementation of the approved local documentsby JSC IDGC Holding on the improvementand development of internal control,risk management and internal audit.— Organization of interaction with the AuditCommittees, divisions of the executive armand the internal audit functions of the SDCsof JSC IDGC Holding.— Draft schedule of the audits of the SDCs ofJSC IDGC Holding to be inspected by theInternal Audit and Risk ManagementDepartment of JSC IDGC Holding in 2010.— Overview of the audits of the SDCs of JSCIDGC Holding prepared by the Internal Auditand Risk Management Department of JSCIDGC Holding.— Project for building common methodologyand implementing common standards of thepreparation of accounting statements andtax reports and the statements prepared inaccordance with IFRS by IDGC Holding.Nomination and Remuneration CommitteeThe Nomination and Remuneration Committee ofthe Board of Directors of JSC IDGC Holding actsunder the Articles of Association and of theRegulations for the Nomination and Remunera -tion Committee of the Board of Directors of JSCIDGC Holding.The principal objectives of the Nomination andRemuneration Committee include the preliminaryconsideration, analysis and development of proposalsconcerning the following issues:— determination of criteria for selecting candidatemembers of the Board of Directors, membersof the Management Board and candidatesfor the position of CEO of the Company,preliminary assessment of the above-mentionedcandidates;— development of proposals for the determinationof material terms and conditions ofagreements with the members of the Board ofDirectors, members of the Management Boardand CEO of the Company;— development of the principles and criteria fordetermining the amount of remuneration ofmembers of the Board of Directors, membersof the Management Board and CEO of theCompany, managing entity or manager;— regular assessment of work performed by CEO(managing entity, manager) and members ofthe Management Board, preparation of proposalsto the Board of Directors for their possiblereappointment;— development of principles and criteria in thefield of remuneration of the Chairman andmembers of the Internal Audit Commission ofthe Company;— development of recommendations for shapingthe succession pool of the Company andthe SDCs of JSC IDGC Holding.The composition of the Nomination andRemuneration Committee as of January 1, 2010 isas follows:The Chairman of the Committee is SergeyVladimirovich Serebryannikov (Rector, StateEducational Enterprise of Higher ProfessionalEducation Moscow Power Engineering Institute(Technical University)).Members of the Committee:— Viktor Vasilyevich Kudryavy (Advisor toPresident, EUROCEMENT Group ZAO);— Alexander Albertovich Popov (DeputyDirector General and Head of the Administra -tive Office of JSC IDGC Holding);— Gennady Feliksovich Binko (Deputy DirectorGeneral of JSC IDGC Holding);— Igor Sergeyevich Samsonov (Vice-Rector,Moscow Power Engineering Institute (Tech -nical University));55

JSC IDGC Holding. Annual Report 2010— Irina Yurievna Korobkina (Head of the Unitfor Electricity Sector Reform Support, JSCGazprom);— Mikhail Alexeyevich Mantrov (DeputyChairman of the Management Board,RusHydro);— Oleg Vyacheslavovich Surikov (Director of theCorporate Department, MMC Norilsk Nickel);— Vladimir Vitalyevich Tatsiy (First VicePresident, JSC Gazprombank).This composition of the Nomination andRemuneration Committee functioned until themeeting of the Board of Directors of the Company,re-elected upon the Annual General Meeting, afterwhich the following composition of theCommittee of August 18, 2010, was elected:The Chairman of the Committee is ViktorVasilyevich Kudryavy (Advisor to President, EURO-CEMENT Group ZAO).Members of the Committee:— Valery Alexeyevich Gulyayev (Deputy DirectorGeneral for Resource Supplies, member of theManagement Board, JSC OGK-6 and JSC OGK-2);— Igor Vladimirovich Khvalin (Director General,ZAO Volga Engineering Group).In the fiscal year, the Nomination andRemuneration Committee held 4 meetings,including 1 in-person meeting.The principal issues falling under the jurisdictionof the Committee on which recommendationswere given are as follows:— Organization of special-purpose executivetraining for the young employees of JSC IDGCHolding and the SDCs of JSC IDGC Holding incooperation with Moscow State Institute ofInternational Relations (University) of theMFA of Russia.— Preliminary assessment of the members ofthe Management Board of JSC IDGC Holding.— Approval of the fundamental provisions andthe procedure for implementing the programof incentivizing the managers of JSC IDGCHolding and its SDCs.— Upgrading of the KPI system of JSC IDGCHolding and its SDCs.Valuation CommitteeThe goal of the Committee is to assist the Board ofDirectors of the Company in performing its obligationsfor developing the procedure and controlling(in accordance with the developed procedure)asset and business valuation for the Company, itsSDCs and newly-established companies and othereconomic entities involved in the transactions inaccordance with the requirements of Federal Lawof the Russian Federation No. 135-FZ of July 29,1998, “On Valuation Activity in the RussianFederation” and federal valuation standards.The principal objectives of the Committee include:— control of work related to asset valuation forthe Company and the SDCs of the HoldingCompany;— retention of independent experts to giveadvice on issues falling under the jurisdictionof the Committee.The following composition of the Committee wasapproved at the meeting of the Board of Directorsof October 16, 2009, and has functioned sinceNovember 2009:The Chairman of the Committee is SergeyVladimirovich Maslov (member of the Board ofDirectors of JSC IDGC Holding, President, SaintPetersburg International Mercantile Exchange).Members of the Committee:— Vyacheslav Mikhailovich Kravchenko (memberof the Board of Directors of JSC IDGCHolding, Chief Executive Officer, OOO RN-Energo);— Pyotr Petrovich Kozin (Advisor, Division forOrganization of Federal Property Valuationand Audit, Federal Agency for Management ofFederal Property);56

9. Corporate Governance System of JSC IDGC Holding— Oleg Veniaminovich Markovsky (Deputy Headof Division, Department for ProspectiveDevelopment and Strategy Planning, JSCNOVATEK);— Alexei Yurievich Perepyolkin (Deputy DirectorGeneral for Corporate Governance andProperty, JSC IDGC Holding);— Yelena Vladimirovna Petrovskaya (ExecutiveDirector, Non-profit Partnership Self-Regulatory Organization of the Associationof Russian Masters of Appraisal);— Seppo Juha Remes (member of the Board ofDirectors of JSC IDGC Holding, DirectorGeneral, OOO Kiuru);— Ivan Vyacheslavovich Savelyev (Head of theDepartment for Capital Markets andInteraction with Investors, Strategy andInvestment Segment, INTER RAO UES);— Alexei Valerievich Sannikov (Deputy DirectorGeneral of JSC IDGC Holding);— Vadim Valerievich Smolyakov (Deputy Head,Division for Organization of Federal PropertyValuation and Audit, Federal Agency forManagement of Federal Property);— Oleg Vyacheslavovich Surikov (member of theBoard of Directors of JSC IDGC Holding,Director of the Corporate Department, MMCNorilsk Nickel);— Svetlana Alexeyevna Tabakova (ChiefExecutive Officer, Non-commercial Partner -ship RSA);— Vladimir Vitalyevich Tatsiy (member of theBoard of Directors of JSC IDGC Holding, FirstVice President, JSC Gazprombank);— Vasily Nikolayevich Titov (member of theBoard of Directors of JSC IDGC Holding, FirstDeputy President and Deputy Chairman of theManagement Board, VTB Bank);— Marina Alexeyevna Fedotova (Rector,Institute for Professional Appraisal, Vice-Rector for Academic Affairs, FinancialUniversity under the Government of theRussian Federation, Chief Executive Officer,Non-profit Partnership Community ofProfessional Appraisers SMAOs).The resolutions of the Board of Directors of JSCIDGC Holding, dated August 18, 2010, approvedthe new composition of the Valuation Committeeof the Board of Directors composed of 13 peopleas modified by the Board of Directors of theCompany on September 8, 2010:The Chairman of the Committee is SergeyVladimirovich Maslov (member of the Board ofDirectors of JSC IDGC Holding, President, SaintPetersburg International Mercantile Exchange).Members of the Committee:— Anna Alexeyevna Balayeva (Advisor, Unit forOrganization of Federal property Valuation,Division for Organization of Federal PropertyValuation and Audit, Federal Agency forManagement of Federal Property);— Pyotr Petrovich Kozin (Advisor, Division forOrganization of Federal Property Valuationand Audit, Federal Agency for Management ofFederal Property);— Alexei Yurievich Perepyolkin (Deputy DirectorGeneral for Corporate Governance andProperty, JSC IDGC Holding);— Yelena Vladimirovna Petrovskaya (ExecutiveDirector, Non-profit Partnership Self-Regulatory Organization of the Associationof Russian Masters of Appraisal);— Seppo Juha Remes (member of the Board ofDirectors of JSC IDGC Holding, DirectorGeneral, OOO Kiuru);— Ivan Vyacheslavovich Savelyev (Director forStrategic Transactions and Capital markets,RusHydro);— Alexei Valerievich Sannikov (Deputy DirectorGeneral of JSC IDGC Holding);— Alexei Albertovich Sukhov (Manager, Groupfor Business Valuation and Analysis, OOO RN-Energo);— Svetlana Alexeyevna Tabakova (Chief ExecutiveOfficer, Non-commercial Partnership RSA);— Vladimir Vitalyevich Tatsiy (member of theBoard of Directors of JSC IDGC Holding, FirstVice President, JSC Gazprombank);— Vasily Nikolayevich Titov (member of theBoard of Directors of JSC IDGC Holding, First57

JSC IDGC Holding. Annual Report 2010Deputy President and Deputy Chairman of theManagement Board, VTB Bank);— Marina Alexeyevna Fedotova (Chief ExecutiveOfficer, Non-profit Partnership Community ofProfessional Appraisers SMAOs).In the fiscal year, the Valuation Committee held 6meetings, including 2 in-person meetings.The principal falling under the jurisdiction of theCommittee on which recommendations were givenare as follows:— Market valuation of the assets of 110/6 kVtransformer substations, located at:Kemerovo region, Leninsk-Kuznetsky, ul.Spasstantsiya, 15/31.— Market valuation of the immovable propertyand equipment owned by Khakasenergo, abranch of IDGC of Siberia.— Market valuation of the group of buildingsand structures owned by JSC IDGC of theCenter and the Volga Region.— Market valuation of a block of shares in ZAOTsarskoselskaya Energy Company (96.95%)and a block of shares in ZAO Kurortenergo(98.13%).— Market and investment valuation of a blockof 51% of shares in JSC Yaroslavl UrbanElectric Grid.— Market valuation of the movable and immovableproperty of Energetik Health Facilityowned by JSC IDGC of the Center and theVolga Region.— Market valuation of a block of shares (25% +1 share) in JSC ChirkeyGESstroy.— Market valuation of 49% of shares in JSCYaroslavl Urban Electric Grid.— Market valuation of the electric grid facilitiesof PS TsRP-10 ASK-2, located at: SamaraRegion, Kinelsky District, territory of theBaltika Brewery owned by JSC IDGC of theVolga and market valuation of 10 kV centraldistribution substation, located at: SamaraRegion, Kinelsky District, Industrial Area,Baltiysky proezd, d. 1, owned by BaltikaBreweries.Strategy CommitteeThe Strategy Committee develops for the Board ofDirectors recommendations concerning the issuesof strategic development of the Company fallingunder the jurisdiction of the Board of Directors orstudied by the Board of Directors while exercisingcontrol of the work performed by the executivebodies of the Company.The principal objectives of the StrategyCommittee are as follows:— analysis of proposals and development of recommendationsto the Board of Directors ofthe Company for preparing, modifying, supplementingand implementing the principalareas of development of IDGC Holding;— monitoring of the implementation of theprincipal areas of development of IDGCHolding approved by the Board of Directorsby the Company;— analysis of proposals and development of recommendationsto the Board of Directors ofthe Company for shaping the standards ofpreparation of development plans for theSDCs of IDGC Holding.The resolution of the Board of Directors of JSCIDGC Holding, dated April 29, 2009, adjusted forthe resolution of November 19, 2009, approvedthe following composition of the StrategyCommittee:The Chairman of the Committee is EvgenyVyacheslavovich Dod (Chairman of theManagement Board, RusHydro).Members of the Committee:— Sergei Nikolayevich Ivanov (member of theManagement Board, FGC UES);— Maria Gennadievna Tikhonova (Director,58

9. Corporate Governance System of JSC IDGC HoldingDepartment for Economic Regulation andProperty Relations in the Fuel and EnergySector);— Alexei Viktorovich Maslov (Director forCapital Construction, RusHydro);— George Ilyich Rizhinashvili (Deputy Chairmanof the Management Board, RusHydro);— Nikolai Viktorovich Tsekhomsky (member ofthe Management Board, VTB JSC);— Wolfgang Skribot (Managing Director,Department for Direct Investment, JSCGazprombank);— Seppo Juha Remes (Director General, OOOKiuru);— Mikhail Yurievich Kurbatov (Director,Department for Government Regulation ofTariffs, Infrastructural Reforms and EnergyEfficiency, Ministry for EconomicDevelopment and Trade of the RussianFederation);— Nikita Vasilievich Skibitsky (Vice-Rector forAcademic Affairs, State EducationalEnterprise of Higher Professional EducationMoscow Power Engineering Institute(Technical University);— Pavel Olegovich Shatsky (First DeputyDirector General, OOO GazpromEnergokholding);— Pavel Ivanovich Oklei (member of theManagement Board of JSC IDGC Holding,Deputy Director General and Chief OperatingOfficer, JSC IDGC Holding);— Alexei Valerievich Sannikov (member of theManagement Board of JSC IDGC Holding,Deputy Director General of JSC IDGCHolding);— Alexei Vladimirovich Demidov (member ofthe Management Board of JSC IDGC Holding,Deputy Director General for Economic Affairsand Finance, JSC IDGC Holding);— Vladimir Vasilievich Kuznetsov (Manager,Center for Strategy and Development, JSCIDGC Holding).The resolution of the Board of Directors of JSCIDGC Holding of August 18, 2010, (MinutesNo. 41) approved the following composition ofthe Strategy Committee:The Chairman of the Committee is VyacheslavMikhailovich Kravchenko (member of the Board ofDirectors of JSC IDGC Holding, Director General ofJSC Integrated Power Sales Company).Members of the Committee:— Vladimir Vitalyevich Tatsiy (member of theBoard of Directors of JSC IDGC Holding, FirstVice President, JSC Gazprombank);— Viktor Vladimirovich Klimov (ExecutiveDirector, OPORA RUSSIA);— Valery Alexeyevich Gulyayev (member of theBoard of Directors of JSC IDGC Holding,Deputy Director General for ResourceSupplies, member of the Management Board,JSC OGK-6 and JSC OGK-2);— Seppo Juha Remes (member of the Board ofDirectors of JSC IDGC Holding, DirectorGeneral, OOO Kiuru);— Sergey Vladimirovich Serebryannikov (memberof the Board of Directors of JSC IDGCHolding, Rector, State Educational Enterpriseof Higher Professional Education MoscowPower Engineering Institute (TechnicalUniversity));— Igor Vladimirovich Khvalin (member of theBoard of Directors of JSC IDGC Holding,Director General, ZAO Volga EngineeringGroup);— Nikolai Grigorievich Shulghinov (DeputyChairman of the Management Board, SO UPS,JSC);— Mikhail Yurievich Kurbatov (member of theManagement Board of JSC IDGC Holding,Deputy Director General of JSC IDGC Holding);— Maria Gennadievna Tikhonova (Director,Department for Economic Regulation andProperty Relations in the Fuel and EnergySector, Ministry of Energy of the RussianFederation);— Vasily Vladislavovich Nikonov (Director,Department for Electricity IndustryDevelopment, Ministry of Energy of theRussian Federation);59

JSC IDGC Holding. Annual Report 2010— Alexei Vladimirovich Demidov (member ofthe Management Board of JSC IDGC Holding,Deputy Director General for Economic Affairsand Finance, JSC IDGC Holding);— Pavel Viktorovich Shpilevoi (Deputy Director,Department for Government Regulation ofTariffs, Infrastructural Reforms and EnergyEfficiency, Ministry for Economic Develop -ment and Trade of the Russian Federation);— Vladimir Alexandrovich Shkatov (DeputyChairman of the Management Board, Non-Profit Partnership Market Council).The fiscal period witnessed 13 meetings of theStrategy Committee, including 4 in-person meetings.More than 30 issues were considered, majorissues are as follows:— Expansion of the authorized capital of JSCIDGC Holding through the placement of additionalshares.— Approval of the Resolution on the additionalissue of securities of JSC IDGC Holding(uncertificated registered ordinary sharesplaced in a public offering).— Approval of the Resolution on the issue ofsecurities of JSC IDGC Holding.— Consideration of the consolidated investmentprogram of JSC IDGC Holding for 2010.— Determination of the highest-priority activities:Approval of the Strategy of JSC IDGCHolding Until 2030.— Joint project for the production of high-voltageelectric power equipment with JSC PowerMachines.— Consideration of the report on the implementationof the consolidated investment programof JSC IDGC Holding for half I of 2010.— Determination of the highest-priority activitiesof JSC IDGC Holding: preparation of theinnovative development programs of JSCIDGC Holding and its SDCs.— Report on the financing and economic activitiesof JSC IDGC Holding for half I of 2010.— Determination of the highest-priority activitiesof the Company: approval of the principalprovisions and the procedure for implementingthe program of incentivizing the managersof JSC IDGC Holding and its SDCs.— Consideration of the principal areas of developmentof the electric grid sector of theRussian Federation and JSC IDGC Holding.— Consideration of the fundamental principlesand approaches to the development of theStrategy of JSC IDGC Holding.— Upgrading the KPI system of the SDCs of theHolding Company and JSC IDGC Holding.— Approval of the service agreement for thedrafting of the Regulations for the UniformTechnical Policy of JSC IDGC Holding in theDistribution Grid Sector betweenJSC IDGC Holding and JSC Research andEngineering Institute of IDGC, which is a relatedpartytransaction.— Report on the financing and economic activitiesof the Company for 9 months 2010.— Financial and Economic Plan of the Companyfor 2011.— Strategy of management of the non-coreassets of JSC IDGC Holding and the SDCs ofJSC IDGC Holding.— Feasibility of determining the market valueof shares in JSC IDGC Holding in subsequentissues under the independent appraiser’sreport.60

9. Corporate Governance System of JSC IDGC HoldingInvestment CommitteeThe Investment Committee of the Board ofDirectors of JSC IDGC Holding was established byresolution of the Board of Directors of Septem -ber 8, 2010.The goal of the Investment Committee of theBoard of Directors of JSC IDGC Holding is to assistthe Board of Directors in the performance of itsresponsibilities for ensuring the implementationof the Company’s investment policy.The principal objectives of the InvestmentCommittee of the Board of Directors of JSC IDGCHolding include:— analysis of proposals and development of recommendationsto the Board of Directors ofthe Company on the issues of investing activitiesof JSC IDGC Holding;— monitoring of implementation of the consolidatedinvestment program of JSC IDGCHolding;— analysis of proposals and development of recommendationsto the Board of Directors ofthe Company for preparing and amending theinternal organizational documents (standards,regulations, bylaws, formats) on theinvesting activities of the Company;— analysis of valid regulatory documents withregard to investing activities and developmentof recommendations to the Board ofDirectors for implementing the investmentpolicy of the Company.The composition of the Investment Committee ofthe Board of Directors of JSC IDGC Holdingapproved by the resolution of the Board ofDirectors, dated October 22, 2010, as amended bythe Board of Directors on December 28, 2010, is asfollows:The Chairman of the Committee is VladimirVitalyevich Tatsiy (First Vice President, JSCGazprom bank).Members of the Committee:— Denis Nikolayevich Bashuk (ProductionDirector, OOO Gazprom Energokholding);— Alexei Vladimirovich Demidov (DeputyDirector General for Economic Affairs andFinance, JSC IDGC Holding);— Valery Alexandrovich Ovseichuk (Chief Expert,ZAO SKAF);— Alexei Vladimirovich Zavartsev (Head of theInternal Audit Division, JSC OGK-6, Head ofthe Internal Control Division, JSC OGK-2);— Gheorgy Petrovich Kutovoi (Advisor toPresident on Energy Issues, ZAO OMK);— Alexei Alexandrovich Lebedev (DirectorGeneral, OOO Pokrovka Finance);— Alexei Valerievich Sannikov (Deputy DirectorGeneral of JSC IDGC Holding);— Ivan Anatolievich Selivakhin (Chief Accoun -tant, JSC Integrated Power Sales Company);— Nikita Vasilievich Skibitsky (Vice-Rector forAcademic Affairs, State Educational Enter -prise of Higher Professional EducationMoscow Power Engineering Institute (Tech -nical University));— Alexander Pavlovich Terekhov (acting Direc -tor General, FGUP Energokomplekt Firm);— Vasily Nikolayevich Titov (First DeputyPresident and Deputy Chairman of theManage ment Board, VTB Bank);— Igor Vladimirovich Khvalin (Director General,ZAO Volga Engineering Group);— Vasily Vladislavovich Nikonov (Director,Department for Electricity Industry Develop -ment, Ministry of Energy of the RussianFederation);— Maria Gennadievna Tikhonova (Director, Depar -tment for Economic Regulation and PropertyRelations in the Fuel and Energy Sector,Ministry of Energy of the Russian Federation);— Nikolai Grigorievich Shulghinov (firstDeputy Chairman of the Management Board,SO UPS, JSC);— Maxim Borisovich Yegorov (Head of theDivision for Regulation and Control of Pricingin the Electricity Industry, Federal TariffService of the Russian Federation);61

JSC IDGC Holding. Annual Report 2010— Viktor Yurievich Lebedev (Deputy Director,Department for Government Regulation ofTariffs, Infrastructural Reforms and EnergyEfficiency, Ministry for Economic Develop -ment and Trade of the Russian Federation).In 2010, three meetings of the InvestmentCommittee of the Board of Directors of JSC IDGCHolding were held, including 2 in-person meetings,at which more than 12 issues were considered.Major issues include:— Approval of the Regulations for Considera -tion and Submission for Consideration by theBoard of Directors of the consolidated investmentprogram of JSC IDGC Holding.— Approval of the procedure for shaping thestructure of the consolidated investmentprogram of JSC IDGC Holding.— Organization and assessment of efficiency ofthe existing processes of performing constructionoperations and implement investmentprograms.— Consideration of the report on implementationof the consolidated investment programof JSC IDGC Holding for 9 months 2010.— Approval of the adjusted consolidated investmentprogram of JSC IDGC Holding for 2010and the consolidated long-term investmentprogram of JSC IDGC Holding for the period2011-2015, including the year 2011.— Approval of the fundamental principles foradjusting the investment programs of theSDCs of JSC IDGC Holding.— Approval of scenario conditions for shapingthe investment programs of the SDCs of JSCIDGC Holding, criteria and priorities forincluding facilities in the investment programsof the SDCs of the Holding Companyfor 2012 and subsequent periods until 2016.Approval of the format for submitting the consolidatedinvestment program of JSC IDGC Holding tothe Board of Directors.62

9. Corporate Governance System of JSC IDGC Holding9.3. Management BoardThe Management Board, a collegial executivebody appointed by the Board of Directors of JSCIDGC Holding, is in charge of the Company’s dayto-dayactivities. The Management Board performsthe functions specified in the Articles ofAssociation of JSC IDGC Holding and acts inaccordance with the Regulations for theManagement Board of JSC IDGC Holding approvedby the Extraordinary General Meeting ofShareholders of JSC IDGC Holding on December30, 2008.The Management Board of JSC IDGC Holding waselected on December 28, 2009, and is composed ofthe following persons:The Chairman of the Management Board is NikolayNikolayevich Shvets (Director General of JSC IDGCHolding).Members of the Management Board:— Gennady Feliksovich Binko (Deputy DirectorGeneral of JSC IDGC Holding);— Alexei Vladimirovich Demidov (Deputy Direc -tor General for Economic Affairs and Finance,JSC IDGC Holding);— Pavel Ivanovich Oklei (Deputy DirectorGeneral — Chief Operating Officer, JSC IDGCHolding);— Alexei Yurievich Perepyolkin (Deputy DirectorGeneral for Corporate Governance andProperty, JSC IDGC Holding);— Alexei Valerievich Sannikov (Deputy DirectorGeneral of JSC IDGC Holding);— Sergei Vyacheslavovich Vasiliev 6 (Director forLegal Affairs, JSC IDGC Holding).Resolution of the Board of Directors of JSC IDGCHolding No. 44, dated September 29, 2010, terminatedearly the authority of Pavel Ivanovich Oklei,member of the Management Board of JSC IDGCHolding, and elected Mikhail Yurievich Kurbatov,Deputy Director General of JSC IDGC Holding, tothe Management Board of the Company.The Company’s Articles of Association specify thatthe Management Board of JSC IDGC Holding is incharge of the Company’s day-to-day activities,develops the priority areas of the Company’sactivities and long-term implementation plansand internal order documents and submits themfor consideration by the Board of Directors of JSCIDGC Holding, and addresses other issues.In the fiscal period, the Management Board of theCompany adopted resolutions on 307 issues andtook 60 minutes. Specifically, at 18 in-personmeetings, 37 issues were considered, 42 minutescontaining resolutions on 270 issues were takenby ballot.The meetings of the Management Board of theCompany considered a number of critical issues:— Strategy of JSC IDGC Holding Until 2030.— Creation of the Research and EngineeringCenter of JSC IDGC Holding (JSC Researchand Engineering Institute of IDGC).— Target Long-term Renovation Program of JSCIDGC Holding for Primary and AuxiliaryEquipment Broken down by SDC of JSC IDGCHolding.— Strategy for Developing Electricity BillingMetering Across the SDCs of JSC IDGCHolding.— Strategy for Disposing of Noncore Assets ofJSC IDGC Holding and Subsidiaries andDependent Companies of JSC IDGC Holding.— Organization in JSC IDGC Holding and itsSDCs of work aimed at creating/upgradingmetering system in the retail electricity marketin compliance with the uniform technicalpolicy of JSC IDGC Holding in the field of6The stake held by the individual in the authorized capital of JSC IDGC Holding is 0.0014%63

JSC IDGC Holding. Annual Report 2010The Chairman of theManagement Board —Nikolay Nikolayevich Shvets(Director General of JSCIDGC Holding)Gennady Feliksovich Binko(Deputy Director Generalof JSC IDGC Holding)Sergei Vyacheslavovich Vasiliev(Director for Legal Affairs,JSC IDGC Holding)Alexei Vladimirovich Demidov(Deputy Director General forEconomic Affairs and Finance,JSC IDGC Holding)Mikhail Yuryevich Kurbatov(Deputy Director Generalof JSC IDGC Holding)Alexei Yurievich Perepyolkin(Deputy Director Generalfor Corporate Governanceand Property, JSC IDGC Holding)Alexei Valerievich Sannikov(Deputy Director Generalof JSC IDGC Holding)64

9. Corporate Governance System of JSC IDGC Holdingorganizing electricity metering systems; procedurefor consideration and approval by JSCIDGC Holding of Long-Term DevelopmentPrograms for Electricity Metering Systems inthe Retail Electricity Market Across the SDCsof the Holding Company.— Concept and principles of the technical auditsystem of JSC IDGC Holding.— Approval of the Priorities for PurchasingElectric Grid Assets and the Criteria forAdopting Resolutions on the Projects ofConsolidation of Electric Grid Assets.— Progress of work performed at the assetsunder-Olympicconstruction to be commissionedin 2010.— Strengthening of anti-terrorist protection ofthe power facilities of the subsidiaries anddependent companies of JSC IDGC Holding.— Program of activities aimed at controllingthe use of funds allocated from the federalbudget for the implementation of the investmentprojects of the SDCs of JSC IDGCHolding.— Principal areas of raising functional reliabilityof the electricity distribution grid sectorof JSC IDGC Holding and the quality of renderedservices.In the fiscal period, the Management Board memberswere paid remuneration of RUB 98,763,747.9.4. CEOIn accordance with Article 14 of the Articles ofAssociation, CEO of JSC IDGC Holding is in chargeof the Company’s day-to-day activities pursuant todecisions adopted by the General Meeting ofShareholders and the Board of Directors of theCompany within their competence.The competence of CEO of the Company shallinclude all matters related to the management ofthe Company’s day-to-day activities, except forany issues falling within the competence of theGeneral Meeting of Shareholders, the Board ofDirectors, or the Management Board of theCompany.The Articles of Association of JSC IDGC Holdingspecify that CEO has the following functions:— ensure the implementation of the Company’saction plans necessary to attain its objectives;— arrange for keeping the Company’s recordsand accounts;— dispose of the Company’s property, enter intotransactions on behalf of the Company, issuepowers of attorney, and open the Company’ssettlement and other accounts with banksand other credit institutions (and, as providedfor in law, with organizations that areprofessional participants in the securitiesmarket) except where subject to a decisionto be adopted by the Management Board, theBoard of Directors, or the General Meeting ofShareholders of the Company;— issue orders, approve directives, local regulatorydocuments, and other internal documentsof the Company, give instructionswhich shall be binding upon all employees ofthe Company;— approve the Regulations for the Company’sbranch offices and representative offices;— approve the staffing table and officialsalaries of the Company’s employees inaccordance with the organizational structureof the Company’s executive staff;— perform the functions of the Chairman of theCompany’s Management Board;65

JSC IDGC Holding. Annual Report 2010— exercise the rights and perform the obligationsof an employer in relation to the Com -pany’s employees as provided for in labor law;— organize the work of the Company’s Manage -ment Board and preside at its meetings;— submit for review by the Board of Directorsthe proposals for the nomination and dismissalof members of the Management Board;— distribute duties among the deputies of theCompany’s Director General;— submit for review by the Company’s Board ofDirectors the reports on financial and economicactivities of the Company;— not later than forty-five (45) days before thedate of the Annual General Meeting ofShareholders of the Company, submit forreview by the Company’s Board of Directorsthe annual report, annual accounting statements,profit and loss account, and the distributionof the Company’s profits and losses;— appoint the persons representing theCompany at meetings of members of the economicentities whose shares and equities areowned by the Company;— develop the target values of key performanceindicators (KPI) for the Company’s businessunits (officers).Nikolay Nikolayevich Shvets acts as the sole executivebody and Chairman of the ManagementBoard of JSC IDGC Holding. He was electedDirector General at the in-person meeting of theBoard of Directors of JSC IDGC Holding onFebruary 26, 2009.N. N. Shvets acts as Director General from March17, 2009, to March 17, 2014, under an employmentagreement and does not hold any stake in theauthorized capital of JSC IDGC Holding.Biography:Year of birth: 1956.Education:Academic degree:higher education, qualifications: Electrical Engineer.Dr. of Economics.2004–2007: Assistant to CEO, Rosoboronexport State Corporation2007–2008: First Deputy Chairman of the Amur Region Government2008–2009: Chairman of the Amur Region Legislative Assembly2008–2012: Deputy, Amur Region Legislative Assembly2009–present: Director General, JSC IDGC HoldingSince November 2010, Chairman of the Supervisory Board, Moscow State Open UniversityStakes held in the issuer’s authorized capital:none of preference/ordinary sharesIn 2005, he was awarded the Medal of Honor.In 2010, the Ministry of Energy of the Russian Federation bestowed on him the highest institutionaldistinction, namely: the rank of Honorable Employee of the Fuel and Energy Sector.66

9. Corporate Governance System of JSC IDGC Holding9.5. Internal Audit CommissionComposition of the Internal Audit Commission of JSC IDGC Holding Electedat the Annual General Meeting on June 23, 2010No. Full Name Position (as of the Candidate Nomination)1. Dmitry Mikhailovich GorevoiLead Expert of a Unit, Department of the Ministryfor Economic Development and Trade of the RussianFederation2. Andrei Sergeyevich KolyadaChief Expert of a Unit, Division of the Federal Agencyfor Management of Federal Property3. Alexander Mikhailovich KurianovUnit Advisor, Division of the Federal Agencyfor Management of Federal Property4. Oleg Anatolievich OreshkinUnit Manager, Division of the Federal Agencyfor Management of Federal Property5. Galina Vasilievna UpatovaDeputy Director of Department, Ministry of Energyof the Russian FederationIn the fiscal period, the Internal Audit Commission members other than the government representatives wereremunerated in accordance with the requirements of the applicable laws. In 2010, the Internal AuditCommission members elected at the Annual General Meeting on June 29, 2009, were paid remuneration ofRUB 685,388 for the audit for 2009 and 9 months of 2009 in the fiscal year; the Internal Audit Commissionmembers elected at the Annual General Meeting on June 23, 2010, were not remunerated.67

JSC IDGC Holding. Annual Report 20109.6. Corporate Governance of SDCsInteraction of JSC IDGC Holding with its SDCs isaimed at implementing the corporate policy inthe electricity distribution grid sector, ensuringthe stable financial development and investorappeal of JSC IDGC Holding and its SDCs, and protectingthe rights and statutory interests ofshareholders of JSC IDGC Holding and its SDCs.As of December 31, 2010, JSC IDGC Holding was ashareholder of 45 open joint-stock companies anda member of one limited liability company and sixnonprofit partnerships. JSC IDGC Holding employscorporate methods for managing its subsidiariesand dependent companies, complying with the proceduresprescribed by the applicable laws and theirarticles of association and internal documents.The mechanisms and principles that underlie thecorporate administration of JSC IDGC Holding’sSDCs are defined by the Articles of Association ofthe Company, the Procedure for Interaction of JSCIDGC Holding with the Economic Entities WhoseShares (Equities) Are Owned by JSC IDGC Holding,and other internal documents.The corporate administration of JSC IDGCHolding’s SDCs is effected through the Company’srepresentatives in management bodies (boards ofdirectors and general meetings of shareholders)and control bodies (internal audit commissions)of SDCs (“Company Representatives”).The Company representative at the GeneralMeeting of Shareholders of the SDCs of theHolding Company is the person (whether or notinvolved in employment relations with theCompany) authorized to act on behalf of theCompany under the relevant power of attorney atthe General Meeting of Shareholders of JSC IDGCHolding’s SDCs.The Company representative is tasked with ensuringthe exercise and protection of the lawfulrights and interests of the Company as a shareholderof the SDCs of JSC IDGC Holding, directlyparticipating in the general meetings of shareholders,voting on agenda items, etc.The Company representative acts under a power ofattorney authorizing them to exercise the shareholder’srights on behalf of the Company and areprovided with the Final Instructions, a documentreflecting the Company’s position for the purposesof voting on the items included on theagendas of general meetings of shareholders ofIDGC Holding’s SDCs.The Company representative on the Board ofDirectors of the SDCs of the Holding Company isthe person (whether or not involved in employmentrelations with the Company):— nominated by the Company as members ofboards of directors for whom the Companyvotes at general meetings of shareholders ofIDGC Holding’s SDCs and who are elected toboards of directors of IDGC Holding’s SDCsaccording to the voting results;— nominated by other shareholders but voluntarilyexpressing their intention to performthe functions of Company Representativesfor whom the Company votes at generalmeetings of shareholders of IDGC Holding’sSDCs;— elected to boards of directors of IDGCHolding’s SDCs according to the votingresults, or elected to boards of directors ofSDCs to represent other shareholders butexpressing their intention to perform thefunctions of Company Representatives.The Company Representative on boards of directorsof IDGC Holding’s SDCs signs statements containingthe consent to represent the Company.The main functions of the Company Represen -tative include taking part in the work of boards ofdirectors of IDGC Holding’s SDCs, ensuring theprotection of the Company’s interests whenboards of directors make decisions, providing theCompany with information about the work ofboards of directors of IDGC Holding’s SDCs, etc.The Company Representative’ participation in thework of boards of directors of IDGC Holding’s SDCsis governed by the requirements of the applicablelaws, the provisions of the articles of associationand internal documents of IDGC Holding’s SDCs,and the Final Instructions.68

9. Corporate Governance System of JSC IDGC HoldingThe Articles of Association of the Company (subparagraph22 of paragraph 11.1 and subparagraph5 of paragraph 13.2) and the Procedure forInteraction of JSC IDGC Holding with theEconomic Entities Whose Shares (Equities) AreOwned by JSC IDGC Holding (paragraph 2.3) listthe most important agenda items of general meetingsof shareholders and meetings of boardsof directors, which agenda items require decisionsof the Company’s Board of Directors on definingthe position of the Company (or CompanyRepresentatives).Such agenda items include adopting decisions todefine agendas of general meetings of shareholders(members) of IDGC Holding’s SDCs; reorganizeor liquidate IDGC Holding’s SDCs; and determinethe number of members of the boards of directorsof IDGC Holding’s SDCs, nominate and elect suchmembers, and decide on early termination of theirpowers; etc.The issues specified above must be addressedby boards of directors or general meetings ofshareholders of IDGC Holding’s SDCs only afterthe position of the Company (or CompanyRepresentatives) is defined.For the purposes of controlling financial and economicactivities of IDGC Holding’s SDCs and complyingwith corporate governance procedures,Company Representatives take part in the work ofinternal audit commissions of IDGC Holding’s SDCs.9.7. Property ManagementAs of December 31, 2010, JSC IDGC Holding hadshareholdings in 11 interregional distributiongrid companies, five regional grid companies,seven sales companies, 10 R&D and design companies,13 construction, service and supplyingcompanies and companies performing other activities.Furthermore, JSC IDGC Holding owned 471real property items, including 458 assets-underconstructionlocated in the Chechen Republic.In 2010, the shareholdings owned by JSC IDGCHolding changed as follows:— the transaction for selling 166,560,049 ordinaryshares (25% + 1 share in the authorizedcapital) in JSC ChirkeyGESstroy, result inprofit generation by the Company, was completed;— the stake in the authorized capital of JSCKubanenergo increased from 24% to40,6275% in connection with a follow-onoffering.In 2010, four real property items located inVerkhny Tagil were sold in a bidding procedure forthe purposes of optimizing the list of propertyitems and reducing property maintenance costs.In 2010, as part of implementing the programs ofrenovation and performance of activities for theenhancement of energy conservation and energyefficiency, JSC IDGC Holding intensified workaimed at developing activities in the field of scientificresearch, development, engineering andtransfer of technologies in the top-priority areasof the grid sector development. To that end, JSCResearch and Engineering Center of IDGC wasestablished.The fiscal year witnessed creation of the center ofexcellence and coordination of activities fordevelopment of fiber-optic links on the base ofJSC Center for Settlement of Accounts Receivableand Payable of UPS, a wholly-owned subsidiary ofJSC IDGC Holding. For creating the business, it isplanned to use overhead distributiondistributionlines of the SDCs of JSC IDGC Holding and todevelop active cooperation with communicationservice operators with regard to the use and operationof fiber-optic links.69

JSC IDGC Holding. Annual Report 2010JSC IDGC Holding Property Structure (as of December 31, 2010)Interregional distribution grid companies (11), including:CompanyStake held by JSC IDGC Holdingin the authorized capital, %JSC Tyumenenergo 100JSC IDGC of the Volga 67.63JSC IDGC of the North Caucasus 58.25JSC IDGC of the Northwest 55.38IDGC of Siberia 52.88JSC IDGC of the South 51.66JSC IDGC of the Urals 51.52SharesMOESK 50.90JSC IDGC of the Center and the VolgaRegion50.40JSC IDGC of the Center 50.23JSC Lenenergo 45.71Distribution grid companies (5)Sales companies (7)R&D and design companies (10)Construction entities, service and supplying companies and companiesperforming other activities (13)Non-core property of Verkhnetaghilskaya TPPPrincipalproperty itemsElectric grid property (assets-under-construction) locatedin the Chechen Republic (458 items)Assets-under-construction located in the Republic of IngushetiaIn 2010, agreements for the lease of land plotsoccupied by the real property owned by theCompany were extended.In the fiscal year, financial capital accounting wasorganized for the purposes of efficient managementof the property of JSC IDGC Holding and theSDCs of JSC IDGC Holding.An important area of activity for JSC IDGC Holdingand the SDCs of JSC IDGC Holding is the registrationof title to real property and land plots (includ-70

9. Corporate Governance System of JSC IDGC Holdinging the preparation of information concerning theboundaries of guard bands of overhead distributionlines). JSC IDGC Holding, with its SDCs, is amongRussia’s largest land users: its management andoperating companies use more than 173 thousandland plots occupying a total of 25 thousandhectares. Most of them are leased (56%); 24% aregranted for permanent use (for an indefinite term);title to 19% of plots is not defined. JSC IDGCHolding directly owns 1% of the land plots in use.For the purposes of reducing costs associatedwith the ownership of non-core assets by the SDCsof JSC IDGC Holding, the Strategy for Disposing ofNoncore Assets of JSC IDGC Holding andSubsidiaries and Dependent Companies of JSCIDGC Holding was developed. In conformity withthe Strategy the operating companies formed registers(plans of sale) of non-core assets, laterapproved at the meetings of the Boards ofDirectors of the SDCs of the Holding Company.More than 1,900 items (including fixed assets,assets-under-construction and stakes in profitmakingorganizations) were recorded in the register.The Board of Directors of JSC IDGC Holdingalso approved the register of the non-core assetsdirectly owned by the Company.Work aimed at consolidating regional electricgrids was organized in line with the core businessof JSC IDGC Holding with a view to solve the problemsof “isolation” and functional reliability ofthe distribution grid sector as part of propertymanagement. In the future, this will allow:— optimizing operating and investment costs;— raising the reliability and manageability ofthe distribution grid sector;— creating the center of responsibility forpower supply reliability and continuity;— mitigating social and political risks in theregions.Before JSC IDGC Holding organized work in thisdirection, consolidation was sporadic and mainlytook the form of purchase of abandoned electricgrid assets and stand-alone facilities from municipalitiesand corporate entities.2010 saw a number of activities aimed at harmonizingand encouraging the consolidationprocess. Major activities are as follows:1. With regard to the coordination of consolidationactivities:— JSC IDGC Holding established a specializedbody, the Working Group for theConsolidation of Electric Grid Assets, coordinatingthe Company’s activities as related tothe consolidation process;— Similar Working Groups were established bythe SDCs of IDGC Holding.2. With regard to ensuring regulatory frameworkfor transactions related to the consolidationof electric grid assets, the Company developedand approved:— priorities for the purchase of electric gridassets and decision-making criteria for theprojects of consolidation of electric gridassets;— forecast scenario conditions of engineeringand economic parameters and methodologicalrecommendations for determining theinvestment value of consolidated electricgrid assets (for appraising companies);— formats of the reports of IDGCs on the consolidationprocess implementation;— temporary methodological recommendationsfor IDGCs concerning the preparation of programsfor the consolidation of grid assets;— format of the long-term program for the consolidationof grid assets for the period2011–20153. With regard to organizing the process ofdecision-making in transactions related to theconsolidation of electric grid assets:— the Articles of Association of IDGCs wereamended with regard to purchase transactions;— authority was divided between the Board ofDirectors IDGC and CEO of IDGCs with regardto the execution of asset purchase transactions;specifically, the Board of Directors ofthe Company assumed authority for transactionsaimed at purchasing electric powerfacilities valued at more than RUB 5 millionmeeting a number of technical and economiccriteria.71

JSC IDGC Holding. Annual Report 20104. With regard to organizing information interchange:— the process of collection and regular updatingof the information about territorial gridorganizations was arranged.In 2010, the overall capital investments providedfor by the investment programs of the SDCs of JSCIDGC Holding with regard to consolidationaccounted for about 1% of the total value of theinvestment programs. The above-mentionedperiod saw 26 in-person and absentee meetings ofthe Working Group, which considered some 70transactions totaling more than RUB 2.5 billion.The largest transaction was the implementationof the project for participation of JSC IDGC of theCenter in JSC Yaroslavl Urban Electric Grid throughthe purchase of 100% of shares.9.8. Dividend PolicyIn June 2010, the Board of Directors of JSC IDGCHolding, as part of considering the issue of developmentof the Regulations for Dividend Policy ofthe Company, approved the fundamental principlesof the dividend policy of JSC IDGC Holdingand the SDCs of JSC IDGC Holding performingelectricity transmission and distribution operations(Minutes No. 38 of June 22, 2010).On September 8, 2010, in conformity with theapproved principles the Board of Directors of JSCIDGC Holding approved the Regulations forDividend Policy of the Company (Minutes No. 43).The approved regulations guarantee to any shareholderof JSC IDGC Holding minimal dividend of5% of net profit minus asset reassessment net ofmandatory reserves. Furthermore, in accordancewith the principles of the dividend policy of JSCIDGC Holding, the dividend amount can exceedthe minimal amount provided that net profitexceeds the needs for its use for investment andloss coverage. The amount of additional dividendalso depends on the ratio between paid dividendand net profit of the SDCs of JSC IDGC Holding.In determining its position on the payment of dividendby the Holding companies, the managementof JSC IDGC Holding relies on the Regulations fordividend policy approved at the Board of Directorsmeetings of the SDCs of JSC IDGC Holding. The dividendpolicies of the SDCs of JSC IDGC Holding weredeveloped in accordance with the fundamentalprinciples approved by the Board of Directors of JSCIDGC Holding (Minutes No. 38 of June 22, 2010).In accordance with the approved dividend policyprinciples of the SDCs of JSC IDGC Holding, dividendis paid out of the remaining net profit minusfinancial investment reassessment upon its allocationfor the establishment of mandatoryreserves, the investment program, the settlementof prior years’ operating losses. Furthermore,major conditions, whose simultaneous fulfillmentis mandatory for adopting a decision of dividendpayment, were approved: positive net profit minusfinancial investment reassessment, the debt toEBITDA ratio (as of the year end) should be atleast three, achievement of the established servicereliability and quality indicators.The Board of Directors of JSC IDGC Holdingadvised the Annual General Meeting ofShareholders to make decision to pay dividendson privileged shares for 2010 in the amount of0,05 rubles for 1 privileged share in cash during 60days from the moment of approval of decisionregarding dividend payment, not to pay dividendson ordinary shares for 2010 (Minutes of theMembers of the Board of Directors Meeting №58dated 13.05.2011)In 2010, the Company received the dividend of SDCson the shares owned by JSC IDGC Holding, totaling691,429,036 rubles and 99 kopecks for 2009.72

9. Corporate Governance System of JSC IDGC Holding9.9. Investor RelationsInteraction with the investors and shareholders ofIDGC Holding is entrusted to a specialized function,IR Department, established for the purposesof ensuring the exercise of rights of the company’sshareholders and information support forthe key resolutions of the Company’s managementin the securities market.The employees of the IR Department rely in theirwork on the principles of completeness, reliabilityand timeliness of the information being disclosed.The employees of the function communicatewith external auditors such as shareholders,institutional investors (buy-side) and sell-side, aswell as internal auditors (top management of thecompany and IR departments of the subsidiaries).The function for shareholder and investor relationsacts as the sole information channel for professionalparticipants in the securities market andthe company’s management.In 2010, the IR Department held about 30 eventsas part of interaction with the shareholders andinvestors. The management of IDGC Holding participatedin the crucial investment forums organizedby the largest banks. In the fiscal year, asmany as 20 banks appraised the shares in IDGCHolding. The attention of investors in the fiscalyear, to a great extent, derived from the implementationby operating companies of a new tariff-settingmethodology, ensuring return on capitalemployed and guaranteeing yield oninvestment.2010 saw the quantitative growth of events heldin collaboration with the Holding subsidiaries.November witnessed the third annual seminar ofthe IR departments of the distribution grid sectorto summarize the performance in 2010 and identifythe areas of communication with the investmentcommunity in 2011. The analysis of activitiesof the IR departments of the SDCs of JSC IDGCHolding showed that IDGC most actively interactedwith the investment community in Juneand October. In general, the evolution of investorrelations reflected the schedule of expectationsof the news about key quote growth drivers. Thepeak of interaction with the investment community,caused by news about the transition to a newtariff-setting methodology, was seen in Septem -ber and November.73

JSC IDGC Holding. Annual Report 2010Evolution of Investor Relations Activities in the Distribution Grid Sector in 2010Forms of Interaction with the Investment Communityin the Distribution Grid Sector in 201074

9. Corporate Governance System of JSC IDGC HoldingContacts of IR Departments of the Distribution Grid SectorNo. Company Contact Details1 JSC IDGC Holding +7 (495) 710-45-56; ir@holding-mrsk.ru2 JSC IDGC of the Center +7 (495) 747-92-92 (31-81); ir@mrsk-1.ru3 JSC IDGC of the Center and the Volga Region +7 (831) 431-74-46; ir@mrsk-cp.ru4 JSC IDGC of the Urals 7 +7 (343) 215-26-58; ir@mrsk-ural.ru5 JSC MOESK +7 (495) 984-57-67; ir@moesk.ru6 JSC IDGC of Siberia 8 +7 (391) 252-91-18; ir@mrsks.ru7 JSC Lenenergo +7 (812) 494-39-06; ir@lenenergo.ru8 JSC IDGC of the North Caucasus +7 (8793) 40-17-90; ir@mrsk-sk.ru9 JSC IDGC of the Northwest +7 (812)305-10-34; ir@mrsksevzap.ru10 JSC IDGC of the South +7 (861) 279-85-38; ir@mrsk-yuga.ru11 JSC IDGC of the Volga + 7(8452) 30-24-89; ir@mrsk-volgi.ru7Time difference + 2 hours, Moscow time 8Time difference + 4 hours, Moscow time75

Veliky Novgorod

St. Petersburg

JSC IDGC Holding. Annual Report 201010.Internal Control and RiskManagement SystemImprovement of the Internal Control and Risk Management System is amongthe highest priorities for JSC IDGC Holding. The development of internal controland risk management is primarily aimed at ensuring reasonable confidencein achieving the Company’s strategic goals in the most efficient manner;safeguarding assets and being attractive to investors; maintaining efficientmanagement, energy efficiency and ensuring uninterrupted energy supplyto customers.78

10. Internal Control and Risk Management SystemOrganization of the internal controland risk management systemIn 2010, the Company continued to work toimprove and develop the internal control and riskmanagement system (hereinafter, “ICRMS”). TheBoard of Directors approved local regulationsaimed at developing internal control and riskmanagement: the Concept of Developing andImproving the Internal Control and Audit Systemand the Risk Management System, the RiskManagement Policy, the Internal Control Policy,the Guidelines for Organizing Internal Control andRisk Management. The development of ICRMS followsthe path toward establishing preventive controlprocedures and improving the risk managementprocedure.The processes of ICRMS involve the managers andemployees of JSC IDGC Holding and its SDCs at allmanagerial levels. The Board of Directors of theCompany sets direction for the development ofICRMS, approves local regulations underlying thesystem. Responsibility for the efficiency of ICRMSand the implementation of local ICRMS regulationsis entrusted to the Management Board andCEO. The establishment and implementation ofrisk-oriented control procedures and risk managementactivities as well timely risk identificationand assessment are entrusted to the managers ofcore functions. The efficiency of ICRMS is monitoredand assessed by the Internal Audit and RiskManagement Department.In the future, the Company plans to continue todevelop ICRMS, optimizing control environmentfor the Company’s business-processes, improvingrisk management processes and automating controlprocedures and risk management processes.The activities of JSC IDGC Holding are exposed toseveral risk groups.79

JSC IDGC Holding. Annual Report 2010Country and Regional RisksIDGC Holding entities are exposed to risks stemmingfrom a deteriorating macroeconomic situationin the country. Crisis phenomena in thenational economy observed in 2008 and 2009 hadadverse effects on the domestic investment climate,i.e. restricted capital inflow and reducedinvestments in the Russian economy in generaland the distribution sector in particular. The negativeimpact of macroeconomic factors causes thedifficulties of raising investments and an increasein the cost of borrowed capital. Crisis phenomena,furthermore, lead to a decrease in the industrialoutput and electricity consumption. This resultsin the risk of deficiency of revenue of the SDCs ofJSC IDGC Holding underlying the tariffs for electricitydistribution services.likely to occur as a consequence of natural disasters(hurricanes, showers, freshets, floods,snow avalanches, etc), causing possible interruptionsof power supply to customers and financialdamage to the assets of the SDCs of the HoldingCompany. To offset the damage from natural disasters,the SDCs of JSC IDGC Holding entered intoproperty insurance agreements. Furthermore, tomitigate the adverse effects of emergencies, theSDCs of the Holding Company create emergencystocks and train emergency response andrestoration teams.The activities of IDGC Holding have a wide geographicdistribution represented by diverseweather conditions. Emergency situations areIndustry RisksIn recent years, the electricity industry has undergoneconsiderable change. The industry reforms,which began in the 2000s, give rise to a number ofuncertainty factors, amid which the distributiongrid sector of the Russian Federation functions.The principal risk factor is underdeveloped functionalmechanisms of the retail electricity market,causing risks associated with discrepanciesamong electric grid and power sales companies inrespect of electricity demand and the growth ofaccounts receivable for electricity distributionservices. For the purpose of minimizing theserisks the SDCs of JSC IDGC Holding perform activitiesaimed at eliminating the reasons for conflictswith the customers and reducing accountsreceivable, accumulate court practices and createpositive precedents.The lack of clear legislative regulation of relationsamong distribution grid companies and FGC UESwith regard to “last-mile” lease agreements.Although the right of execution of agreements forthe lease of electric grid facilities between FGCUES and the SDCs of JSC IDGC Holding is specifiedin laws, there is no procedure for obtaining concurrencefor such agreements from the Ministry ofEnergy of the Russian Federation. This results inthe risk of losses associated with the terminationof “last-mile” agreements between FGC UES andthe SDCs of JSC IDGC Holding. For the purpose ofminimizing this risk the SDCs of the HoldingCompany exercise control of the fulfillment ofcontractual terms and conditions with FGC UESand the timely submission of documentation forthe extension of “last-mile” agreements andaccumulate positive court practices.80

10. Internal Control and Risk Management SystemRegulatory RisksThe electricity industry is a regulated branch ofeconomy. Electricity distribution tariffs are regulatedby the duly authorized tariff-setting bodiesof the constituent entities of the RussianFederation. Due to the tariff limitation policy pursuedby regional authorities, the established tariffsrisk to be lower than cost effective level.Transition to Regulatory-Asset-Base (RAB) regulationalso gives rise to the risks of results of theinitial investment capital base assessment beingcontested by independent appraisers. Further -more, there is a possibility of financial lossesrelated to the incorrect forecast of the structureof electricity distribution by voltage rate andlosses caused by a decrease in the reliability andquality of provided services. To mitigate theserisks, the Company interacts with the FederalTariff Service of the Russian Federation (FTS) ofthe Russian Federation and the duly authorizedtariff-setting government bodies of the constituententities of the Russian Federation to justifythe declared tariffs. Investment programs inthe constituent entities of the Russian Federationare being approved. They specify the scope andsources of financing of the investment programsof SDCs under long-term regional developmentprogram. The Regulations for Gathering ReportingData and Calculating the Indicators of the Level ofReliability and Quality of Services Being Providedby Territorial Grid Organizations was approved.The SDCs of JSC IDGC Holding, as natural monopolies,are exposed to the risks of recognition of thebreaches of anti-monopoly laws with regard tocompliance with the laws on natural monopolies.To mitigate these risks, regulations and customerservice standards were developed and informationis being disclosed in accordance with the laws ofthe Russian Federation.Financial RisksThe SDCs of JSC IDGC Holding, operating in theRussian Federation, are not directly affected bythe risk of changes in the foreign currencies tothe national currency exchange rates since salesrevenue are ruble-denominated and the importedequipment and materials being purchasedaccount for minor percentage of the Company’stotal expenses.The SDCs of JSC IDGC Holding maintain raisedloans and advances in strict compliance with theexecuted agreements, tracking liquidity indicators.In this regard, the risk of non-performanceby the SDCs of JSC IDGC Holding of their obligationsrelated to loans and advances in due timeand in full is assessed as minor.The SDCs of JSC IDGC Holding are attractive borrowersfor banks and have open credit limits.Borrowings are raised primarily at fixed rateslower than the market average. Therefore, the riskof losses resulting from sharp changes in thecredit policy of creditor banks is minimal.The inflation rate is among significant factorsaffecting the Company’s expenses and, consequently,financial result. According to theFederal State Statistics Service, in December2010, the Consumer Price Index was 8.8% yearon-year.Despite the stabilized growth of theRussian economy, the Company believes thatthere is a risk of likely drop in the principal rawmaterials quotes and the growth of the mainglobal currencies against the ruble rates, causinga possible increase in the inflation rate versus itsplanned value.81

JSC IDGC Holding. Annual Report 2010Risks of non-performance of theobligations for commissioningthe objects of financingThe SDCs of JSC IDGC Holding actively invest inthe renovation and expansion of the grid infrastructure,thus creating the risks of failure tomake capital investments in time and delayedcommissioning of investment construction projects.To mitigate these risks, the investment programimplementation and financing and the reasonsfor deviation from the targets are monitored.Construction and assembly risks are covered byinsurance.Operational and Engineering RisksThe SDCs of JSC IDGC Holding monitor operationalrisks. Operational and engineering risksaffecting the reliability of energy supply areassociated with the physical deterioration, obsolenceand violation of operational conditions forthe electric grid equipment. Adverse weatherconditions and process failures in the interferenceof third parties cause the interruptions ofenergy supply to customers. These risks are mitigatedthrough the implementation of programsfor improving the electric grid sector reliability,the equipment condition monitoring and theimplementation of the risk insurance program.tensions. This risk is minimized through efficientpersonnel policy aimed at social support,timely certification and professional trainingof employees.Operational risks also include risks associatedwith the information leakage or losses, with possiblefinancial and reputational implications.These risks are mitigated through preventivemeasures and program packages raising ITsecurity.Risks associated with personnel managementcan manifest themselves in high labor turnover,the lack of qualified personnel and labor team82

10. Internal Control and Risk Management SystemLegal RisksJSC IDGC Holding and its SDCs regularly monitorchanges in laws and do not foresee any mid-termrisks associated with the breaches of tax, civil orother laws. However, there is a risk of changes intax laws with regard to changes in tax rates or taxassessment procedure, causing a possibledecrease in the net profit the SDCs of JSC IDGCHolding. Legal risks are mitigated through thelegal analysis of agreements, corporate proceduresand other managerial resolutions, coveringvarious aspects of financing and economic activitiesof the SDCs of JSC IDGC Holding.83

JSC IDGC Holding. Annual Report 201011.JSC IDGC HoldingProcurementThe procurement operations of JSC IDGC Holding are performed in accordancewith the laws of the Russian Federation, the Regulations for the Procedure forthe Regulated Procurement of Goods, Work, Services and other regulatorydocuments of the Company.The application of the procedural regulation ofprocurement is aimed at ensuring proper and efficientspending of funds through the creation ofopen competitive environment, the ensuring ofmarket prices of purchased products and economicallyreasonable costs.In 2010, the total actual value of procurement wasRUB 201.97 billion. During the year, 22,000 regulatedprocurements procedures were performed.The most preferable procurement method is publicregulated procedures. In 2010, public proce-84

11. JSC IDGC Holding Procurementdures accounted for 76% of regulated procurementprocedures versus 75.35% in 2009.Private procurement procedures are conductedwhen products, due to their complexity, specialcharacteristics or other market peculiarities, canonly be purchased from a limited range of suppliers(whose quantity is unknown) or for the purposes ofkeeping confidential information. The quantity ofprivate procedures carried out in 2010 decreasedtwo-fold versus 2009 from 1.42% to 0.68% of thetotal quantity of procurement procedures.Procurement from the sole source (power distributionservices, power distribution services of FGCUES, electricity and heat for internal needs, electricityfor the purposes of offsetting networklosses, natural gas, (long-term) lease of land plotsand premises, etc), including follow-up purchasesfrom failed procurement procedures in 2010,accounted for 23.24% of total procedures. Thequantity of procurement procedures from the solesource planned for 2010 went down from 19.19%to 18.05% year-on-year.A total of about RUB 21.3 billion, or 9.6% of theplanned purchasing price, were saved by performingregulated procurement procedures.85

JSC IDGC Holding. Annual Report 2010Expenditure Breakdown by Activity TypePurchase Breakdown by Purchasing Method86

11. JSC IDGC Holding ProcurementIn its procurement activities, JSC IDGC Holdingseeks to raise the openness of regulated procurementprocedures, to create transparent competitiveenvironment and increase the quantity ofparticipants in procurement.In 2010, a common on-line trading floor of IDGCHolding began to be actively used. For the firsttime, it was decided to execute all purchases forthe investment program implementation in theform of online sales.2010 saw the beginning of implementation of thecommon rules for shaping the assessment andselection criteria related to the invitation of bidsfor contractor selection. The method is appliedwith a view to improve the quality of contractorselection for performing work aimed at the constructionand rehabilitation of the energy facilitiesof JSC IDGC Holding and its SDCs and to mitigatethe risks associated with non-performanceby contractors of their contractual obligations indue time and at a proper quality level.JSC IDGC Holding also continues to work toupgrade the procurement planning system withinthe distribution electric grid sector, specificallyusing the principle of homogenous procurementlotting. The identification of the principles forshaping homogenous lots of procurement proceduresfor the principal standard electrical productsallowed their manufacturers to participate inthe bidding processes on their own, avoidingmediators. As a result, the purchasing price of certaintypes of equipment decreased by 10% to 20%against the target, depending on the producttype.Pursuant to the resolution of the Government ofthe Russian Federation “On the Implementationof the Practice of Executing Long-termAgreements with Electrical ProductManufacturers” JSC IDGC Holding is pursuing policyaimed at entering into long-term agreementsfor electrical product supplies under the programof import substitution and development of highperformanceequipment manufacturing in Russia.The placement of long-term equipment supplycontracts will allow improving the quality of purchasedproducts, minimizing the risks associatedwith the supplier’s failure to fulfill its contractualobligations, etc.Taking into account the principle of economicfeasibility, JSC IDGC Holding seeks to centralizeits processes of managing procurement, the mainelectrical products and contractual work. In 2010,JSC IDGC Holding performed 40 centralized procurementprocedures worth RUB 4.06 billion. Theeconomic effect of procurement was RUB 568.4RUB millions, or 14% of the target procurementvalue.87

Kaliningrad

Tyumen

JSC IDGC Holding. Annual Report 201012.Human Resources andSocial ResponsibilityPersonnel PolicyThe strategic role of the distribution grid sector,high requirements imposed on its functional reliabilityand the complexity of used technologiesplace special requirements on the qualificationsand motivation of employees, which can notensured without long-term cooperation with thepersonnel and its ongoing development.For the purposes of implementing a systemicapproach to human capital development in thepresent year, IDGC in collaboration with JSC IDGCHolding developed and approved (by the resolutionsof the Boards of Directors) the Program ofMaintaining and Developing the WorkforceCapacity of IDGCs. The programs were preparedtaking into account the areas of development ofthe distribution grid sector, regional peculiaritiesand changes in the socio-economic developmentof Russia, specifically in the context of risks associatedwith the demographic situation. Theimplementation of the Programs is intended toensure that the workforce capacity of the distributiongrid sector is maintained and develops, tokeep, engage and retain highly qualified personnelmotivated to achieve the formulated objectives.A set of measures covers 5-year term, up toand including 2014.The Programs are adjusted for the provisions ofthe Energy Strategy of Russia for the Period Until2030, the Concept of Demographic Policy of theRussian Federation for the Period Until 2025, theDevelopment Strategies of regions.Workforce capacity is maintained and developedby the distribution grid sector companies in thefollowing areas:— maintenance of workforce capacity;— replenishment of workforce capacity;— development of workforce capacity.90

12. Human Resources and Social ResponsibilityThe programs provide for the accomplishment ofthe following objectives in the field of personnelmanagement:— determination of a special category ofemployees, whose retention is critical for thedistribution grid sector companies;— development and implementation by the distributiongrid sector companies of activitiesfor the rejuvenation of personnel, especiallythe personnel of operating functions (workersand engineering staff);— strengthening of cooperation with Russia’sleading institutions of higher and secondaryprofessional education, specifically withregard to proper training of young employeesfor the distribution grid sector companies;— improvement of the incentive system, developmentof the system of social partnershipby the distribution grid sector companies;— strengthening of succession pool work;— strengthening of work aimed at ensuringphychophysical occupational safety of theoperational personnel of the distributiongrid sector companies.Annual assessment of the results of implementationof the Program of Maintaining andDeveloping the Workforce Capacity is based on theanalysis of the evolution of personnel situation inthe interregional distribution grid companies.— development of the system of professionaltraining, education and retraining of personnelin respect of broad use of the potential ofregional training centers and the implementationof flexible training technologies;91

JSC IDGC Holding. Annual Report 2010Personnel Headcount and StructureIn the fiscal year, most indicators characterizing the status of IDGC’s personnel resources such as staffinglevel, turnover and qualifications rate, the inflow of young employees maintained a positive trend. In 2009,the staffing level of the distribution grid sector companies was at least 90% versus 97% in 2010.Comparative Figures of IDGC Holding grid SDCs’ Staff on the Payroll in 2010, PersonsIn 2010, the average headcount of the SDCs of JSC IDGC Holding was 181.6 thousand people, 11.9 thousandpeople higher year-on-year. The principal factor of the average headcount growth seen by the SDCs of JSCIDGC Holding was the recruitment of employees from OOO Energobalans for the purposes of optimizing costsand shaping an efficient system for electricity distribution recording.92

12. Human Resources and Social ResponsibilityBreakdown of Workforce Capacity of the Distribution Grid SectorThe headcount of the managing entity (JSC IDGC Holding) as of the 2010 year-end was 352 people.Workers form the basis of the workforce capacity of distribution grid companies, accounting for 55%of the total headcount.IDGC Holding Personnel Structure by Educational LevelThe breakdown of IDGC Holding’s staff by education level changed versus the previous fiscal period, namely:the management company saw the grown percentage of employees holding two or more diplomas of highereducation or an academic degree; IDGCs witnessed the grown percentage of employees holding diplomas ofsecondary and higher professional education.95% employees of JSC IDGC Holding are professionals holding diplomas of higher education, more than 10%have an academic degree.The improvement of the qualifications characteristics derives from both personnel training and the retentionof highly qualified professionals.93

JSC IDGC Holding. Annual Report 2010IDGC Holding Personnel Structure by Educational LevelPersonnel Headcount EvolutionHeadcount growth in 2010 was accompanied by higher educational level of recruited employees versus thequalifications characteristics of the dismissed personnel.94

12. Human Resources and Social ResponsibilityAge Breakdown of PersonnelAge breakdown of the personnel of both the management company and the SDCs of JSC IDGC Holdingremains stable due to active work aimed at retaining young professionals, specifically as part of cooperationwith the institutions of higher and secondary professional education. The personnel employed by theHolding companies is significantly younger than the employees being dismissed.95

JSC IDGC Holding. Annual Report 2010Personnel TrainingThe Programs of Maintaining and Developing theWorkforce Capacity of the distribution grid sectorcompanies specify the following key areas targetedtoward personnel training:— strengthening of cooperation with Russia’sleading institutions of higher and secondaryprofessional education, specifically withregard to proper training of young employeesfor the distribution grid sector companies;— development of the system of professionaltraining, education and retraining of personnelin respect of broad use of the potential ofregional training centers and the implementationof flexible training technologies;For the purposes of strengthening cooperationwith Russia’s leading institutions of higher andsecondary professional education, the backbonehigher educational institutions offering trainingin the key disciplines for the distribution grid sectorwere identified in each region in which IDGCsoperate.Cooperation agreements were executed withRussia’s leading higher educational institutionstraining professionals sought after in the distributiongrid sector. These include Moscow StateInstitute of International Relations (University)of the MFA of Russia, Bauman Moscow StateTechnical University, Moscow State OpenUniversity, Kazan State Power EngineeringUniversity, Izhevsk State Technical University,Moscow Technical University of Communicationsand Informatics.The main directions of cooperation with highereducational institutions and the institutions ofsecondary and further vocational education are asfollows:— target training of young professionals, shapingand implementation of joint training programsfor young professionals adjusted forthe distribution grid sector peculiarities;— support for dynasties, i.e. sending the childrenof IDGCs’ employees to the institutionsof higher and secondary professional educationin the electric power engineering disciplinesas part of target filling of budget-paidvacancies at the request of federal and localmanagement bodies;— career guidance and competitive selectionamong trainees, sending the students ofsponsored institutions of secondary and secondaryprofessional education to specializedhigher educational institutions;— developing new and supplementing theexisting educational programs, training, professionalretraining and further vocationaltraining courses adjusted for the distributiongrid sector peculiarities;— involvement of the properly qualifiedemployees of companies in the trainingprocess;— development of proposals for fine-tuningprofessional standards concerning workers’and engineering professions;— organization of on-the-job training andtraineeships in the company’s functions.2010 saw the establishment of a specialized chairof JSC IDGC Holding for Economics andManagement in the Electricity Industry at the MIEP(International Institute of Energy Policy andDiplomacy) of the Moscow State Institute ofInternational Relations (University) of the MFA ofRussia. The chair is the basis for implementing apilot project under MVA program for theManagement and Regulation of Economic Activi -ties in the International Electricity Industry, underwhich the employees of IDGCs and young professionalsfrom among the future employees of thedistribution grid sector enterprises are trained.Work is underway to organize master’s program atthe MGIMO MIEP (U) of the MFA of Russia adaptedfor the distribution grid sector peculiarities.Similar work is being performed in collaborationwith the Moscow Power Engineering Institute(Technical University), Ivanovo State PowerEngineering University, Kazan State PowerEngineering University and South Russian StateTechnical University (Novocherkassk PolitechnicalInstitute).96

12. Human Resources and Social ResponsibilityFor the purposes of raising the educational levelof the engineering personnel of IDGCs, theCompany cooperates with the Moscow State OpenUniversity (MSOU), having in place a well-developedbranch chain in all regions in which IDGCsoperate and conducting distant training courses.The second important area of personnel trainingas part of implementing the Programs ofMaintaining and Developing the WorkforceCapacity of the distribution grid sector companiesis development of the professional personneltraining, development and retraining system.In the context of growing requirements for thequalifications level of the operational personnelof the distribution grid sector enterprises, it isextremely important to ensure the developmentof continued professional personnel training,development, retraining and further vocationaltraining system toward broad use of the potentialof regional training centers. IDGCs are thefounders of their own licensed training centerssatisfying the basic needs of IDGCs for engineeringpersonnel needs.The training centers of IDGCs in collaborationwith the founder companies and JSC IDGC Holdingaccomplish the objectives of updating the list andcontent of training programs, re-equipping theengineering training base, implementing newforms of training and checking knowledge andskills.With a view to coordinate and provide methodologysupport for the activities of regional trainingcenters, to shape common requirements for theprofessional training of IDGCs personnel, in 2010,a specialized chair of JSC IDGC Holding for theOperation of Electricity distribution grids wasestablished by Non-profit Partnership UPSCorporate Power Engineering University.Social ResponsibilityIDGC Holding established high standards of socialresponsibility for its employees. All enterprises ofthe Holding Company are members of the All-Russian Industrial Association of ElectricityIndustry Employers (RaEl Association), which,together with All-Russian Electric Trade Union, isa party to social partnership involved in executingthe industrial tariff agreement, the principal documentgoverning social and employment relationsin the electricity industry.In accordance with the provisions of collectiveagreements developed under the industrial tariffagreement in the electricity industry for 2009-2011, the Holding Company enterprises, in 2010,ensured the indexing and timely payment ofsalary to employees, the payment of benefits andthe rendering of welfare assistance due to familycommitments, voluntary health insurance foremployees, insurance against accidents anddeseases, the participation of employees in privatepension programs and the improvement oftheir housing conditions.In 2010, 2896 employees of IDGC Holdingreceived corporate awards; 1,032 employees,institutional awards; national awards werebestowed to 9 employees of IDGC Holding.JSC IDGC Holding paid great attention to sportsdevelopment and health protection of personnel.In 2010, the second All-Russian summer and winterSpartakiads were held among the power engineersof the electricity distribution grid sector.The employees took part in the final competitionsheld in Moscow among 13 teams, namely: morethan 320 people, in the summer games; more than190 sportsmen from among power engineers, inthe winter games.97

JSC IDGC Holding. Annual Report 2010Training Centers Founded by JSC IDGC Holding’s SDCs98

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JSC IDGC Holding. Annual Report 201013.Public Relations,Government Relations,International Cooperation,and Participationin Conferences andExhibitionsPublic Relations (PR)The key area of activity of JSC IDGC Holding aimedat establishing and developing favorable relationswith the electricity consumers and the generalpublic and at strengthening its business corporatereputation and increasing the share of publicitycapital (image property) in the Company’s marketvalue is public relations (communications).The center of responsibility for organizing meetingswith the general public, mass media, the academiccommunity, veteran and youth organizations,international cooperation, the Company’scongress, exhibition, charitable and sponsoractivities is the Department for InformationPolicy and Communications (DIPC).DIPC develops and coordinates the implementationof the Company’s communication strategyand uniform reputation policy. In 2010, the mainefforts were aimed at developing the Concept ofUniform Internal and External CorporateInformation Policy (hereinafter, the “Concept”),an internal local document specifying ideological,organizational and methodological fundamentalsfor the preparation, submission and distributionof the information about the Company’s activitiesas well as the principles, areas and forms of informationsupport for the activities of the Companyand the SDCs of JSC IDGC Holding. The Instruction“On the Procedure for Preparing, Providing, andDisseminating Information About Activities ofJSC IDGC Holding,” approved and enacted by Orderof CEO of JSC IDGC Holding No. 488, datedNovember 15, 2010, formed the organizationaland methodological basis of the Concept.102

13. Public RelationsIts implementation is ensured by the unified publicrelations functions (Departments, Divisions,Functions of the SDCs of the Holding Company),coordinated by DIPC.For the purpose of mitigating the reputationalrisks faced by the Company and its SDCs as a resultof emergency situations (process failures, accidents,incidents involving the personnel, acts ofterror at the facilities, etc), a special communicationstechnology for crisis management wasdeveloped and implemented. Its implementationduring the elimination of the consequences ofnatural anomalies by the operational personnel ofthe SDCs of JSC IDGC Holding in the Ulianovsk,Samara, Moscow and other regions of the CentralRussia in November and December 2010 allowedbuilding professional relations with the electricityconsumers and the general public, providingthem with the objective and complete informationabout the progress and outcome of emergencyresponse operations.To perform brand communications in line with theuniform (corporate) identity, the Company establishedthe still-existing Commission to develop theUniform Corporate Identity of IDGC Holding. Inaccordance with its recommendations the elementsof corporate identity of JSC IDGC Holding wereincorporated into the brand architecture of theSDCs of the Holding Company. Since July 12, 2009,the updated version of the Company’s website,including its English-language version, has functioned.The structures of the corporate websites ofall SDCs of JSC IDGC Holding were unified into acommon system of corporate web communications.The quantity of news about the activities of theCompany and its SDCs produced in the Internetcommunity increased 3-fold year-on-year. Theinformation flows of PR and GR messages were synchronized.There have been the first signs of a trendtoward the growing quantity of visitors of JSC IDGCHolding’s website. In the second half of 2010, theirquantity increased more than 2.5-fold year-on-year.103

JSC IDGC Holding. Annual Report 2010The consolidation of the veteran community inthe Company and the SDCs of the HoldingCompany continued, measures were taken tostrengthen its organizational structure, to useefficiently the spiritual and moral potential andthe professional experience of the former retiredemployees of the electricity distribution grid sectorfor the benefit of professional growth andretention of young professionals by the companies,to shape the traditions of succession and toraise the business reputation of JSC IDGCHolding.The Regulations for mentorship were approved byOrder of CEO of JSC IDGC Holding No. 555, datedDecember 24, 2010, as advised by theCoordination Council of Veterans in the ElectricityDistribution Grid Sector.To commemorate the 2nd anniversary of JSC IDGCHolding, a conference of the representatives ofthe Company’s labor dynasties involving the leadersof the Councils of Veterans and the Councils ofYouth of the electricity distribution grid sectorwas held for the first time. The IDGC Holding entitiesemploy 1,437 people, representing 363 labordynasties, whose total work record is 290 centuries.Given an exceptional role of young professionalsas a strategic resources for developing the electricityindustry and the electricity distributiongrid sector of the Russian Federation and with aview to create conditions for retaining and keepingyouth in the IDGC Holding entities, to encourageits professional and social initiative, to ensurecareer growth and creativity, on June 25, 2010,the Unified Council of Youth in the ElectricityDistribution Grid Sector was founded. It is composedof leaders of the Councils of Youth of theCompany and the SDCs of JSC IDGC Holding.Pursuant to Order of CEO of JSC IDGC Holding No.454, dated October 22, 2010, the Concept ofUniform Youth Policy of the Company and the SDCsof the Holding Company was adopted. The UnifiedCouncil of Youth came up with a range of initiativesspecifically, it proposed that the youth innovativecenters of SDCs, the Council ofRepresentatives of Student Organizations ofPartner Higher Educational Institutions and theYouth Webportal be established, a corporatemovement of efficiency drive, invention, scientificand technical creation for youth be launched,the target programs of Youth Career Growth andthe Energy of the Forest (compensatory treeplanting) be developed, an international relay ofmemory and gratitude titled “From the HeroicDeed Homeland to the Hero’s Homeland” be heldin 2011–2015, etc.The Coordination Council of Veterans in theElectricity Distribution Grid Sector of IDGCHolding, assembling about 50 thousand veteransin the electricity industry, including more than1,600 participants in the Great Patriotic War, tocommemorate the 65th anniversary of the GreatVictory, in accordance with Federal Law “On theBanner of Victory” No. 68-FZ of April 25, 2007, andOrder of CEO of JSC IDGC Holding No. 167 of May4, 2010, with a view to perpetuate national heroismin the Great Patriotic War, from May 5, 2010, toJune 22, 2010, IDGC Holding, initiated that amemorial and historic action titled “Relay of theBanner of Victory” be organized. The memorableevent started in the Victory Hall of the CentralMuseum of the Armed Forces of the RussianFederation, where copies of the Banner of Victorywere handed over to the leaders of the Councils ofVeterans of 12 SDCs of IDGC Holding in the formalsurroundings. All branches held a set of formalevents attended by the managers of territorialenergy companies, veterans, young employees,the military personnel of the units located in theareas in which the SDCs of the Holding Companyoperate, the representatives of regional authoritiesand management, scientific, cultural and artsleaders. Upon termination of the Relay, the copiesof the Banner of Victory were given for indefinitestorage to the corporate museums and historyrooms of the electric grid companies.Considering the experience and traditions of managementof the electricity distribution grids asthe Company’s reputational value as part ofpreparing for the 90th anniversary of GOELROPlan, a historic paper titled “ElectricityDistribution Grids” (1,400 copies) was prepared.The team of authors includes 174 representativesof the SDCs of JSC IDGC Holding, higher educationalinstitutions, regional museums andarchives. This unique paper, for the first time,generalizes the history of creating in Russia in the19th century the electricity distribution system,104

13. Public Relationsintroduces into the readers’ and scientific languagenew materials and artifacts dedicated tothe shaping and development of Russia’s electricitydistribution grid sector.Creation of the photo album titled “IDGCConstellation” was a systemic image event. Forthe first time, it accomplished the objective ofcombining, in a harmonious manner, the logotypesof all operating companies of IDGC Holdingin line with the uniform corporate identity.In collaboration with the Bauman Moscow StateTechnical University, the Company reprinted thebook “Afterwar Prospects for the RussianIndustry” by Professor V.I. Grinevetsky, an ideologistof the GOELRO Plan development, the firstelected rector of the Moscow State University.The Corporate Identity Commission continued tofunction. Following its recommendations, two110/10 kV substations falling within the area ofresponsibility of JSC IDGC of the Urals and JSCIDGC of the Center were given honorable dispatchingnames in commemoration of the 90thanniversary of GOELRO.To commemorate the merits of A.N. Semyonov,Chairman of the Council of Veterans of theMinistry of Energy of the Russian Federation, formerDeputy Minister of Energy and Electrificationof the USSR (1977–1992), one of 110/10 kV substationsof MOESK was given honorable name“Semyonovskaya.”In July 2010, the management and veteran communityof the Company took part in the memorableformal events commemorating the 100thanniversary of P.S. Neporozhny, Minister of Energyand Electrification of the USSR (1962–1985),organized in collaboration with the Council ofVeterans of the Ministry of Energy of the RussianFederation.With a view to renovate the electricity distributiongrid sector, implement innovative programs,integrate the mechanical engineering and electricityindustries and to fulfill the requirements ofFederal Law No. 261-FZ of November 23, 2009, “OnEnergy Efficiency Enhancement and EnergyConservation,” in 2010, under certain cooperationagreements, the Company developed interactionwith the National Technology and InnovationChamber, the All-Russian Public OrganizationRussian Engineering Union, supported communicationswith the Civic Chamber of the RussianFederation and OPORA RUSSIA, Russian Non-Governmental Organization for Small and MediumEntrepreneurship.On December 14, 2010, JSC IDGC Holding enteredinto an Agreement with the Union of Small Citiesof the Russian Federation aimed at optimizingrelations between the electric grid companies andmunicipalities in network connection to the electricitydistribution grids and at delivering theobjective of developing the electric grid infrastructureof single-industry towns.With a view to strengthen moral power and renderspiritual support to the employees of IDGCHolding, in which the Russian Orthodox Church hashistorically had a great and significant role to play(more than 6,000 cathedrals and monasteries arelocated in the regions in which the SDCs of JSCIDGC Holding operate) and to develop social partnership,on September 24, 2010, the Companyentered into a Cooperation Agreement with theRussian Orthodox Church. In collaboration withorthodox institutions, IDGC Holding is implementingthe projects titled “Energy Efficient Cathedral”and “Energy Efficient Monastery”. The CivicChamber of the Russian Federation took part indeveloping the “Energy Efficient School” project.For the purpose of developing communicationwith the academic community of IDGC Holdingand research and development entities, theScientific Division for the Issues of Fuel andEnergy Sector Security established under theguidance of N. N. Shvets, Director General of theCompany, continued to work to integrate theachievements of the fundamental and industrialscience in the management of electricity distributiongrids. About 100 employees of IDGC Holdingand partner entities holding academic degreesfocused their efforts on solving the issues ofenergy efficiency and energy conservation, industrialsafety of energy facilities, environmentalsafety of the energy industry, reliability andsafety of the national power supply system, evolutionof the fuel and energy sector in the contextof geopolitical, social and economic processesand the management of assets and land resourcesin the energy industry.105

JSC IDGC Holding. Annual Report 2010Relations withthe Government AuthoritiesThe Company established and maintains ongoingbusiness contacts with the press centers of thefederal and regional government authorities andmanagement bodies of the Russian Federation.With a view to increase the reliability of powersupply and create conditions for network connectionto the electric grids of customers in the constituententities of the Russian Federationlocated within the areas of responsibility of theCompany’s SDCs, the Company organized theexecution of 16 agreements for interaction withthe regional, territorial and republican Admini -strations.The Company rendered information and analyticalsupport for work performed by CEO of theCompany on the Presidential Commission forModernization and Technological Development ofRussia’s Economy, government commissions forthe fuel and energy sector and replacement of themineral raw material base, a number of commissionsand working groups of the Ministry ofEnergy of the Russian Federation and theCoordination Council of the State Duma of theRussian Federation on Energy Conservation andEnergy Efficiency.The Company rendered information support forbusiness meetings of CEO and members of theManagement Board of the Company with the managementand specialized committees and commissionsof the State Duma and the FederationCouncil of the Federal Assembly of the RussianFederation, the leaders of the electricity industryplayers and the Federation within the area of theCompany’s responsibility.For the purposes of solving the issue of operatingthe distribution lines located in protected forestareas and improving regulations in the field offorestry relations, the Company organized interactionbetween the leaders of the Company and theFederal Agency for Forestry of the RussianFederation (Rosleskhoz).Processing of Requests from Individualsand Public AssociationsIn 2010, DIPC established the center of responsibilityfor the processing of requests from individualsand public associations. The Working Groupfor the Consideration of Requests fromIndividuals and Public Associations (CommunityLiaison Office of CEO) was established in accordancewith the requirements of Federal Law No.59-FZ of May 2, 2006, “On the Procedure forConsideration of Requests from the Citizens of theRussian Federation,” relying on the principle ofsocial responsibility of IDGC Holding to the civilsociety for high-quality and reliable power supply,pursuant to the resolution of the ManagementBoard of the Company, dated March 4, 2010.In 2010, more than 250 written requests andclaims from citizens were considered, including65% from individuals and 35% from public organizationsand corporate entities. Most requestswere submitted as instructions for processing bythe Presidential Executive Office and theGovernment of the Russian Federation.106

13. Public RelationsThe Community Liaison Office of CEO of theCompany held three on-site meetings on therequests of citizens caused by systemic problemsin the electricity industry and imperfect legislationin the field of network connection for electricityconsumers. Specifically, the Working Groupinitiated the project for holding a roundtable onthe ratio of various materials (wood, reinforcedconcrete, metal, composites) in the manufacturingof distribution line towers involving theCompany and the SDCs of the Holding Company,the representatives of manufacturers, the academiccommunity and the general public.Media RelationsThe center responsible for organizing interactionwith federal, regional and foreign mass media,Internet periodicals, TV channels, radio stationsand news agencies is the Press Center of theCompany.During 2010, the Press Center developed andimplemented about 150 news topics, regardingwhich 18,300 materials mentioning JSC IDGCHolding were published. More than 80% of publicationswere positive. The target audience ofthese messages initiated by the Press Center wasabout 22.5 million people and its economic effectexceeded RUB 10 billion 893 million.As part or rendering information support for theactivities of the Company and the SDCs of theHolding Company, the Press Center prepared andpublished 216 event-covering and topical pressreleases in the on-line and printed mass media.In 2010, Russia 24 TV Channel continued tobroadcast the Energy Sector. Industry Overviewprogram at the initiative of DIPC. A total of 144 TVprograms were produced (about 17.5 hours of airtime),including 48 original editions and 96replays. They covered the main trends and eventsin the electricity distribution grid sector, includingmore than 50 synchronous interviews with theCompany’s top managers and 80 expert estimatesfrom reputable electric power entities and executives.On October 26, 2010, the TV program washighly assessed by the Presidential Commissionfor Modernization and Technological Developmentof Russia’s Economy.2010 saw the establishment and registration asmass media of the power engineering magazine ofJSC IDGC Holding titled Distribution Lines:Leadership. Efficiency. Professionalism, whichblended in with the configuration of corporateand industrial mass media. The magazine’s circulationis 5,000 copies. The publication of theonline version of the Distribution Lines magazineon the homepage increased 2.5-fold the quantityof resource visitors.To support the most talented authors covering inmass media the problems faced by Russia’s electricitydistribution grid sector, the Company successfullyheld the Second All-Russian Competitionfor Journalist Papers titled “Electric Grids 2010.”Its participants are more than 370 journalistsfrom over 50 constituent entities of the RussianFederation, submitting about 200 materials. Thewinners were identified in seven categories,namely: “Let the Light Be!,” “Special EnergyForces,” “Reliable. Simple. Efficient,” “DirectCurrent,” “Industry Faces,” “History Light” and“Energy Conservation.” The come from theArkhangelsk, Kursk, Ulianovsk and MoscowRegions and the Republic of North Assetia –Alania.107

JSC IDGC Holding. Annual Report 2010International Cooperation, Congressand Exhibition ActivitiesCritical instruments of strengthening the imagepositions of the Company and its SDCs and theirattractiveness to investors are internationalcommunications and congress and exhibitionactivities.For the purpose of using advanced technologies,state-of-the-art managerial and technicalsolutions in practical work, JSC IDGC Holdingdevelops interaction with leading foreign energycompanies.In 2010, it entered into an Agreement for cooperationand interaction with ERDF, major Frenchelectric grid company, for the exchange of informationand technologies in areas such as design,operation, maintenance and upgrading of electricgrids, tariff-setting, the implementation ofinvestment programs, asset management and personneltraining. During the year, the partiesintensively negotiated on the possibility ofengaging ERDF in managing an asset of IDGCHolding.The Company entered into an Agreement with theItalian Enel, discussing various directions ofinteraction in the field of possible transfer ofmanagement to an entity/branch of IDGC Holdingand the implementation of joint projects forenergy conservation and energy efficiencyenhancement.Throughout 2010, IDGC Holding continued tocooperate in the post-Soviet space. The Companystrengthened its positions of observer under theCIS Electric Power Council and took active part inthe information interchange with the electricitygrid companies of the Commonwealth MemberCountries, the development of commonapproaches to the engineering policy and the unificationof regulatory framework for the electricityindustry sectors.IDGC Holding developed relations with its Asian(Korean and Chinese) partners. A trilateralAgreement for cooperation and interaction wasexecuted by and between IDGC Holding, KEPCOand LG InternationalCorp. (LGI), the Memorandumof Understanding between JSC IDGC Holding andK-SURE. Agreements were reached on theupgrading of the Russian electricity distributiongrid sector, the implementation of joint projectsfor the introduction of SmartGrid technologies inRussia, the installation of high-technologymetering instruments and the systems of auto -mating electric grid control, the study ofexperience of Korean electrical product manu -facturers.In accordance with the recommendations of theMinistry of Energy of the Russian Federation andunder the Memorandum of Understandingbetween the Ministry of Energy of the RussianFederation and the State Energy Management ofChina on cooperation in the development of electricgrids, close interaction with the Chinese partnerswas established.JSC IDGC Holding, INTER RAO UES, FGC UES andthe State Grid Corporation of China (SGCC) executedfour-party Memorandum of Cooperation.The parties agreed to interact in the field ofinvestment in the upgrading of Russia’s electricitydistribution grid sector, in the area of engineeringand construction of electric grid facilities,possible supplies of Chinese electricequipment, the performance of joint practicalresearch and development work and joint productionof sought-after electrical equipment.2010 witnessed the execution of four-partyMemorandum of Understanding between JSC IDGCHolding, Shanghai Kirtun Electrical EquipmentGroup Co., LTD, the Russian Technologies StateCorporation and INTER RAO UES, thus defining thepossibility of establishing in the RussianFederation a joint venture for the commercial productionof advanced, reliable and high-qualityelectrical products, including product developmentsbased on the scientific and technical solutionsof FGUP Lenin All-Russian ElectricalInstitute (such as 110 and 220 kV switchgears,110 and 220 kV gas insulated circuit breakers, 35and 110 kV vacuum circuit breakers and 110 and220 kV metering transformers).108

13. Public RelationsWith a view to create communications mechanismfor implementing best practices of the internationalscience and electricity distribution managementin the Russian electricity distributiongrid sector and to train international-level managerialprofessionals under Agreement 2009 forcooperation with MGIMO and the InternationalInstitute of Energy Policy and Diplomacy) of theMoscow State Institute of International Relations(University) of the MFA of Russia, the Companyestablished a basic chair for Economics andManagement in the Electricity Industry at MIEPMGIMO. In 2010, 18 trainees who had passed competitiveselection and represented various operatingSDCs of the Company began training underMVA program for the Management and Regulationof Economic Activities in the InternationalElectricity Industry.The participation of the Company and its SDCs inspecialized congresses, forums, roundtables andexhibitions contributes to the strengthening ofdomestic and international business reputation ofthe management and operating companies, thecreation of favorable conditions for the developmentof cooperation with the internationalenergy entities, the world’s leading developersand manufacturers of electric grid equipment, theintegration of best foreign practices into electricgrid management, high technologies and innovativesolutions.“Electric Grids of Russia 2010,” in which IDGCHolding for the first time participated as a uniteddelegation of 250 people led by CEO of theCompany and had a common stand, attended bythe representatives of about 300 companies duringthe exhibition. The Company entered into anAgreement for Cooperation with the BaumanMoscow State Technical University and organizedthe business forum titled “Electricity DistributionGrid Sector of Russia on the Way to Upgrading.”Its final document sets forth the recommendationsfor implementing innovations and energyconservation technologies in the electricity distributiongrids, the concept of technical regulationin the field of capital construction of theelectric grid facilities, specifies the peculiaritiesof operation and technical upgrading of cablepower lines and updates the problem of trainingpersonnel for Russia’s electricity distributiongrids.During the exhibition, the united stand of IDGCHolding hosted a number of negotiations with therepresentatives of foreign companies such asSiemens, Germany; LG International, the Republicof Korea; FurukawaElectric, Japan; Schneider -Electric, France. The Company entered into agreementswith its Russian partners, including ToliattiTransformer, OOO NPP Bolid, OOO Seba Spektrum.During 2010, the employees of the JSC IDGCHolding group attended more than 70 exhibitionsand conferences. The most notable one was the12th International Specialized Exhibition109

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JSC IDGC Holding. Annual Report 201014.OperatingActivities14.1. Electricity DistributionIn 2010, the SDCs of JSC IDGC Holding delivered to the grid 647 billion kWh of power, 591 billion kWh ofpower were delivered from the grids of the SDCs of the Holding Company to customers and adjacent territorialgrid organizations (TGOs), the actual losses being 55.9 billion kWh (8.65%)Production Performance in 2010 9CompanyDelivery toNetworks,million kWhDelivery from Networks toCustomers and Allied TGOs,million kWhElectricity Lossesmillion kWh %JSC IDGC of the Center 62,259 56,029 6,230 10.01JSC IDGC of the Center and the VolgaRegion59,492 54,100 5,391 9.06JSC IDGC of the Volga 60,544 56,368 4,176 6.90JSC IDGC of the Northwest 43,735 40,752 2,983 6.82JSC IDGC of Siberia 81,331 73,813 7,518 9.24JSC Tomsk Distribution Company 6,777 6,204 573 8.46112

14. Operating ActivitiesProduction Performance in 2010 9 (continued)CompanyDelivery toNetworks,million kWhDelivery from Networks toCustomers and Allied TGOs,million kWhElectricity Lossesmillion kWh %JSC IDGC of the Urals 78,382 72,048 6,333 8.08JSC IDGC of the South 30,260 27,442 2,818 9.31JSC IDGC of the North Caucasus 12,025 9,924 2,101 17.47JSC Kubanenergo 18,880 16,449 2,431 12.88MOESK 83,522 74,208 9,314 11.15JSC Lenenergo 33,496 29,909 3,587 10.71JSC Tyumenenergo 72,908 71,067 1,841 2.53JSC Yantarenergo 3,858 3,168 690 17.88Total for IDGC Holding 647,467 591,481 55,987 8.659All indicators exclude JSC Nurenergo, JSC Ingushenergo, JSC Tyvaenergo, JSC Dagenergoset.113

JSC IDGC Holding. Annual Report 2010Changes in Delivery from Networks to Customers and Allied TGOs in 2009-2010CompanyDelivery fromNetworks to Cus -tomers and AlliedTGOs in 2009Delivery fromNetworks to Cus -tomers and AlliedTGOs in 2010Change 10million kWh million kWh million kWh %JSC IDGC of the Center 53,133 56,029 2,896 5.5%JSC IDGC of the Center and the VolgaRegion50,889 54,100 3,211 6.3%JSC IDGC of the Volga 53,356 56,368 3,012 5.6%JSC IDGC of the Northwest 38,948 40,752 2,028 5.2%JSC IDGC of Siberia 91,795 73,813 2,956 3.2%JSC Tomsk Distribution Company 6,012 6,204 192 3.2%JSC IDGC of the Urals 69,339 72,048 5,336 7.7%JSC IDGC of the South 29,465 27,442 1,079 3.7%JSC IDGC of the North Caucasus 11,736 9,924 -1,812 -15.4%JSC Kubanenergo 15,660 16,449 789 5.0%MOESK 71,128 74,208 3,080 4.3%JSC Lenenergo 28,429 29,909 1,480 5.2%JSC Tyumenenergo 71,514 71,067 -447 -0.6%JSC Yantarenergo 3,018 3,168 151 5.0%Total for IDGC Holding 594,422 591,481 23,950 4.03%The analysis of changes in provided services under comparable conditions shows that the volume of providedservices grew by 23.9 billion kWh (4.03%). These positive changes are caused by the restoration of electricityconsumption by large industrial customers from the oil and gas and metallurgical industries and thegrowth of consumption by other categories of customers.10Changes are calculated under comparable conditions, i.e. without excluding “last-mile” volumes in 2010.114

14. Operating ActivitiesActual Electricity Losses in 2009–2010CompanyElectricity Losses2009Electricity Losses2010Change in Lossesmillion kWh % 11 million kWh % million kWh %JSC IDGC of the Center 5,973 10.11% 6,230 10.01% -47 -0.10%JSC IDGC of the Center and theVolga Region5,286 9.41% 5,391 9.06% -224 -0.35%JSC IDGC of the Volga 4,251 7.38% 4,176 6.90% -289 -0.48%JSC IDGC of the Northwest 2,997 7.18% 2,983 6.82% -144 -0.36%JSC IDGC of Siberia 7,286 9.32% 7,518 9.24% -33 -0.08%JSC Tomsk DistributionCompany556 8.47% 573 8.46% -1 -0.01%JSC IDGC of the Urals 6,457 8.82% 6,333 8.08% -576 -0.74%JSC IDGC of the South 2,671 9.20% 2,818 9.31% 30 0.11%JSC IDGC of the NorthCaucasus2,993 20.32% 2,101 17.47% 70 -2.85%JSC Kubanenergo 2,252 12.57% 2,431 12.88% 57 0.30%MOESK 9,051 11.29% 9,314 11.15% -114 -0.14%JSC Lenenergo 3,274 10.33% 3,587 10.71% 128 0.38%JSC Tyumenenergo 1,819 2.48% 1,841 2.53% 33 0.04%JSC Yantarenergo 664 18.04% 690 17.88% -6 -0.16%Total for IDGC Holding 55,531 8.91% 55,987 8.65% -1,117 -0.27%The actual electricity losses in the electric grids of the SDCs of JSC IDGC Holding were 55,987 million kWh,or 8.65% of network delivery.11Data concerning the relative amount of losses in 2009 for the assessment of changes are shown under comparable conditions.115

JSC IDGC Holding. Annual Report 2010Due to the removal of productive supply to a numberof large “last-mile” customers from networkdelivery volumes in 2010, changes in losses undercomparable conditions should be considered.For example, while delivery to the distributiongrid grew by 3.8% versus 2009, the relativeamount of losses decreased by 0.27%, that is1,117 million kWh.Furthermore, the growth of absolute losses isaffected by the following principal factors:— ignored operating modes of FGC UES gridsdiffering from normal modes (emergency,maintenance, etc), causing considerablerelocation of electricity flows in the grids ofDGCs and above-normal quantity of transitlosses;— considerable quantity of new network connectionsof customers (4,202 MW, 24 billionkWh/year);— the strategy for the consolidation of regionalelectric grid assets implemented by JSC IDGCHolding. Typically commissioned grids aremedium- and low-voltage grids with lossstandard above the average level for the gridsof the SDCs of JSC IDGC Holding.Revenue for the Power Distribution Services Provided in 2010ActualCompanyScope of Servicesfor the Fiscal Period,Thousand kWhValue of Revenue for theFiscal Period, Rubles inThousands, Inclusive of VATAverage Tariff,Rubles per kWhExclusive of VATJSC IDGC of the Center 53,355,759 67,924,518 1.10JSC IDGC of the Northwest 40,471,194 29,908,577 0.64JSC IDGC of the Urals 70,886,614 56,360,683 0.70JSC IDGC of Siberia 71,293,311 48,983,837 0.59JSC Tomsk Distribution Company 8,654,209 6,533,931 0.65JSC IDGC of the Volga 54,959,161 45,709,495 0.72JSC IDGC of the South 27,148,978 24,774,901 0.79JSC Kubanenergo 15,148,874 27,481,278 1.57JSC IDGC of the Center and the Volga Region 52,619,527 62,664,569 1.03JSC IDGC of the North Caucasus 9,591,792 11,134,258 1.00MOESK 72,322,051 107,661,972 1.28JSC Lenenergo 29,094,703 28,170,025 0.83JSC Tyumenenergo 64,696,665 50,509,934 0.68JSC Yantarenergo 3,160,250 8,037,770 2.16Total for IDGC Holding 573,403,088 575,855,749 0.87116

14. Operating ActivitiesInformation About the Introduction of Partial and Complete Limitationof Electricity Consumption by Customers in Default at the Requestsof Power Sales Companies, in ThousandsImplemented by the Grid CompanyCompanyQuantity of RequestsSubmitted by PSCsCancelled by PSCsImplementedJSC IDGC of the Center 6,546 4,456 1,369JSC IDGC of the Center and the Volga Region 51,794 37,363 12,794JSC IDGC of the Volga 42,687 27,191 13,430JSC IDGC of the Northwest 23,152 18,491 4,428JSC IDGC of Siberia 100,517 33,722 42,520JSC Tomsk Distribution Company 10,773 6,565 3,431JSC IDGC of the Urals 58,969 15,921 30,374JSC IDGC of the South 22,503 10,881 11,197JSC IDGC of the North Caucasus 173,909 110,684 47,717JSC Kubanenergo 475 288 168MOESK 11,671 4,846 5,999JSC Lenenergo 1,837 661 1,000JSC Tyumenenergo 1,724 1,198 526JSC Yantarenergo 1,699 341 1,353Total for IDGC Holding 508,256 272,608 176,306The revenue for 2010 as specified in the Business Plan was RUB 570.9 billion, inclusive of VAT; the actual revenuewas RUB 575.8 billion, inclusive of VAT. The plan implementation rate was 100.87%. It should be notedthat the Business Plan includes changes caused by the execution by customers of “direct” agreements withFGC UES for “last-mile” facilities117

JSC IDGC Holding. Annual Report 2010Not Implemented by the Grid CompanySpecifically Due toEmpty Team Visit Without theImposition of LimitationCompanyTotalLack ofEngineerigCapabili -ties forDis con nec -tionItems Includedin the List ofAppen dix 6 toResolution ofthe Governmentof the RussianFederation No.530 of August31, 2009Unavailabi -lity of theEmergencyQuotaStatementConnec -tion tothe Net -works ofOtherOwnersTotalThroughthe Faultof DGCSpecificallyThroughthe Faultof PSCDenialof Accessto theCustomerJSC IDGC of the Center 721 40 2 4 5 16 - 2 14JSC IDGC of the Centerand the Volga Region1,637 427 72 - 329 809 - 122 687JSC IDGC of the Volga 2,066 820 26 - 193 1,027 3 988 36JSC IDGC of theNorthwest233 38 5 1 30 135 - 28 40JSC IDGC of Siberia 24,275 3,425 25 - 1,109 17,093 286 1,697 15,110JSC Tomsk DistributionCompany777 39 - - 83 655 - 655 -JSC IDGC of the Urals 12,674 6,646 147 108 663 5,110 1 213 4,894JSC IDGC of the South 425 21 - - 54 350 41 69 240JSC IDGC of the NorthCaucasus15,508 814 1,286 108 943 9,476 7,194 444 1,815JSC Kubanenergo 19 - - - - 19 - 19 -MOESK 826 355 - - 302 169 - 82 87JSC Lenenergo 176 104 - - 7 65 - 57 8JSC Tyumenenergo - - - - - - - - -JSC Yantarenergo 1 - - - 1 4 - - 4Total for IDGC Holding 59,338 12,729 1,563 221 3,719 34,928 7,525 4,376 22,935In 2010, a total of 508 million requests for the full or partial limitation of the electricity consumption mode weresubmitted by the counterparties, of which 272.6 million requests (54%) were subsequently canceled by thepower sales companies; 176 million requests (35%) were satisfied by the grid companies. 59 million requests(12%) were not satisfied, including 7.5 million requests (1%) not satisfied through the grid company’s fault.118

14. Operating ActivitiesDebts Owed by Customers to the Grid Company for Provided Power Distribution ServicesAccounts Receivable for Provided Electricity Distribution Services,RUB in Thousands, Inclusive of VATCompanyas of January 1, 2010 as of December 31, 2010Changes in AccountsReceivableTotalAccountsReceivableIncludingContestedReceivablesTotalAccountsReceivableIncludingContestedReceivablesTotalIncludingContestedReceivablesJSC IDGC of the Center 5,084,363 1,518,186 4,184,022 741,984 -900,341 -776,202JSC IDGC of the Centerand the Volga Region3,213,593 1,060,836 3,052,949 1,453,850 -160,644 393,014JSC IDGC of the Volga 4,724,193 2,611,395 3,743,452 744,230 -980,741 -1,867,165JSC IDGC of the Northwest 4,184,624 1,148,548 4,321,931 1,286,838 137,307 138,290JSC IDGC of Siberia 206,707 6,914 238,199 10,926 31,492 4,011JSC Tomsk DistributionCompany6,469,581 916,018 5,400,085 944,871 -1,069,496 -1,227,334JSC IDGC of the Urals 6,146,445 3,038,934 6,945,117 1,955,240 798,672 -448,952JSC IDGC of the South 1,406,865 317,029 1,865,923 1,089,065 459,059 772,037JSC IDGC of the NorthCaucasus1,142,871 987,276 957,349 744,666 -185,522 -242,610JSC Kubanenergo 5,648,433 545,066 8,707,841 480,976 3,059,409 -64,090MOESK 1,064,155 107,116 1,161,403 128,961 97,249 21,845JSC Lenenergo 1,822,617 16,262 2,374,219 0 551,602 -16,262JSC Tyumenenergo 880,327 46,300 1,268,477 0 388,150 -46,300JSC Yantarenergo 46,734,401 14,081,360 51,043,856 11,379,778 4,309,456 -2,701,582Total for IDGC Holding 46 734 401 14081360 51043856 11379778 4 309 456 -2 701 582119

JSC IDGC Holding. Annual Report 2010As of December 31, 2010, the total value ofaccounts receivable for electricity distributionservices was RUB 51 billion, inclusive of VAT.Receivables contested by customers are RUB 11.4billion. The total value of accounts receivableincreased by RUB 4.3 billion (9.2%) versus thebeginning of the year. Debt growth was primarilycaused by the growth of tariffs for provided services.Contested debt decreased by RUB 2.7 billion(19.2%) against the beginning of the year.As of December 31, 2010, the following controversiesdominate: capacity, RUB 3,638 million (31%);type of tariff, RUB 1,871 million (16%); “lastmile,” RUB 1,701 million (14%).As a result of settlement of the above-mentionedcontroversies in court, their value greatlydecreased versus the beginning of the year.It should be noted that most controversies areprimarily caused by tariff regulation gaps ratherthan disputes on the volume of provided services.Breakdown of Controversies as of December 31120

14. Operating ActivitiesServices of FGC UES Related to Electricity Distribution via UNEG Networks in thousandsCompanyPayablesas ofJanuary 1,2010Service Feeas Specified inthe BusinessPlanFee forActuallyRenderedServicesDeviationTotal %Paid in Totalfor 2010Payables asof December31, 2010JSC IDGC of the Center 609,814 12,738,830 12,996,989 258,159 2 13,555,893 50,911JSC IDGC of the Centerand the Volga Region508,110 10,813,134 10,875,257 62,123 1 10,673,230 710,137JSC IDGC of the Volga 19,707 9,392,747 9,781,159 388,412 4 9,809,028 -8,163JSC IDGCof the Northwest421,653 8,421,262 8,373,846 -47,416 -1 8,795,499 0JSC IDGC of Siberia 1,065,930 12,823,609 12,771,390 -52,219 0 12,764,381 1,072,939JSC Tomsk DistributionCompany68,184 1,379,155 1,390,078 10,923 1 1,364,560 93,702JSC IDGC of the Urals 63,985 13,197,082 12,907,411 -289,671 -2 12,680,357 291,039JSC IDGC of the South 1,511,918 5,971,945 5,934,296 -37,649 -1 4,566,448 2,879,766JSC IDGC of the NorthCaucasus-8,848 1,134,461 1,114,202 -20,259 -2 805,701 299,653JSC Kubanenergo 918,093 4,012,540 4,033,350 20,810 1 4,028,015 923,428MOESK 425,728 10,124,317 10,127,649 3,332 0 9,917,070 636,306JSC Lenenergo 259,356 5,990,815 5,792,979 -197,836 -3 5,662,363 389,971JSC Tyumenenergo 678,133 13,497,657 13,436,394 -61,262 0 13,244,122 870,405JSC Yantarenergo 42,631 789,328 791,656 2,328 0 774,995 59,293Total for IDGC Holding 6,584,393 110,286,882 110,326,656 39,774 0 108,641,661 8,269,388The actual service fee of FGC UES in 2010 was RUB110.32 billion, inclusive of VAT, versus theplanned RUB 110.28 billion, inclusive of VAT. Theplan implementation rate was 100%. However, itshould be noted that the Business Plan specifiesthe changes caused by the execution by customersof “direct” agreements with FGC UES for“last-mile” facilities.The debt payable by the SDCs of JSC IDGC Holdingfor the services provided by FGC UES as ofDecember 31, 2010, was RUB 8.27 billion, anincrease by RUB 1.68 billion (25.6%) against thebeginning of the year caused by the growth of tariffsfor provided services121

JSC IDGC Holding. Annual Report 201014.2. Connection ServicesImprovement of the Regulatory Framework GoverningNetwork Connection OperationsJSC IDGC Holding works to coordinate the networkconnection operations of the SDCs of JSC IDGCHolding and participates in the work aimed atimproving the regulatory framework underlyingthe process.In 2010, JSC IDGC Holding participated in preparingResolution of the Government of the RussianFederation No. 759 of September 24, 2010, “OnImprovement of the Procedure for ConnectingCustomers to Electric Grids,” which amendedResolution of the Government of the RussianFederation No. 861 of December 27, 2004,“Approval of the Rules of Non-discriminatoryAccess to Electricity Distribution Services and theProvision of These Services, the Rules of Non-discriminatoryAccess to Operational DispatchingControl Services in the Electricity Industry andthe Provision of These Services, the Rules of NondiscriminatoryAccess to the Services of theAdministrator of Trading System of the WholesalePower Market and the Provision of These Service,the Rules of Power Network Connection of thePower Receivers of Electricity Consumers, PowerGeneration Facilities and Electric Grid FacilitiesOwned by Grid Organizations and Other Entities,”amending the material terms and conditions ofagreements for network connection and the procedurefor network connection under an individualproject.municipality of the resort city of Sochi during theorganization and conducting of the 22nd OlympicWinter Games and the 11th Paralympic WinterGames 2014 through the adoption of Resolutionof the Government of the Russian Federation No.341 of May 15, 2010, “Approval of Regulations forthe Peculiarities of the Provision of TechnicalConditions, Determination of Connection Fee andthe Peculiarities of Connection to the Electric GridFacilities of the Power Receivers of ElectricityConsumers in the Municipality of the Resort Cityof Sochi During the Organization and Conductingof the 22nd Olympic Winter Games and the 11thParalympic Winter Games 2014 and theAmendment of Certain Regulations of theGovernment of the Russian Federation.”On January 1, 2011, the government enacted thestandard of Federal Law No. 35-FZ of March 26,2003, “On the Electricity Industry,” removing fromthe connection fee the investment component forthe coverage of expenses associated with theexisting infrastructure development. Therefore,the Federal Tariff Service of the RussianFederation and JSC IDGC Holding prepared theGuidelines for Determining the Amount of Fee forConnection to Electric Grids, approved by Order ofthe Federal Tariff Service of the RussianFederation No. 365-e/5 of November 30, 2010.JSC IDGC Holding was involved in amending theregulations concerning the introduction of specialconditions of network connection in the122

14. Operating ActivitiesNetwork Connection TariffsThe amount of connection fee is established by theregional regulatory bodies in accordance with theGuidelines of the federal regulator, i.e. the FederalTariff Service of the Russian Federation (Order ofthe Federal Tariff Service of the Russian Federation“Approval of the Guidelines for Determining theAmount of Fee for Connection to Electric Grids (for2010, No. 201-e/1 of August 21, 2009; for 2011,No. 365-e/5 of November 30, 2010).The connection fee should offset economicallyreasonable expenses associated with the operationsfor connecting a facility to electric gridsthrough the calculation of the necessary grossrevenue (NGR) from network connection. Inaccordance with the provisions of subparagraph 4of paragraph 2 of Article 23.2 of Federal Law No.35-FZ of March 26, 2003, “On the ElectricityIndustry” since January 1, 2011, the connectionfee may not include the investment componentfor the coverage of expenses associated with theexisting infrastructure development, includinglinks between the facilities of territorial gridorganizations and the facilities of the UnifiedNational (All-Russian) Electric Grid, with theexception of expenses associated with the constructionof electric grid facilities ranging fromthe existing electric grid facilities to the connectedpower receivers and/or electricity industryfacilities.The transition of branches of the SDCs of JSC IDGCHolding to RAB-based tariff regulation and theremoval of the investment component for the coverageof expenses associated with the existinginfrastructure development from the connectionfee will subsequently lead to a decrease in therevenue from network connections.Monitoring of Network Connection OperationsIn 2010, the SDCs of JSC IDGC Holding received278,429 requests for the network connection ofpower receivers with a capacity of 20,144 MW;227,802 agreements for the network connectionof power receivers were executed. The totalcapacity was 7,624.4 MW. Actually, 134,471 statementsof the network connection of powerreceivers with the aggregate capacity of 4,198.6MW were executed.123

JSC IDGC Holding. Annual Report 2010Monitoring of Network Connection Operations of Power Receivers in 2010CompanyQuantity of SubmittedRequests for NetworkConnectionNetwork ConnectionAgreements ExecutedQuantity of ConnectionsQuantity kW Quantity kW Quantity kWJSC IDGC of the Center 41,174 1,831,400 35,295 1,017,253 26,730 582,276JSC Lenenergo 14,686 2,089,702 11,159 629,457 4,173 645,279MOESK 44,838 7,152,542 34,610 1,823,938 17,787 991,070JSC IDGC of the Volga 14,494 768,442 13,259 384,827 8,444 158,223JSC Yantarenergo 4,451 435,794 3,866 90,517 1,863 49,159JSC IDGC of the South 14,456 993,928 10,116 294,105 5,971 166,675JSC Kubanenergo 22,688 1,213,420 17,482 401,979 10,348 148,928JSC IDGC of the NorthCaucasus10,345 625,213 8,670 236,849 6,200 77,286JSC Tyumenenergo 4,141 791,824 3,535 586,051 2,202 274,440JSC IDGC of Siberia 12 29,797 1,491,154 23,201 646,570 12,139 306,912JSC Tomsk DistributionCompany2,416 31,429 2,416 31,429 2,475 35,904JSC IDGC of the Northwest 18,574 965,041 15,509 293,543 8,229 157,751JSC IDGC of the Urals 22,235 880,401 18,578 586,407 11,528 273,677JSC IDGC of the Centerand the Volga Region34,134 873,714 30,106 601,523 16,382 331,008Total for IDGC Holding 278,429 20,144,006 227,802 7,624,448 134,471 4,198,58812Including JSC Tyvaenergo and JSC Ulan-Ude Energo.124

14. Operating ActivitiesThe implemented connections account for 21% of the total capacity demand in kind (MW); in quantitativeterms, for 48%. The executed agreements for network connection account for 38% of the total capacitydemand in kind (MW); in quantitative terms, for 82%.Evolution of Capacity Demand and the Connected Capacityof the Power Receivers of IDGC Holding in 2008–2010YearQuantityQuantity of Submitted Requestsfor Network ConnectionIncrement,%Total Capacity(N) kWIncrement,%Quantity of Connections(Signed Network Connection Statements)QuantityIncrement,%Total Capacity(N) kWIncrement,%2008 170,962 - 29,645,269 - 88,159 - 3,447,167 -2009 199,643 17 16,345,593 -45 107,636 22 3,261,324 -62010 278,429 39 20,144,006 23 134,471 25 4,198,588 29From 2008 to 2010, the quantity of network connectionrequests increased.2009 witnessed heterogeneous trends. Changesconcerning the legislative basis of network connectionwith regard to the granting of considerablepreferences and benefits to households, smalland medium enterprises led to the growth ofdemand for network connection services. At thesame time, the economic crisis effects caused adecrease in demand on the part of large applicants.This results in an increase in the totalquantity of requests accompanied by capacityreduction.The improvement of domestic economic situationand the easing of infrastructural access barrierscontributed to the growth of demand for networkconnection services in 2010. Subsequently, thereare no objective reasons for these positive trendsto downward.125

JSC IDGC Holding. Annual Report 2010Changes in the Quantity of Submitted Requests and Executed Statements of the NetworkConnection of Power Receivers for IDGC Holding in 2008–2010, Quantity of RequestsChanges in the Total Capacity Under Submitted Requests and Signed Statements of the NetworkConnection of Power Receivers for IDGC Holding in 2008–2010, MW126

14. Operating ActivitiesMonitoring of the Network Connection Operations of Power Generation Facilities in 2010CompanyQuantity of SubmittedRequests for NetworkConnectionExecuted NetworkConnection AgreementsQuantity of Connections(Signed NetworkConnection Statements)Quantity kW Quantity kW Quantity kWJSC IDGC of the Center 5 414,600 4 294,600 0 0JSC Lenenergo 2 180,000 2 180,000 0 0MOESK 3 570,104 1 420,000 0 0JSC IDGC of the Volga 1 80,000 1 80,000 1 10,000JSC Yantarenergo 0 0 0 0 0 0JSC IDGC of the South 3 83,600 1 69,200 0 0JSC Kubanenergo 10 808,540 1 180,000 0 0JSC IDGC of the North Caucasus 0 0 0 0 1 80,000JSC Tyumenenergo 9 1,675,140 5 1,408,000 0 0JSC IDGC of Siberia 13 4 381,000 2 117,000 0 0JSC Tomsk Distribution Company 0 0 0 0 0 0JSC IDGC of the Northwest 8 221,895 2 193,600 0 40,000JSC IDGC of the Urals 3 470,000 0 0 1 6,000JSC IDGC of the Centerand the Volga Region9 808,200 7 505,200 0 0Total for IDGC Holding 57 5,693,079 26 3,447,600 3 136,000In 2010, the SDCs of JSC IDGC Holding finalizedthe activities for network connection of 3 largepower generation facilities, being built undercapacity provision agreements:— MOESK: network connection of unit 7 of400 MW CCGT; Shaturskaya TPP, a branch ofJSC OGK-4;— JSC Yantarenergo: network connection ofunit 2 of 450 MW CCGT; Kaliningrad CHPP-2,a branch of INTER RAO UES.Currently, the necessary documents are being preparedin respect of connected facilities.— MOESK: network connection of unit 8 of420 MW CCGT; CHPP-26 — JSC Mosenergo,a branch of JSC Mosenergo;13Including JSC Tyvaenergo and JSC Ulan-Ude Energo.127

JSC IDGC Holding. Annual Report 2010Revenue from service network connectionIn 2010, the actual value of IDGC Holding’s indicator of Revenue from Service Network Connection deviatedfrom the plan upward. In 2010, the actual (activated) revenue was RUB 41,417 million against the plannedRUB 36,926 million (112% versus the target).Scope of Work Financed by Connection Fee for Which Network Connection StatementsWere Executed (for 2010), RUB in Millions, Exclusive of VATCompanyRevenue PlanActual Revenue fromNetwork ConnectionServices (Activated)Implemented, %JSC IDGC of the Center 2,299 2,186 -5JSC Lenenergo 8,942 10,164 14MOESK 17,447 18,945 9JSC IDGC of the Volga 68 276 306JSC Yantarenergo 160 242 51JSC IDGC of the South 340 292 -14JSC Kubanenergo 1,063 1,173 10JSC IDGC of the North Caucasus 686 859 25JSC Tyumenenergo 2,052 2,888 41JSC IDGC of Siberia 14 983 995 1JSC Tomsk Distribution Company 88 89 1JSC IDGC of the Northwest 379 668 76JSC IDGC of the Urals 1,714 1,686 -2JSC IDGC of the Center and the Volga Region 707 954 35Total for IDGC Holding 36,926 41,417 1214Including JSC Tyvaenergo and JSC Ulan-Ude Energo.128

14. Operating ActivitiesNetwork Connection Revenue, RUB in Billions129

JSC IDGC Holding. Annual Report 2010Future Development of the Electric Grid SectorResolution of the Government of the RussianFederation No. 823 of October 17, 2009, specifiesthat the models and programs of development ofparticipants in the electricity industry of theRussian Federation are developed by the executivebodies of the constituent entities of the RussianFederation involving the system operator and gridorganizations for a 5-year term and are adjustedfor the model and program of development of theUPS of Russia. The models and programs of developmentof the electricity industry of regions areapproved annually before May 1 by the executivebodies of the constituent entities of the RussianFederation.In 2010, 48 out of 69 constituent entities of theRussian Federation in which IDGC Holding operatesdeveloped the models and programs of futuredevelopment. 42 constituent entities approvedtheir respective models and programs.The management of JSC IDGC Holding works toimplement its policy in the field of shaping themodels and programs of future development of theelectricity industry. Given the results of workaimed at shaping the models and programs offuture development of the electricity industry performedin 2010 by the executive bodies of constituententities of the Russian Federation and thefact that pursuant to the Resolution the modelsand programs of future development of the electricityindustry form the basis for developing thelong-term investment program of electric gridcompanies, JSC IDGC Holding prepared proposalsfor amending the Resolution and submitting proposalsto the executive bodies of the constituententities of the Russian Federation for the purposesof organizing work in 2011.130

14. Operating ActivitiesModels and Programs of the Electricity Industry Development Broken Down by IDGCCompanyQuantity ofEntitiesby OperationalAreaQuantity ofDeveloped Modelsand Programs of theElectricity IndustryDevelopmentQuantity ofApproved Modelsand Programs of theElectricity IndustryDevelopmentJSC IDGC of the Center 11 11 10JSC Lenenergo 2 1 1MOESK 2 1 1JSC IDGC of the Volga 7 5 4JSC Yantarenergo 1 0 0JSC IDGC of the South 4 2 2JSC Kubanenergo 2 2 2JSC IDGC of the North Caucasus 7 1 0JSC Tyumenenergo 3 3 3JSC IDGC of Siberia 10 7 7JSC IDGC of the Northwest 7 5 2JSC IDGC of the Urals 4 3 3JSC IDGC of the Center and the VolgaRegion9 7 7Total for IDGC Holding 69 48 42131

Kislovodsk

Biysk

JSC IDGC Holding. Annual Report 201015.Operationand Technical Policy15.1. Operational Process Control;Process Control AutomationThe primary objectives of JSC IDGC Holding with regard to organizing theproduction operations of SDCs include the development and improvement of thesystem for exercising operational process control of distribution grid facilities.As part of accomplishing this objective, JSC IDGCHolding works to organize and support the processof establishing Network Control Centers (NCCs) andOperational Situation Centers (OSCs) within theSDCs of the Holding Company.The primary goal behind the establishment of NCCis to create within each distribution grid companya center of responsibility concentrating the functionsof operational process control of the electricitydistribution grid and to organize efficient inter-134

15. Operation and Technical Policyaction with external counterparties in the field ofoperational dispatching control and operationalprocess control (system operator, electricity industryparticipants, electricity consumers, etc).Currently, all grid organizations of JSC IDGCHolding have NCCs performing operational andnon-operational functions.64 NCCs perform non-operational functions:— monitor the current situation in the electricitydistribution grid sector;— centralize work aimed at planning the periodsof maintenance of the electric grid facilities;— organize work with the operational personnel.48 NCCs perform operational functions:— manage the operational process mode of theelectric grid sector;— eliminate accidents;— prepare for maintenance operations.Specifically, 20 NCCs were established “fromscratch” (Belgoroenergo, Kirovenergo,Kuzbassenergo, etc); 12 NCCs, on the base of nonliquidatedcentral dispatching functions(Pskovenergo, Rostovenergo, Kalmenergo, etc); 13NCCs, on the base of dispatching functions ofMobile Power Plants (JSC Lenenergo,Astrakhanenergo, Yarenergo, etc); 3 NCCs, on thebase of the branches of SO UPS, JSC (projects for135

JSC IDGC Holding. Annual Report 2010expanding the operational zones of dispatchingcenters) (Kalugaenergo, Bryanskenergo, Orel energo);13 NCCs, on the base of the dispatching functionsof Mobile Power Plants (the adoption of this decisionby a number of grid organizations was the firstphase of transition by NCCs to the performance ofoperational functions accompanied by the fulfillmentof operational functions within the area ofoperational responsibility of Mobile Power Plants).In 2010, 4 NCCs of distribution grid companiesassumed operational functions. The employees ofJSC IDGC Holding participated in the work performedby the commission verifying the readinessof the NCCs of distribution grid companies to performoperational functions.The work currently being finalized includes equippingthe dispatching units of NCCs with the automateddispatching control systems and organizingthe channels of communication and distribution oftelemetry information on the facilities in the minimalscope necessary for the assumption by theNCCs of distribution grid companies of operationalfunctions during 2011.The principal decisions on the Software andHardware Package of NCCs are as follows:— PSI Control (developer: PSI, Germany);— ENMAC (developer: General Electric, UK);— Sistel (developer: Sistel-Automation, Russia).The work performed by JSC IDGC Holding todevelop and improve the system of operationalprocess control of the distribution grid sectorincluded developing and approving:— model program and regulations for verifyingthe readiness of the NCCs of distribution gridcompanies to perform operational functions;— model technical requirements for organizinginformation interchange with the dispatchingcenters and control centers of the grids of distributiongrid companies, model modernizationand expansion program for the systems oftelemetry information collection and distributionby the substations of IDGCs;— approving modernization and expansion programfor the systems of telemetry informationcollection and distribution by the substationsof IDGCs and other territorial grid organizationsfrom among the SDCs of JSC IDGCHolding;— developing amendments to the existing regulationsfor the development and application ofthe Schedules for Emergency Limitation andOperation of Automatic EmergencyEquipment;— inviting bids and initiating work to developthe Standard of Organizing IDGCs/DGCs on theOperational Process Control in theDistribution Grid Sector;— holding on-site meeting of the Working Groupof JSC IDGC Holding for the development ofthe Department for Operational ProcessControl, composed of representatives of thefunctions of the SDCs of JSC IDGC Holdingresponsible for operational process control.As part of work performed by JSC IDGC Holding toimprove the promptness and quality of the informationprovided by the Company in respect ofprocess failures, the effects of adverse weatherphenomena and the acts of God, fires, accidents atthe facilities of the SDCs of the Holding Companyand their consequences, the Operational SituationCenter of JSC IDGC Holding has started functioning24 hours a day. The organizational structure andmodel of communication of the OSC are shown inthe Figures below. The fiscal year saw the approvalof the Regulations for Conveting to JSC IDGCHolding the Information About Process Failures,the organization of implementation by the SDCs ofthe Holding Company of the Procedure forConveying Operational Information on ProcessFailures at Electric Power Facilities and in ElectricalInstallations of Electricity Consumers, approved bythe Ministry of Energy of the Russian Federation.— model agreement for engineering interactionbetween SO UPS, JSC and IDGC for the purposesof ensuring the functional reliability ofthe UPS of Russia;136

15. Operation and Technical PolicyOrganizational Structure of the OperationalSituation Center (OSC)Manager of theDepartment forOperational ProcessControlManager of theOperational SituationCenterAnalysis Team(2 people)Group of informers(4 people — 24 hours a day,1 person per shift)OSC Information Interchange ChartMinistry of Energy(Situation AnalysisCenter, 24/7)Managementof JSC IDGC HoldingSO UPS(24/7)JSC IDGC Holding’s OSC(24/7)FGC(24/7)Related divisionsof JSC IDGC HoldingEMERCOM(National EmergencyManagement Centre, 24/7)Roshydromet(24/7)Network ControlCenters of directlycontrolled RGCs(24/7)IDGCs’ OSCs(24/7)Network ControlCenters of IDGCs’branches (24/7)existing information interchangeplanned existing information interchangeThe main goals of JSC IDGC Holding in the areaoperational process control of electricity distributiongrid facilities in 2011 are as follows:— assumption by all NCCs of the distributiongrid companies of operational functionswithin the scope of phase I;— expansion of the scope of operational functionsperformed by the NCCs of distributiongrid companies (for the NCCs of distributiongrid companies assuming operational functionswithin the scope of phase I);— development of the Organization Standardfor Operational Process Control in theDistribution Grid Sector;— organization of work aimed at implementingthe system of temperature monitoring ofelectric grid facilities;137

JSC IDGC Holding. Annual Report 2010— development and implementation of an integratedsolution for exercising operationalprocess control of the electric grid using thesystems of temperature monitoring of electricgrid facilities;— organization of work within the grid organizationsof JSC IDGC Holding aimed at performingthe Agreements for ProcessInteraction entered into between SO UPS, JSCand IDGC for the purposes of ensuring thefunctional reliability of the UPS of Russia;— amendment of the existing regulationsfor the development and application ofthe Sche dules for Emergency Limitationand Operation of Automatic EmergencyEquipment;— control of implementation by the SDCs of theHolding Company of programs for the systemof collection and distribution of the distributiongrid sector information in accordancewith the approved programs and draft FederalLaw “Technical Regulations for the Safety ofElectric Power Plants and Networks”;— finalization of work aimed at the assignmentof functions for managing the unified powersystem facilities recorded on the balancesheet of FGC UES from the operational personnelof DGCs to the dispatching personnel ofthe respective dispatching centers of SO UPS,JSC and the operational personnel of FGC UES;— development of standard model for the allocationof substations’ equipment by controlmethod (operational personnel of the substation,dispatcher of the NCCs of distributiongrid companies, electric grid entity (productionunit), electric grid district);— organization of communication in case ofprocess failures, emergencies and otherextraordinary situations between the OSC ofIDGC Holding and the Ministry of Civil De -fence, Emergencies and Disaster Relief, Hydro -meteorological Center of Russia and otherstakeholder organizations and insti tutions;— development of proposals for expanding thefunctionality of the OSCs of the grid organizationsof JSC IDGC Holding with regard toanalytical objectives;— finalization of the base of grid limitations inPSC for the purpose of developing measuresfor their elimination and control of inclusionin the investment programs of the SDCs ofthe Holding Company.The principal way to provide information supportfor the production operations of the SDCs of JSCIDGC Holding is to develop and improve processcontrol automation systems, which are softwareand hardware packages intended to control dispatching-engineeringand production-engineeringoperations and including the following engineeringsystems: automated dispatching controlsystems, automated voltage, frequency and capacitycontrol systems, relay protection and controls,automated process control systems, informationcollection and distribution systems, telemechanicsand engineering communications, automatedelectricity control and metering systems.As part of accomplishing the objective of integratedautomation of process control of the distributiongrid sector, JSC IDGC Holding works to:— shape and implement the Uniform TechnicalPolicy of Creating Automated Process ControlSystems (APCS) of the SDCs of the HoldingCompany and using the electricity industryinfrastructure for organizing fiber-opticcommunication lines;— coordinate and control the creation andupgrading of Automated Process ControlSystems by the SDCs of the Holding Company.With regard to shaping the Uniform TechnicalPolicy in the field of APCS, the Company is finalizingthe development of the Concept of CreatingAutomated Process Control Systems for the SDCsof JSC IDGC Holding.With regard to technical support for the processesof developing and operating APCS in the SDCs of theHolding Company, the Company developed the programand conducted a number of audits of workaimed at creating the software and hardware packageof NCCs, the Model Modernization Program forTelemetry Information Collection and DistributionSystems and the Automation of Process Control ofthe Electric Grid Facilities of IDGC Holding. In 2010,work was performed to adjust and approve theLong-Term Development Programs for ElectricityMetering Systems of the SDCs of JSC IDGC Holding.138

15. Operation and Technical PolicyIn collaboration with FGC UES, the Company preparedModel Terms of Reference for project documentationdevelopment titled “Organization ofInterchange in the Operational InformationBetween the NCCs of the SDCs of JSC IDGC Holdingand the NCCs of Branches of FGC UES.For the purpose of ensuring communication, theCompany established the Working Group forShaping Unified Information Model of the ElectricPower Sector of the Russian Federation. TheWorking Group is composed of representatives ofFGC UES, SO UPS, JSC, RusHydro, JSC RosenergoatomConcern and other energy companies.The main challenges in developing and implementingadvanced technologies of process controlautomation by IDGC Holding are associated with:— high rate of physical deterioration and obsolencethe primary and auxiliary equipment ofthe distribution grid sector;— inadequate formalization of the principalbusiness processes of process control;— lack of common regulatory and technicaldocumentation meeting state-of-the-artrequirements in the field of automation ofelectric grid control both at the level of IDGCHolding and the energy industry in general;— lack of integrated APCS development programsin the SDCs of JSC IDGC Holding;— insufficient volumes of information aboutthe electric grid operation modes and thecondition of the primary and auxiliary equipment;— varied technical policy in the field of APCSand inconsistencies in the implementation ofvarious APCS subsystems.control of the processes of implementation, operationand subsequent development of APCS by theSDCs of the Holding Company. Mid-term developmentof APCS within IDGC Holding is connectedwith delivering the following objectives:— development of common technical requirementsfor the subsystems of APCS (ModelModernization Program for TelemetryInformation Collection and DistributionSystems, dispatching communication, electricitymetering instruments and systems);— preparation of the strategy for developing“smart grids” in the electricity distributiongrid sector;— preparation of the Concept of Developmentof Relay Protection and Controls ofDistribution Grids;— development of methods for assessing theefficiency of electricity metering and electricityconsumption control systems;— development of model technical solutions forthe application of data from the system oftemperature monitoring in the process controland accident prevention systems;— development of model project of the systemof temperature monitoring of HV distributionlines;— development of model solutions of the systemof temperature monitoring of cable distributionlines;— development of model solutions of the systemof transformer temperature monitoring.The primary objective of JSC IDGC Holding inshaping conditions for the development andimprovement of process control automation is tocreate state-of-the-art regulatory and engineeringframework targeted toward innovative technologies.This objective cannot be accomplishedwithout developing the principal system-wide,regulatory and engineering documents specifyingthe principal requirements for APCS, the maindesign solutions and their feasibility studies. JSCIDGC Holding will work to create the organizationalstructure ensuring the coordination and139

JSC IDGC Holding. Annual Report 201015.2. Production Control, OccupationalSafety, and Process SafetyIncrease in reliability of electricity gridsIn 2010, work was performed to develop andimprove the system for recording process failuresin the electric grid sector pursuant to the resolutionadopted at the meeting of technical managersof the SDCs of JSC IDGC Holding. The followingrequirements were taken into account:— the Rules for Investigating into the Reasonsof Accidents in the Electricity Industry,approved by Resolution of the Government ofthe Russian Federation No. 846 of October28, 2009, in conformity with which allprocess failures in any network of 6 kV orabove are classified as accidents.— Guidelines for Calculating the Level ofReliability and Quality of Supplied Goods andRendered Serviced for Organizing theManagement of the Unified National (All-Russian) Electric Grid and Territorial GridOrganizations, approved by Order of theMinistry of Energy of the Russian FederationNo. 296 of June 29, 2010;— Instructions on the Investigation andRecording of Process Failures in the EnergySystems, Power Plants, Boiler Rooms, Electricand Heat Networks effective since January 1,2001 (to the extent hat it does not contradictthe Rules for Investigating into theReasons of Accidents in the ElectricityIndustry).As a result, the criteria for recording process failures(accidents) were expanded, causing significantgrowth of accident rates and the infeasibilityof comparative analysis against the previous fiscalperiods.The criterion for determining the reliability rate,based on the generally accepted internationalindicators and the Guidelines for Calculating theLevel of Reliability and Quality of Supplied Goodsis the duration of interruptions in power supply toservice consumers. The equivalent of the abovementionedindicator for the electric grid facilitiesof the subordinate grid organizations of JSC IDGCHolding is the System Indicator of the AverageDuration of Process Failures Related to Inter -rupted Electricity Supply for Consumers (for eadersof 6kV or above), which was 4.08 hours in 2010.Process FailuresBased on investigations into each process failure,IDGCs developed the following target programsfor raising the reliability rate of grid facilities:— engineering certification of electrical installations;— replacement of overloaded power transformerswith higher-capacity transformers;— replacement of porcelain suspended insulationof distribution lines with glass insulation;— replacement of oil circuit breakers with vacuumor SF circuit-breakers;— cleaning of the distribution line forest corridorand removal of trees growing beyond theforest corridor and threatening to fall downon the distribution line wires;— teleautomation of substations;— replacement of physically deteriorated andobsolent equipment and Relay Protectionand Automatic Equipment;140

15. Operation and Technical PolicyAverage Duration of Process Failures Related to InterruptedElectricity Supply for Consumers, hrs— replacement of the wooden towers of 6-35 kVdistribution lines with higher-than-averagedecay rate;— replacement of non-insulated wires with SIP-3 self-supporting insulated wire and theinsulated wires of 6-10 kV distribution linescrossing forests and populated areas;— reinstallation of towers from damaged foundationsonto the new ones;— installation of spiral reinforcement;— expansion of narrowed distribution lines forestcorridors (as designed);— rehabilitation of the system of capacitanceclosing ground current compensation in 6-10kV network;— creation of GPS-control for motor vehicles;— installation of additional interim towers forthe purpose of increasing the resistance ofdistribution lines to the changed conditionsof weather effects.141

JSC IDGC Holding. Annual Report 2010Reasons of Process Failures (Accidents) in 2010, %With the aim of reducing the reconditioning time for equipment damaged by act of nature, JSC IDGCHolding’s SDCs enter into framework agreements with contractors and adjacent energy systems to performaccident recovery work and with the Ministry of Civil Defence, Emergencies and Disaster Relief units to provideinformation and technical support.In addition to the target programs, investigations into each process failure involve specific measures to preventsimilar accidents in the future.142

15. Operation and Technical PolicyProduction Control, Occupational Safety, and Process SafetyJSC IDGC Holding’s SDCs operate hazardous productionfacilities, identified in accordance with FederalLaw No. 116-FZ of July 21, 1997, “On IndustrialSafety of Hazardous Production Facilities.” Mosthazardous production facilities are the facilitiesidentified as using fixed hoisting mechanisms.In accordance with Orders of the Federal Servicefor Environmental, Technological and NuclearSupervision of the Russian Federation(Rostekhnadzor) No. 606 of September 4, 2007,and No. 131 of March 5, 2008, some SDCs in 2008carried out the identification of facilities whoseproduction processes used hazardous substances(combustible liquids) exceeding by over 2% themaximum permissible volume of 200 tonnes asspecified by Federal Law No. 116-FZ of July 21,1997, “On Industrial Safety of HazardousProduction Facilities”; they also obtained registrationof hazardous production facilities on thestate register of transformer substation sites (118facilities of Tomsk Distribution Company and 183transformer substation sites of Komienergo, abranch of IDGC of the Northwest).All of the hazardous production facilities operatedby SDCs are registered on the State Registerand have the required Certificates of Registration.Compliance with the Rostekhnadzor requirementsin relation to the registration of substations rated35 kV and above on the state register of hazardousproduction facilities entails considerableexpenses associated with payment for trainingservices, industrial safety evaluation, and thepreparation and keeping of documents that overlapthe documents issued in the electric powerindustry. The aggregate expenses incurred by JSCIDGC Holding’s SDCs may total about 4.4 billionrubles. Neither Federal Law No. 116-FZ of July 21,1997, “On Industrial Safety of HazardousProduction Facilities” nor industrial safety rulesprovide for any technical requirements applicableto the structure, design, production, installation,or operation of oil-filled electrical equipment,which may lead to a higher accident rate. JSCIDGC Holding and its SDCs decided to initiateamendments to regulatory documents in order toeliminate the redundant industrial safety requirementsapplicable to substations rated 35 kV andabove, which was submitted to the Ministry ofEnergy of the Russian Federation in accordancewith the established procedure. The Ministry ofEnergy of the Russian Federation, accordingly,submitted proposals for amending Federal LawNo. 116-FZ of July 21, 1997, to the Ministry ofEconomic Development of the Russian Federationand the Federal Service for Environmental,Technological and Nuclear Supervision.JSC IDGC Holding’s SDCs developed and obtainedfrom Rostekhnadzor’s interregional territorialdepartments approval of the Regulations forProduction Control of Compliance with IndustrialSafety Requirements for Hazardous ProductionFacilities. At JSC IDGC of the Urals, theRegulations for Production Control of Compliancewith Industrial Safety Requirements forHazardous Production Facilities are in theapproval obtainment phase. The Regulations setforth the structure, powers, objectives, and functionsof the persons involved in organizing andexercising production control. As a result of theapproval of the Regulations, branches and productionunits of IDGC Holding entities appointed thepersons responsible for production control.2010 saw quantitative growth of accidents from 44to 56, in which 59 people were injured (versus 48in 2009), including 20 killed (against 19 in 2009).The principal factors of injury rate growth in 2010were as follows:— decrease in the qualifications rate and disciplineof the electrical personnel;— quantitative increase in electrical installationsin an unsatisfactory technical conditionwith dangerous defects;— increase in the scope of electric grid facilitiesand, accordingly, personnel headcountwithin the framework of the strategy for consolidatingelectric grid assets.Growth of the injury frequency rate (number ofthe injured per 1,000 people) from 0.27 to 0.31compared with 2009 is primarily caused by headcountgrowth. The injury frequency rate (numberof the killed per 1,000 people) was 0.106, i.e.remained almost the same as in 2009 (0.108).143

JSC IDGC Holding. Annual Report 2010Changes in the Volume of Occupational Injuriesof Individual SDCs and IDGC Holding Year-on-Year144

15. Operation and Technical PolicyCauses of Occupational Injuries of Individual SDCs and IDGC Holding in 2010Main Causes of Occupational Accidents in 2010Causes of Injuries Related to Occupational Accidents Occurring in 2010145

JSC IDGC Holding. Annual Report 2010Occupational Injury Rate in 2010According to the results of occupational safety measures in 2010, considering the comparative analysis ofthe industrial injury indicator taking account all production accidents, whose reasons include the fault ofSDCs’ personnel (including the injured themselves), health safety work performed by IDGC of Siberia and JSCLenenergo was recognized as unsatisfactory. The rate of injuries through the fault of the personnel of MOESK,Kubanenergo and IDGC of the Northwest is high and demonstrates a downward trend.146

15. Operation and Technical PolicyChanges in Occupational Safety Expenses in 2010, rubles in thousandsThe total occupational safety costs incurred by IDGC Holding increased by 13% (from RUB 2,184,528 thousandto RUB 2,478,584 thousand). Most funds (RUB 1,612,350 thousand) were spent to purchase personaland collective protective equipment, special clothes and footwear.147

JSC IDGC Holding. Annual Report 2010Per Capita Occupational Safety Expenses in 2010, thousand rubles per personIn 2010, all SDCs of the Holding Company workedto mitigate injury risks.The injury risk mitigation programs aim to reduceorganizational and technical risks associated withthe injuries of the personnel of the SDCs of JSCIDGC Holding. The implementation of these programsallowed lowering the mortal injury rate ofthe SDCs of the Holding Company, yet failed toavoid the general injury growth.In 2010, as part of improving work in the field ofoccupational safety and the mitigation of occupationalinjury risks, the following documents were148

15. Operation and Technical PolicyProtective equipment expenses in 2010, rubles in millionsdeveloped and submitted to the SDCs of theHolding Company to be implemented and serve asguidance in their work:— Guidelines for Equipment for PersonalProtection Against Thermal Influence ofElectric Arc. Requirements for Selection andOperating Procedure for the Employee of theSDCs of JSC IDGC Holding;— Methods for the Assessment, Analysis andDevelopment of Managerial Effects on thePersonnel Injury Risks.In 2011, work to implement the program for preventingpersonnel injury risks will continue.149

JSC IDGC Holding. Annual Report 2010Environmental ProtectionThe peculiarities of operations performed by distributiongrid companies do not involve any significantadverse environmental impact, capable ofcausing irreversible changes or environmental disasters.The requirements for electrical installationswith regard to environmental safety, providing forground protection against petroleum products(installation of oil-drip and drainage facilitiesunder oil-filled equipment more than 1 tonne ofoil), the protection of people and the animal worldagainst the impact of current-carrying parts(unavailability of unauthorized touch, penetration),etc are specified during the design phases.The principal areas of SDCs’ protecting the environmentfrom the adverse impact of their productionactivities are specified in the Programs ofEnvironmental Policy Implementation for2007–2009 (2008–2010) developed by eachregional and interregional grid company pursuantto Minutes of the Meeting of the ManagementBoard of RAO UES of Russia No. 1538pr/2 ofSeptember 25, 2006, and approved by their boardsof directors.In 2010, IDGC Holding worked in the followingareas of environmental protection: air protection,water protection and conservation, land protectionand conservation.Air protection included controlling the harmfulcontent of vehicle exhaust emissions to preventexcess values, adjusting vehicle fuel systems,replacing gasoline systems with gas-powered systems.The fiscal year witnessed activities aimed atimproving landscaping land. Some branches ofJSC IDGC Holding’s SDCs worked to develop andjustify sanitary protection zones where the keyadverse factor was that noise was generated bythe cooling systems of supply transformers if 35kV and above substations located near housingareas and that exhaust gas accumulated at vehiclefacilities located near housing areas.In general, in 2010, air emissions decreased versus2009 due to the air protection work performed.Water protection and conservation was connectedwith exercising compliance control with respectto maximum allowable concentrations in effluentsin the household plumbing and storm sewage system,repairing drainage systems, improving drainsewage systems, controlling the condition of thetreatment facilities of vehicle-washing plants andinstalling new filters and chemical agents atclosed-water-cycle vehicle-washing plants.Land protection and conservation was connectedwith disposing of production waste, transferringproduction waste to specialist organizations forsubsequent processing and dumping, setting limitson waste disposal, and providing equipment fortemporary waste storage places. In 2010, IDGCHolding generated 78,714 tonnes of waste; theyear-end balance was 2,462 tonnes. The fiscalyear saw limited soil reclamation. 81.12 out of the82.4 hectares of land damaged in 2010 were recultivated.Despite the inflation growth, in 2010, theCompany managed to reduce slightly its chargesfor permissible and above-standard emissions,discharges and waste disposals. The amount offive-fold charges for emissions, discharges andwaste disposals was reduced owing to the developmentand approval of permissive documentationby most SDCs of the Holding Company.The fee for negative environmental impact wentdown by RUB 3,415.3 thousand versus 2009 toRUB 52,352 thousand.In 2010, the following activities were performedto protect the environment against the adverseeffects of production operations:— use of self-supporting insulated wire in newconstruction, rehabilitation, technicalupgrading of high-voltage lines of up to1,000 V, construction of 6-20 kV armoredoverhead lines to reduce cutover area andprotect birds against electric shock;— the installation of noise screens at 110 kVsubstations allows bringing noise level indwelling zones down to the threshold level inaccordance with the requirements of SanitaryRegulations and Standards;— replacement of oil and low-oil circuit breakerswith vacuum circuit breakers to preventsoil contamination with petroleum products;150

15. Operation and Technical Policy— stock-taking and disposal of trichlorophenylfilledcapacitor banks ensures safe operation,deactivation and handling of equipmentwithout damaging people;— step-by-step replacement of oil-filled equipmentexits with solid- or polymer-insulatedexits to prevent soil contamination withpetroleum products;— step-by-step replacement of 6-10/0.4 kV oilimmersedpower transformers with oilimmersedhermetically-sealed transformersand dry transformers in rehabilitation andtechnical upgrading allows minimizing soilcontamination with petroleum products duringtheir use;— use of state-of-the-art cables with insulationof cross linked polyethylene and heat shrinksleeves in the construction and maintenanceof cable lines to reduce lead use;— renunciation of towers with pin insulators innew construction in the breeding grounds ofbig birds, the application of anti-bird chokes;— application of bird-protective devices predominantlyin bird habitats, on migrationpaths, including visual repellents andacoustic devices (widely used by IDGC ofSiberia, Volga, the Center and the VolgaRegion);— Guidelines for Organizing Work in the Field ofAir Basin Protection;— Guidelines for Organizing Work in the Field ofWater Basin Protection;— Guidelines for Organizing Work in the Field ofProtection of Subsoil and Soil AgainstContamination, Invasion and Depletion;— Guidelines for Organizing Work Aimed atAssessing the Compliance of Facilities withthe Requirements of EnvironmentalProtection Laws, Sanitary and HygienicCriteria, Justification of the Necessity andFeasibility of Developing Sanitary ProtectionZones;— Guidelines for Organizing Work of theEnvironmental Protection Unit (Function).The above-mentioned documents analyze andadjust for the distribution grid sector the requirementsof environmental protection regulations asapplied to the production operations of the SDCsof the Holding Company and specify systemicareas of activity aimed at performing theserequirements. Currently, the SDCs of JSC IDGCHolding, based on the above-mentioned materials,are developing the standards of organizationsadjusted for local peculiarities and the requirementsof regional regulatory documents.— repair of oil-drip and drainage devices.In 2010, JSC IDGC Holding developed the followingguidelines:151

JSC IDGC Holding. Annual Report 201015.3. Emergency Preventionand Emergency Recoveryin the Distribution Grid SectorFor the purpose of improving the performance ofdistribution grid companies aimed at preventingpossible natural and man-made emergencies,decreasing the duration of equipment restorationin case of large-scale process failures, JSCIDGC Holding, in 2010, performed the followingactivities:- developed and put into force (Order of CEONo. 104 of March 22, 2010) the Schedule ofthe Organization of Work on Preventing andRemedying Complicated Process Failures andEmergencies in the Electric Grid Sector of JSCIDGC Holding;— continued improving the level of interactionamong functions whose roles include preventingand remedying emergencies involvinggrid companies with a functional subsystemof the uniform state system ofprevention and response to emergencies bythe management bodies of the Uniform StateSystem of Prevention and Response toEmergencies of the constituent entities ofthe Russian Federation, the Ministry of CivilDefence, Emergencies and Disaster Relief;interfacing and developing supporting informationmanagement systems.— ensured ongoing readiness of the managementbodies, resources and tools of JSC IDGCHolding to respond to emergencies;— almost solved the issue of mutual assistanceamong the SDCs of JSC IDGC Holding inresponse to large-scale process failures.In the mid term, for the purposes of improving theefficiency of managerial decision-making in accidentresponse aimed at remedying complicatedprocess failures, accidents and emergencies, JSCIDGC Holding will develop a system for managingdistributed resources to perform accident re -sponse operations.152

15. Operation and Technical Policy153

Omsk

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JSC IDGC Holding. Annual Report 201016.Energy Efficiencyand Energy SavingJSC IDGC Holding is among the principal pursuers of government policy in thefield of energy conservation. The distribution grid sector works to optimize thestructure of 0.4-20 kV electricity distribution grid and the resulting transition tooptimal load distribution in low-voltage networks.0.4 kV lines account for one-third of all overheaddistribution lines of JSC IDGC Holding. In the contextof difficulties in load management and controlin the household sector, the optimization of0.4-20 kV electricity distribution grid is an importantmethod for enhancing energy efficiency andenergy conservation. The drawbacks of managementand control in low-voltage networks even atthe existing load level leads to the growth of bothprocess and commercial losses in the electric gridof 0.4 kV. Commercial losses are primarily causedby a large quantity of low-voltage electric gridfacilities and their availability for unauthorizedelectricity demand. The lack of efficient low-voltagenetwork regulation also impedes building afully functional system of 0.4 kV electric gridtraceability and manageability. High accidentrate in the 0.4 kV electric grid as compared with ahigh-voltage electric grid leads to the simplificationof the reliability rate of electric power supplyto customers.The trend toward capacity growth at main substationsto meet growing capacity demand shouldgive the floor to an integrated approach towardbuilding networks with efficiently loaded at mainsubstations. The principal engineering solution tothis objective should be the abandonment oflong-distance electric network of 0.4 kV and thedevelopment of 10-20 kV network, including theoptimal siting (approaching) of pole-mountedthree-phase and single-phase transformers to thegroups of customers.156

16. Energy Efficiency and Energy SavingStudy of the technical condition of 110 kV highvoltageline showed that almost 65% of distributionlines have obvious signs of deterioration,reducing line distribution capacity to 50% orbelow.Mechanical and thermal loads experienced by distributionline wires lead to plastic deformation,thus limiting the possibility of their full load. Torestore (increase) the capacity of commissionedoverhead distribution lines, the following set ofengineering activities need to be performed:— determination of the actual technical conditionof distribution lines based on state-ofthe-artmethods using advanced tools fortechnical condition diagnosis and control;— development of activities aimed at raisingthe distribution capacity of high-voltagelines accompanied by the determination oftheir implementation priorities;— restoration of administrative documentationon high-voltage lines;— switch to distribution line load control inaccordance with the actual data concerningthermal resistance of high-voltage wiresaccompanied by integration into the systemsof process and emergency control of powersystems.The principal areas of activity performed by JSCIDGC Holding in the field of energy conservationand energy efficiency enhancement are as follows:— organization of the activities of the SDCs ofJSC IDGC Holding in the field of energy conservationand energy efficiency enhancement;— improvement of the regulatory framework;— creation and improvement of conditions fordeveloping and implementing innovativetechnologies in the distribution grid sector;— ensuring the implementation of the Programof the Enhancement of Energy Conservationand Energy Efficiency of the SDCs of JSC IDGCHolding.157

JSC IDGC Holding. Annual Report 2010As part of the above-listed activities, with a viewto perform the requirements of Federal Law of theRussian Federation No. 261-FZ of November 23,2009, “On Energy Conservation and EnergyEfficiency Enhancement and the Amendment ofIndividual Legislative Acts of the RussianFederation,” JSC IDGC Holding established specializedfunctions and is implementing the conceptof creating the Program of the Enhancementof Energy Conservation and Energy Efficiency ofJSC IDGC Holding; the SDCs of JSC IDGC Holdingappointed persons responsible for pursuingenergy conservation policy.For the purposes of contributing to the implementationof government policy in the field of energyconservation, broadening the opportunities forimplementing energy conservation activities forelectricity consumers, JSC IDGC Holding organizedwork aimed at the establishment of specializedenergy service companies by the SDCs of theHolding Company. The primary objective of theestablished companies is to render integratedservices and increase their availability to electricityconsumers in the area of energy conservation,including energy audit, the provision of energyservices, the implementation of activities andprojects in the field of energy conservation andenergy efficiency enhancement. Energy servicecompanies will be reliable partners in the implementationof energy conservation activities andthe enhancement of energy efficiency of consumers’business.The following targets of energy conservation andenergy efficiency enhancement were approved inaccordance with the programs of energy conservationof the SDCs of JSC IDGC Holding:— decrease in per-unit consumption of energyresources for production and business needs;— reduction of electricity losses;— implementation of the Long-Term Develop -ment Program for Electricity MeteringSystems in the Retail Market.Energy efficiency is enhanced by the SDCs of JSCIDGC Holding by means of organizational andengineering activities and action aimed atimproving the systems of design and technicalelectricity metering.In 2010, the effects of activities for reducing electricitylosses were 2,069.3 million kWh (RUB3,346.2 million).Measures Aimed at Reducing Electricity Losses in 2010Program/ActivityEffect,million kWhEffect, RUBin millions1. Target activities aimed at reducingelectricity losses, including1,537,63 2,260.41.1. Organizational activities 136,39 223.41.2. Engineering activities 395.29 862.51.3. Activities aimed at improving the electricitymetering system28.19 44.441.3.1. including activities related to the implementationof the Long-Term Development Program for ElectricityMetering Systems28,19 44,44158

16. Energy Efficiency and Energy SavingPrincipal measures contributing to the reductionof electricity losses in the distribution processinclude the disconnection of transformers at two-(or more) transformer substations (220)110/35/10;110(35)/10 kV in the low-load mode; the disconnectionof transformers at 10/0.4 kV packagetransformer substations with a seasonal load; theleveling of 0.4 kV phase loads through the relocationof connected customers; the widening of thesection of 10 and 0.4 kV overloaded distributionlines; the replacement of overloaded and underloadedpower transformers; the optimization ofload and operational modes of electricity distributiongrids.Principal Measures to Reduce Electricity Network Losses in 2010MeasuresReduction in Losses, million kWhReplacing distribution line wires 24.58Replacing overloaded/underloaded transformers 17.72Switching off transformers at 2-transformer substations and at seasonallyloaded substations180.82Equalizing phase loads in 0.4 kV networks 14.14Optimizing loads of substations and line disconnection points by means ofswitch operation in main networks6.27Regulating reactive power at distribution grid centers 4.11In 2010, the scope of new energy conservationequipment commissioning was as follows:Commissioning of Energy Conservation Equipment in 201035-220 kV Substations 0.4-20 kV Transformer Substations High-Voltage Lines / Cable LinesMVA RUB in millions MVA RUB in millions km RUB in millions2,988.6 19,940.1 931.3 6,752.7 4,930.3 12,135.4159

JSC IDGC Holding. Annual Report 2010Energy Conservation Equipment Commissioned Under the Investment Program in 2010Consequently, in 2010, energy-efficient equipmentat 35-220 kV substations and 0.4-20 kV networkconnections accounted for 69% of totalequipment costs for the purposes of energy conservationof the SDCs of JSC IDGC Holding.Energy-efficient equipment accounted for 31% ofthe equipment of high-voltage lines / cable lines.The fiscal year saw further work aimed at reducingnon-technical losses. In 2010, more than 321thousand commercial metering instruments wereinstalled and replaced, which allowed increasingthe scope of rendered distribution serviced by anaverage of 10%. The resulting decrease in electricitylosses from the reduction of systemicinstrumental error of the outdated fleet of ratedmetering instruments in 2010 was 21.62 millionkWh. The fiscal year saw the replacement of 123.5thousand ordinary-wire tappings between 0.4 kVhigh-voltage lines and buildings with self-supportinginsulated wire (SIP) tappings and theinstallation of metering instruments on the buildingfacades, which allows lowering the likelihoodof non-recorded electricity consumption, unauthorizedaccess to feed lines, external effects onthe correct meter operation. In 2010, as a resultof this activity, electricity losses decreased by1.67 million kWh against 2009.During 2010, technical (instrumental) audits wereperformed at 1,700 thousand electricity meteringsets. The statements of payment for unrecorded(non-contractual and non-recordable) consumptionof 1,158 million kWh of electricity were identifiedand prepared. For detailed analysis of thereasons causing high loss, their siting and elimination,work was performed to equip additionalelectricity metering points; in 2010, more than 12thousand commercial meters were installed,replaced or repaired. For the purpose of determiningthe scope of provided electricity distributionservices, the personnel of IDGC, on a monthlybasis, visits household customers and controlsmeasurements taken by the rated metering instru-160

16. Energy Efficiency and Energy Savingments installed by corporate entities. The area inwhich IDGCs operate includes more than 18 millionpoints of supply to household customers and1.66 million points of supply to corporate entities(including the network of adjacent TGOs). During2010, the frequency of measurement taking activitiesperformed by IDGCs was as follows: forhousehold customers, on a quarterly basis (morethan 4.5 million points of supply per month); forcorporate entities, with regard to meters installedat the facilities of IDGCs, on a monthly basis(more than 450 thousand points of supply permonth); at the customer’s facilities, on a quarterlybasis (more than 250 thousand points of supplyper month). The Company conducted more than30 million audits of correct reading and reliabilityof provided details of meter readings, whichincreased productive supply and decreasedrecorded electricity losses by more than 247 millionkWh. In 2010, the SDCs of JSC IDGC Holdingperformed activities aimed at reducing auxiliaryenergy resource consumption. The primary objectivepursuant to Federal Law of the RussianFederation No. 261-FZ of November 23, 2009, wasto equip the points of supply with the meters ofenergy resources. As of January 1, 2011 3,658 auxiliarymeters were put into operation, meteringorganization costs were RUB 47,496.7 thousand(exclusive of VAT). The effects of activities aimedat reducing auxiliary energy resource consumptionwere RUB 113,271 thousand.Target Measures to Reduce Energy Resource Consumptionby Production and Auxiliary Facilities in 2010Program/activity descriptionUnitof MeasurementEffect in KindEffect, RUBin thousandselectricity thousand kWh 34,114 95,916Heat Gcal 12,269 13,312Hot water supply thousand m 3 8 132Cold water supply thousand m 3 330 7,479Natural gas thousand m 3 571 3,153Total 113,271The sources of the energy conservation program financing were investment and maintenance programs.In accordance with the investment programs of the SDCs of JSC IDGC Holding, in 2010, RUB 40,223.1 million(exclusive of VAT) were allocated in energy conservation and energy efficiency enhancement.161

Stavropol Territory

Murmansk region

JSC IDGC Holding. Annual Report 201017.Innovation and R&DInnovative development of the distribution grid sector is an importantarea of activity for JSC IDGC Holding.JSC IDGC Holding has a Scientific and TechnicalCouncil. The primary objectives of the Council areto develop scientific and technical policy, toimplement the achievements of domestic and foreignscience and engineering, to coordinate theplans of research and development work on theissues of development of electric grid facilities, toimprove the quality of fixed asset operation andmaintenance, to contribute to higher operationalreliability of equipment and to reduce accidentrate in the distribution grid sector.The Scientific and Technical Council is composedof the technical directors of JSC IDGC Holding andits SDCs and retained experts. The Council ischaired by N. N. Shvets, Director General of JSCIDGC Holding.In 2010, JSC IDGC Holding developed the Concept(principal provisions) of the Concept of theInnovative Development Program of JSC IDGCHolding for 2011–2016. The Concept provides forthe development and implementation of a set ofmeasures aimed at implementing new technologies,innovative products and services, whichincludes the monitoring of engineering level andinnovative processes, the management of innovativedevelopment, the organization of R&D, thedetermination of financing sources, participationin engineering forecasting and the operations ofengineering platforms, staffing of the electricitydistribution grid sector to work in the field ofbreakthrough technologies.On January 26, 2011, the Board of Directors of JSCIDGC Holding approved the approaches set forthin this Concept and specified time limits for thekey phases of preparation of the programs ofinnovative development of JSC IDGC Holding andits SDCs.As part of accomplishing the objective of orga -nizing the system of scientific support for theope ra tions of IDGCs, the Company established164

17. Innovation and R&Da subsidiary, JSC Research and Engineering Insti -tute of IDGC, which was supposed to become a plat -form for improving the system of innovative managementand technical facilities of IDGC Holding.The innovative component of the Research andEngineering Center’s activities includes:— performance of R&D on the base of proprietaryand borrowed scientific ideas, organizationand financing of developments for thebenefit of IDGC Holding;— development of regulatory, technical andmethodological framework ensuring commonapproaches to the implementation of innovativeand energy-efficient technologies in thegrid sector;— development of typical unified design solutionsbased on the broad application of innovativetechnologies of state-of-the-art electricalequipment, products and materials;— expert review of design solutions with respectof their compliance with the existing regulatoryrequirements for energy and environmentalsafety, standardization and unification;— certification of compliance of domestic andforeign equipment with technical requirementsfor applicability to distribution grids;— determination of cost effective scales of theinnovative process and the most promisingsegments for the application of innovations;— organization of innovative centers of experimentaltesting of new technologies andequipment through the implementation ofpilot projects.The person accountable for the Company’s innovativeactivities was appointed from amongDeputy Directors General to perform the functionsof managing innovative development at the levelof JSC IDGC Holding.The Center for Strategy, Development andInnovations was established to support the activitiesrelated to conducting engineering audit,developing and implementing the Company’sinnovative development program and to renderorganizational support for the activities of themanager accountable for JSC IDGC Holding’s innovativedevelopment.165

JSC IDGC Holding. Annual Report 201018.Tariff Regulation forElectricity DistributionServices18.1. Tariff PolicyThe tariff policy of JSC IDGC Holding is based onthe principle of ensuring uninterrupted and reliableenergy supply by maintaining the balance ofeconomic interests of electricity suppliers andconsumers.Electricity distribution is a regulated activity governedby a number of regulations:— Federal Law No. 35-FZ of March 26, 2003, “Onthe Electric Power Industry”;— Resolution of the Government of the RussianFederation No. 109 of February 26, 2004, “OnPrice Formation in Relation to Electricity andHeat in the Russian Federation”;Resolution of the Government of the RussianFederation No. 109 of February 26, 2004, specifiesthe methods of electricity tariff regulation:— costs plus method;— tariff indexing method;— RAB method (return on capital employed).Prior to 2009, the principal method of regulatingthe tariffs for electricity distribution serviceswithin the voltage range of 0.4 to 110 kV wascosts plus method, which provided for the annualrevision and approval of tariffs based on theplanned costs of distribution grid companies.166

18. Tariff Regulation for Electricity Distribution ServicesSince 2009, the distribution grid companies managedby JSC IDGC Holding, started switching tolong-term tariff regulation based on the RABmethod. Guidelines on Tariff Regulation Applyingthe Return on Invested Capital Method wereapproved by Order of the Federal Tariff Service ofthe Russian Federation No. 231-e of June 26, 2008.Before 2010, long-term RAB-regulation had beenthe only method of regulation realizing the possibilityof long-term tariff solutions.In accordance with Directive of the Government ofthe Russian Federation No. 30-р of January 19,2010, the Federal Tariff Service of the RussianFederation developed and approved:— Guidelines on Calculating the Tariffs forPower Distribution Services Based on LongtermParameters of Regulation of theOperations of Territorial Grid Organizations(approved by Order the Federal Tariff Serviceof the Russian Federation No. 174-e/8 of July29, 2010).— Guidelines on Calculating and ApplyingDecreasing (Multiplying) Factors WhichAllow Ensuring the Conformity of Tariff Levelto Reliability and Quality Level (approved byOrder the Federal Tariff Service of theRussian Federation No. 254-e/1 of October26, 2010).The Federal Tariff Service of the RussianFederation approved the procedure for providingconcurrence for transition to RAB-based tariffregulation and extending the duration of the firstthree-year long-term period of regulation167

JSC IDGC Holding. Annual Report 2010(approved by Order the Federal Tariff Service ofthe Russian Federation No. 183-e/1 of July 18,2010).The procedure for providing concurrence for transitionto RAB-based tariff regulation defined theprincipal requirements for the Company wishingthe switch to this method. The requirementsinclude the following indicators:— the value of the companies’ assets of at leastRUB 3 billion or the share of conventionalunits of distribution grid company exceeding10% of all conventional units of all grid companiesof the constituent entity of theRussian Federation;— considerable portion of borrowings in thestructure of financing of long-term investmentprogram (at least 30% of long-terminvestment program or at least 20% of thevalue of capital employed as of the end oflong-term period of regulation);— turnover of accounts receivable for the yearpreceding the first long-term period of regulationof not more than 135 days.Method of regulation based on long-term parameters(hereinafter, the “Long-term IndexingMethod”) provides for restrained rates of investmentactivity and applies to the regions in whichbusiness growth is not projected.RAB-regulation, in its turn, provides for the implementationof large-scale investment projects andwas developed for the regions whose economy isdeveloping successfully.For the purposes of preventing sharp changes intariffs, the RAB-regulation method includes a“smoothing” mechanism which allows offsettingthe investment activity of distribution grid companieswithin one period of regulation.18.2. Tariff Campaign ResultsThe goal of the 2011 tariff campaign specified inDirective of the Government of the RussianFederation No. 30-р of January 19, 2010, is toimplement long-term tariff regulation, specificallyusing the RAB method in respect of thebranches of the SDCs of JSC IDGC Holding.The outcome of this work is the transition of 36branches of the SDCs of JSC IDGC Holding to longtermtariff regulation using RAB method for theperiod 2011–2015. For example, to date, RAB-regulationhas been implemented by 85% ofbranches of the SDCs of the Holding Company.Only 7 regions in which IDGC Holding functionshave implemented long-term indexing regulationmethod: Komi, Buryatia, the Arkhangelsk,Murmansk, Volgograd, Kemerovo and KaliningradRegions.The Republics of Daghestan, Chechnya andKarelia, due to challenging socio-political situation,have delayed transition to long-term tariffregulation until 2012.168

18. Tariff Regulation for Electricity Distribution ServicesEvolution of the Implementation of Long-term Tariff RegulationSchedule of Transition to RABMRSK/DGC 2009 2010 2011 TotalJSC IDGC North West 1 2 3JSC IDGC Center & Volga 2 3 4 9JSC IDGC Urals 2 2 4JSC IDGC N.Caucasus 5 5JSC Kubanenergo 2 2JSC IDGC Volga 7 7JSC IDGC South 2 1 3JSC Lenenergo 2 2JSC Tyumenenergo 3 3JSC IDGC Siberia 3 5 8JSC IDGC Center 3 4 4 11JSC MOESK 2 2Total 8 11 38 59169

JSC IDGC Holding. Annual Report 2010Changes in Weighted Average Tariffs of Electricity DistributionDistribution of Costs in the Tariff of Electricity Distribution (rubles in billions)170

18. Tariff Regulation for Electricity Distribution ServicesThe electricity distribution tariff is a set ofrecorded costs in connection with paying for theservices of FGC UES for electricity distributionthrough the Unified National (All-Russian)Electric Grid (UNEG), costs associated with purchasingelectricity for the purposes of offsettingengineering grid consumption (losses), expensesin connection with paying for the services ofother grid organizations of the region and the revenueof companies managed by JSC IDGC Holding.The breakdown of electricity distribution tariffs in2010 in the distribution grid sector is as follows:— tariff revenue of companies managed by JSCIDGC Holding: 45.8%;— energy purchased for offsetting engineeringconsumption (losses) of electricity: 15.5%;— payment for the services of FGC UES: 20.3%;— payment for the services of territorial gridorganizations: 18.4%.171

Ekaterinburg

Nizhny Novgorod

JSC IDGC Holding. Annual Report 201019.Investmentsin the DistributionGrid Sector19.1. IDGC Holding ConsolidatedInvestment ProgramThe principal goals of the Company’s investingactivities are to ensure the reliable and uninterruptedpower supply for customers, enhance theoperating efficiency and financial stability ofIDGC Holding entities, satisfy effective demandfor electricity and heat, and achieve long-termgrowth in the capitalization of JSC IDGC Holding.With a view to contributing to the sustainabledevelopment of grid infrastructure and efficientlyimplementing JSC IDGC Holding’s investment programs,the Company drafted a consolidatedinvestment program for 2009 and plans for2010–2011. The investment program wasadjusted for a fall in power consumption in theRussian Federation, an increasing shortage ofelectricity consumers’ funds, the transition to newrelationships with customers with respect toguaranteed connections, the formation of a list offacilities necessary for power supply for preparationsfor and holding of the 2014 Winter Olympicsin Sochi, and higher prices of long-term loans.The investment programs of the SDCs of JSC IDGCHolding are adjusted for the following principalrequirements:— Compliance with the models and programs ofprospective development of the electricityindustry of the constituent entities of theRussian Federation.— Inclusion of the facilities initiated in 2009;facilities at least 30% of whose construction,rehabilitation, technical upgrading startedhas been implemented.— Inclusion of the facilities intended for preventing(reducing) long-lasting interruptionof power supply to socially important facilitiesand vital infrastructure.— Inclusion of the facilities in an unsatisfactorytechnical condition, whose routinemaintenance and repair are economically andtechnically infeasible.— Inclusion of the facilities from target programs.— Ensuring that metering instruments closeboundaries with large customers accountingfor more than 60% of the revenue of DGCs,including 100% close of boundaries with theconsumers of over 750 kVA and adjacent grid174

19. Investments in the Distribution Grid Sectororganizations (TGOs) accompanied by thepostponement of automation work until alater date.— Inclusion of the facilities necessary to performobligations under network connectionagreements to be implemented in 2010, inquarter I of 2011.Furthermore, pursuant to Resolution of theGovernment of the Russian Federation No. 977 ofDecember 1, 2009, the consolidated investmentprogram contains the facilities ensuring theimplementation of the following programs:energy conservation and energy efficiencyenhancement; creation of the system of emergencyand process control automatics; implementationof programs for creating the telecontroland communication system; installation of voltageregulators and reactive power compensators.Investment planning is an integral part of the businessplanning and budgeting systems of distributiongrid companies. The development of investmentprograms takes into account the effects oftheir implementation on the economic result ofcompanies operating in the distribution grid sector.19.2. Results of Investing ActivitiesThe investing activities of distribution grid companiesare aimed at developing interregional electricdistribution grids as a part of the electricitydistribution grid sector of the Russian Federation,ensuring reliable and uninterruptible transportationof electricity to customers, economically sustainableand profitable functioning of companies.IDGC Holding’s equity investment is the capitalexpenditures that include expenses associatedwith new construction; expansion, rehabilitation,and technical upgrading of production and nonproductionfacilities; the acquisition of buildings,structures, equipment, land plots and naturalassets, the purchase and creation of intangibleassets and other expenses connected with capitalinvestment as well as capital investment in theshares in electric grid companies.In 2010, the value of capital investments was RUB87,023 million, exclusive of VAT; fixed assets commissioned,RUB 92,155 million. In 2010, the indicatorsof commissioned facilities were 8,770 MVAand 16,916 km.175

JSC IDGC Holding. Annual Report 2010Key Indicators of Investing Activities in 2010CompanyCapitalInvestment, RUBin millions,exclusive of VATCommissionedFixed Assets,RUB in millions,exclusive of VATCommissionedFixed Assets,MVACommissionedFixed Assets, kmIDGC of Siberia 3,851 3,727 424 1,060JSC Tomsk Distribution Company 425 350 85 627JSC Tyumenenergo 6,567 6,846 741 256JSC IDGC of the Urals 4,562 5,282 669 1,670JSC IDGC of the Volga 4,254 4,556 520 1,144JSC IDGC of the South 1,804 1,576 296 467JSC Kubanenergo 2,498 2,851 265 166JSC IDGC of the North Caucasus 2,187 2,041 216 600JSC Nurenergo 157 179 64 49JSC IDGC of the Centerand the Volga Region8,414 7,287 711 2,226JSC IDGC of the Northwest 2,706 2,574 299 897JSC Lenenergo 15,813 13,750 932 1,508JSC Yantarenergo 1,131 990 126 64JSC IDGC of the Center 12,230 10,009 1,050 4,155MOESK 19,531 28,694 2,276 2,005JSC Tyvaenergo 65 78 0 0JSC Unified Power Sales Company 827 1,366 95 22Total for IDGC Holding 87,023 92,155 8,770 16,916176

19. Investments in the Distribution Grid SectorChanges in Commissioned Capacity Under the IDGC HoldingConsolidated Investment Program for 2008–2010Company2008 2009 2010MVA km MVA km MVA kmIDGC of Siberia 782 1,217 639 1,294 424 1,060JSC Tomsk Distribution Company 51 40 81 39 85 627JSC Tyumenenergo 1,191 314 2,043 269 741 256JSC IDGC of the Urals 701 1465 491 951 669 1,670JSC IDGC of the Volga 1,088 2,727 396 448 520 1,144JSC IDGC of the South 533 1,332 288 628 296 467JSC Kubanenergo 781 325 250 109 265 166JSC IDGC of the North Caucasus 155 350 109 192 216 600JSC Nurenergo 15 - - 6 49 64 49JSC IDGC of the Centerand the Volga Region432 1,501 930 665 711 2,226JSC IDGC of the Northwest 410 790 276 620 299 897JSC Lenenergo 705 357 832 669 932 1,508JSC Yantarenergo 110 68 81 29 126 64JSC IDGC of the Center 660 3,263 877 2,414 1,050 4,155MOESK 3,157 1,132 2,268 2,014 2,276 2,005JSC Tyvaenergo* - - 2 6 0 0JSC Unified Power Sales Company* - - 175 22 95 22Total for IDGC Holding 10,755 14,882 9,744 10,418 8,770 16,91615Data for 2008 are as specified in the annual report of JSC IDGC Holding for 2008.177

JSC IDGC Holding. Annual Report 2010Changes in Capital Investment Under the IDGC Holding Consolidated Investment Programfor 2008–2010 (rubles in millions, exclusive of VAT)Changes in Commissioned Capacity Under the IDGC Holding Consolidated Investment Programfor 2008–2010 (rubles in millions, exclusive of VAT)In 2010, capital investment grew by 13% year-on-year. This was accompanied by a minor decrease in the visibletransformer capacity (by 10% compared with 2009) and considerable growth of commissioned distributionlines by 14% versus 2008 and by 62% against 2009.178

19. Investments in the Distribution Grid SectorBreakdown of IDGC Holding’s Capital Investment in 2010Breakdown of Financing Sources for IDGC Holding’s Investment Program in 2009(rubles in millions, exclusive of VAT)In 2010, the principal areas of capital investment are technical upgrading and rehabilitation (51.6%) andnew construction (42.7%).The principal sources of the 2010 investment program are tariff sources, accounting for 43%; raised funds(18%), follow-on offering (2%), connection¬¬¬ fee and other sources (37%).179

JSC IDGC Holding. Annual Report 2010Lines and Structure of Capital Investment Under the ConsolidatedInvestment Program (rubles in millions, exclusive of VAT)No Investment 2008 2009 20101Technical upgrading andrehabilitation62,482 58.8% 34,428 44.8% 44,947 51.6%2 New construction 39,569 37.2% 38,800 50.5% 37,162 42.7%3 Intangible assets 77 0.1% 8 0.0% 132 0.2%4 Long-term financial investments 466 0.4% 425 0.6% 2,778 3.2%5 Acquisition of fixed assets 3,730 3.5% 3,189 4.1% 1,969 2.3%6 Other 0 0.0% 0 0.0% 36 0.0%Total for IDGC Holding 106,324 100% 76,850 100% 87,023 100%IDGC Holding Consolidated Investment Program for 2011IDGC Holding Consolidated Investment Programfor 2011–2015 was developed in 2010 based onthe distribution grid sector’s need for technicalupgrading and rehabilitation, new construction,specifically for network connection of customers,the implementation of target programs includingthe transition of grid companies to long-term tariffregulation based on the principle of return oncapital employed.IDGC Holding Consolidated Investment Programfor 2011–2015 was prepared in 2010 based on theinvestment programs of the SDCs of IDGC Holdingapproved by executive bodies (pursuant toResolution of the Government of the RussianFederation No. 977 of December 1, 2009) andincludes facilities for ensuring the implementationof the following programs:— renovation of the primary and auxiliaryequipment;— energy conservation and energy efficiencyenhancement;— creation of the system of emergency andprocess control automatics;— implementation of programs for creatingtelecontrol and communication systems;— installation of voltage regulators and reactivepower compensators.180

19. Investments in the Distribution Grid SectorIDGC Holding Consolidated Investment Program for 2011CompanyCapitalInvest ment,RUB in mil -lions, exclu -sive of VATFinancing, RUBin millions,Inclusive of VATCommission -ed Capacity,RUB in mil -lions, exclu -sive of VATCommission -ed Capacity,MVACommission -ed Capacity,kmIDGC of Siberia 8,746 10,035 8,428 833 1,908JSC Tomsk Distribution Company 707 807 773 27 78JSC Tyumenenergo 15,217 17,744 9,205 410 74JSC IDGC of the Urals 7,781 8,746 7,738 422 577JSC IDGC of the Volga 7,298 8,612 6,725 502 978JSC IDGC of the South 5,488 6,476 5,774 269 909JSC Kubanenergo 9,162 9,492 8,423 563 302JSC IDGC of the North Caucasus 6,237 7,360 5,941 347 996JSC Nurenergo 274 323 284 9 83JSC IDGC of the Centerand the Volga Region14,209 16,552 15,188 1,017 2,769JSC IDGC of the Northwest 4,861 6,127 4,064 329 584JSC Lenenergo 22,662 26,716 21,362 1,038 925JSC Yantarenergo 854 1,052 1,165 127 261JSC IDGC of the Center 16,986 19,738 16,744 1,351 3,633MOESK 42,036 49,603 31,049 3,456 1,175JSC Tyvaenergo 39 46 35 0 6JSC Unified Power Sales Company 2,751 2,721 726 24 49Total for IDGC Holding 165,308 192,149 143,624 10,722 15,308The commissioning of new capacity under the investment projects of the SDCs of JSC IDGC Holding is a priorityof investment activities as part of implementing the investment program.181

JSC IDGC Holding. Annual Report 2010JSC IDGC of the Volga110 kV Rostoshi substation (50 MVA) was commissionedto ensure electric power supply to housingestates 16, 19 and 20 in Orenburg, the village ofRostoshi-2, Kosmos–90 residential cooperativeand to raise the reliability of the existing customers,i.e. the village of Rostoshi-1, housingestates 17 and 18 in Orenburg and to remove transitcapacity flows through urban electric grids (abranch of Orenburgenergo).110/10 kV Severo-Zapadnaya substation (25MVA), a backbone supplying substation of thenorthwestern part of Saransk, was commissionedupon rehabilitation of start-up facility I.The rehabilitation of the substation allowed raisingthe reliability of electric power supply toindustrial enterprises, socio-cultural assets andthe households of Saransk and creating new productionfacilities for the potential growth of thetarget market for the services provided by thebranch of Mordovenergo.110/10 kV Tanayevskaya substation (80 MVA) wasput into operation.The construction of the new substation of 110 kVallowed connecting new Samara customers,increasing the operational reliability of Gorod -skaya-2 and Klinicheskaya substations due totheir possible partial overload, to ensure significantreduction of electricity losses and to raiseelectricity metering level (a branch of SamaraDistribution Grids).IDGC of SiberiaUnder the program of expansion and rehabilitationof electric grid facilities with a view to raisethe reliability of electric power supply to the customersof Bichugsky and MukhorshibidskyDistricts of the Republic of Buryatia and to ensurethe connection of new customers to the electricgrids of Buryatenergo’s branch, in March 2010, therehabilitation of 110 kV distribution lineGusinoozyorsk — Okino — Klyuchi (16.3 km) wasfinalized.Under the program of innovations, the rehabilitationof 110 kV Zapadnaya substation (80 MVA) wascompleted. The commissioning of new facilitiesallowed ensuring reliable, high-quality and uninterruptibleelectric power supply to Zhelezno -dorozhny District of Ulan-Ude, the connection ofnew customers and to create network connectionreserve for prospective customers from amongsmall and medium enterprises (a branch ofBuryatenergo).The operations of phase I aimed at rehabilitating110/6 kV substation No. 8 Tzemzavod (63 MVA) inKrasnoyarsk were completed.The commissioning of the substation allowedeliminating the shortage of consumed capacity ofthe dry concrete manufacturing works andensured the connection of new customers from anintegrated residential center of the new city quarters(a branch of Krasnoyarskenergo).The first phase of 110 kV Pribrezhnaya substation(40 MVA) was put into operation.The construction of the substation is part of thetop-priority national project “Available Comfort -able Housing for the Citizens of Russia.”The goal of the investment project is to createelectric grid infrastructure for ensuring reliableelectric power supply to the existing customersand to connect newly built housing estates inOmsk, including about 40 new social infrastructureassets such as health centers, kindergartens,public schools, institutions of further education,stores and other social and vital infrastructureassets (a branch of Omskenergo).As part of performing the agreement for networkconnection and for the purposes of developingthe infrastructure of the industrial center and residentialdistricts of Abakan, to raise the reliabilityof electric power supply and to ensure the functionalstability of the grid sector system, the operationsfor rehabilitating 110 kV Kalininskaya substation(40MVA) (a branch of Khakasenergo) werefinalized.JSC IDGC of the SouthThe rehabilitation of 110 kV Golovnaya – Kislovodistribution line crossing Bykovsky District of theVolgograd Region, including wires and towerreplacement (11.0 km), was completed.182

19. Investments in the Distribution Grid SectorThe project was developed and implemented forsolving the issues of prospective development of110-220 kV electric grids and reliable electricpower supply to the region until 2015.The investment project implementation will allowensuring regulatory level of reliability and theexisting contractual obligations for electricitysupply to the customer (a branch of Volgograd -energo).The construction of 110 kV R-27 (Tsentralnaya)substation with 110 kV R-27 — Р-1 cable linewas finalized. The expansion of 110/35/6 kVR-1 substation with 110 kV 2х1.1 km cable line,the following equipment was installed: atsubstation R-27: transformers 2х40 MVA;five 110 kV SF6 circuit-breakers; 2х250 kVAauxiliary transformers; 42 vacuum circuit breakers;at 110 kV R-1 substation, one 110 kV SF6circuit-breaker.The goal behind the project implementationwas to ensure reliable energy supply to theprospective residential area and social infrastructureassets in the central part of Rostov-on-Don and to ensure more reliable and uninterruptibleenergy supply to the existing customers,including category I customers in an environmentof densely built residential area (a branchof Rostovenergo).The construction of start-up facility I of 110 kVKirov substation (Yubileinaya) with 110 kV (40.0MVA, 26.8 km) distribution line was commissioned.The necessity of the investment project implementationis connected with the lack of electriccapacity in the central districts of Astrakhan.Capacity requests submitted by customers can notbe satisfied due to technical impossibility.The project implementation as part of twostartu p facilities will allow reducing capacityshortage and give the possibility of connectingnew customers from the residential and utilitysector, small and medium businesses and relocatinga part of load from overloaded 110 kVSevernaya substation within up to 10 MW.Another effect will be a decrease in electricitylosses in low-voltage grids in connection withthe transition to the voltage rate of 10 kV (abranch Astrakhan energo).JSC IDGC of the NorthwestPhase II of the rehabilitation of 110 kVTsentralnaya substation (40 MVA) was put intooperation.The facility is located in the center of Vologdaand supplies electricity to the social infra -structure, residential buildings, production enterprises,including the traction substations oftrolleybus lines.The completion of the substation rehabilitationallowed ensuring reliable electric power supply tocustomers and satisfying the needs of the newlybuilturban infrastructure assets and housing(a branch of Vologdaenergo).June 2010 saw the finalization of rehabilitationof 110 kV Mikun — Yedva high-voltage line No.177 (the area between Vezhaika and Vozhskaya)(24.1 km).The goal behind the project implementation is toraise the reliability of electric power supply tocustomers in the Komi Republic (a branch ofKomienergo).The rehabilitation of 110 kV Voznesenie —Terentievskaya overhead distribution line (27 km)was finished.The implementation of this investment improvedthe reliability of electric power supply to the customersin Verkhnetoyemsky and VinogradovksyDistricts (a branch of Arkhenergo).JSC LenenergoAs part of rehabilitating 110 kV Pushkin —Yuzhnaya substation No. 185 in Saint Petersburg,T-1 transformer (80 MVA) was put into operation.The operations aimed at rehabilitating the substationwere included by the government of SaintPetersburg in the Program of Top-Priority Measu -res for Preventing Capacity Shortage and Raisingthe Reliability of Energy Supply in SaintPetersburg.The project implementation will ensure more reliableelectric power supply to the existing customersand will give the opportunity for connectingnew customers of Pushkinsky District in SaintPetersburg.183

JSC IDGC Holding. Annual Report 2010JSC YantarenergoThe rehabilitation of 110 kV Pravoberezhnaya substation(63 MVA) was completed.The substation delivers energy to the central partof Kaliningrad. The rehabilitation of the substationensured reliable electric power supply to theexisting and the connection of new urban customers.As part of building start-up facility II ofKalinigradskaya CHPP-2 within 450 MW CCGTpower unit in 2010, with a view to ensure CHPP-2capacity delivery, new 330 kV high-voltage distributionlines of KCHPP-2 — Tsentralnaya substationwere built; 330 kV distribution line ofKCHPP-2 — Severnaya 330 substation wasconstructed (at 110 kV outdoor switchgear of thesubstation, 16 MVA power transformer wasreplaced with 40 MVA transformer); 330 kVdistribution lines No. 414 and No. 415 wererestructured; special state-of-the-art equipmentwas installed at 330 kV Tsentralnaya, Severnayaand 110 kV Leningrad and Pravoberezhnayasubstations.The commissioning of start-up facility II ofKCHPP-2 solved the problem of energy supply inthe Kaliningrad Region.MOESKThe rehabilitation of 110 kV Shatura — Bruski,Bruski — Yegorievsk distribution line (43.3 km)was finalized.The decision on the distribution line rehabilitationwas adopted under the joint project of theMoscow Region Government and MOESK as part ofperforming the network connection agreementwith JSC OGK-4.High-voltage line is the principal transit of electricityto Yegorievsky and adjacent districts of theMoscow Region.The work aimed at the high-voltage line rehabilitationallowed ensuring reliable electric powersupply to customers and satisfying the growingneeds of newly built facilities in Yegorievsk andYegorievsky District.The rehabilitation of start-up facility I of Aeroportsubstation No. 800 (80 MVA) was finalized.The substation is the backbone supplying substationin the Sheremetyevo international airport.The decision on the distribution line rehabilitationwas adopted under network connectionagreement with JSC Aeroflot — Russian Airlinesfor connecting the office building, terminal 3 andfor electric power supply and the coverage ofprospective power loads of JSC SheremetyevoInternational Airport.Phase I of the rehabilitation of 110 kV Zvenigorodsubstation No. 584 (80 MVA) was finished.The substation was rehabilitated for the purposeof increasing transformer capacity due to thegrowth of customer loads.The work aimed at rehabilitating the substationallowed ensuring reliable electric power supply tocustomers and satisfying the growing loads andneeds of the newly built facilities in Zvenigorodand other adjacent human settlements.Phase I of the rehabilitation of 110 kV Karinskayasubstation No. 550 (50 MVA) was terminated.The substation was rehabilitated for the purposeof increasing transformer capacity due to thegrowth of housing and public utilities loads,which allowed ensuring reliable electric powersupply to customers and satisfying the growingloads and needs of the newly built facilities inOdintsovsky District of the Moscow Region.The program implementation included raising thereliability of energy supply in the Moscow Regionand the completion of rehabilitation of phase IIof 110 kV Sloboda substation No. 836 (500 MVA).The goal of rehabilitation was the need to satisfythe growing loads in Odintsovsky and IstrinskyDistricts of the Moscow Region, Nakhabino andDedovsk.The rehabilitation of start-up facility I at Sosnysubstation No. 735 (80 MVA) was completed.The rehabilitation of Sosny substation No. 735(80 MVA) will ensure that JSC ShchurovskyConcrete Works has the necessary electric powercapacity and will allow implementing the programfor developing the electric grid facilitiesof Kolomensky District of the Moscow Regionin general.184

19. Investments in the Distribution Grid SectorJSC IDGC of the CenterState-of-the-art 110 kV Kotorosl substation wasput into operation. It has the overhangs of 110 kVFrunzenskaya-1 high-voltage line to 110 kVKotorosl substation (50 MVA, 3.3 km).The new power delivering center allowed accomplishinga set of objectives related to ensuringreliable electric power supply to the large facilitiesbuilt to commemorate the 1000th anniversaryof Yaroslavl: perinatal center, Uspensky Cathedral,congress center, Yaroslavl 1000th AnniversaryPark, shopping and entertainment mall and a newresidential center. Furthermore, Kotorosl sub -station will create capacity reserve for theconnection of new customers in Kirovsky andKrasnoperekopsky Districts of the city.The substation construction demonstrates theinnovative approach of JSC IDGC of the Center tothe development and upgrading of the existingelectricity grid sector (a branch of Yarenergo).The construction of phase II of 110 kVManezhnaya substation (40 MVA) was finalized.The necessity of building the new substationwas caused by the growth of loads in its servicearea deriving from the intensive constructionof housing, administrative, public and otherfacilities and the lack of transformer capacity ofthe existing substations in Lipetsk (a branch ofLipetskenergo).The program of top-priority measures for buildingand rehabilitating the facilities of Oryolenergo,a branch of JSC IDGC of the Center, included completingrehabilitation of phase II of 110 kVZapadnaya substation (63 MVA).The finalization of phase II of the rehabilitationallowed raising the reliability and quality of electricpower supply to the existing customers andgave the opportunity to connect new customersin Oryol.JSC KubanenergoThe rehabilitation of start-up facility I of 35 kVShapsut substation was terminated. It wasaccompanied by the restructuring of 10 kV distributionpoints No. 7, 8, 9 (20 MVA).The substation rehabilitation allowed en su -ring reliable electric power supply to cus to -mers and satisfying the growing loads andneeds of the newly built facilities in the Republicof Adygeya.Phase II of the rehabilitation of 110 kVCheryomuski substation (40 MVA) in Maikop wascompleted.The expansion of transformer capacity as partof upgrading Cheryomushki substation allowednot only guaranteeing high-quality energy supplyto the population of Maikop and a part ofMaikopsky District of the Republic of Adygeya butalso ensured the creation of more flexible andreliable models of dispatching control of theenergy system and eased the limitations of electricpower supply to customers in repair periodsand peak-load hours in the Krasnodar Territory.The rehabilitation of start-up facility II of 110 kVSochi substation (40 MVA) was finished.Work aimed at rehabilitating the substationallowed raising its functional reliability; thereplacement of outdated equipment with stateof-the-artdevices improved the reliability of electricpower supply to the districts of Sochi.The construction of 110 kV Gelendzhik —Praskoveyevka high-voltage line (23.5 km) wasfinalized. The new line commissioning allowedensuring external electric power supply to thespecial facilities of the Federal Security Serviceof the Russian Federation in the village ofPraskoveyevka, Gelendzhik.110 kV Vishnyovaya substation (80 MVA) was putin operation.110 kV Vishnyovaya substation is intended forelectric power supply to the following key Olympicinfrastructure assets:— M-27 Dzhubga — Sochi motorway to theAbkhazian border in the area for skippingSochi;— road interchange at two levels at the intersectionof Plarenskaya and Makarenko streets— lower interchange ramp (Makarenko);— road interchange at two levels at the intersectionof Plarenskaya and Makarenko streets— upper interchange ramp (Vertodrom).185

JSC IDGC Holding. Annual Report 2010JSC IDGC of the Centerand the Volga RegionThe rehabilitation of 110 kV Suzdal substation (32MVA) was completed.The investment project was implemented for thepurpose of increasing the substation’s capacityand raising the reliability of electric power supplyto customers.Work aimed at rehabilitating the substationallowed raising the reliability of electric powersupply to the agricultural production facilities,public utilities and other customers of Suzdaland ensured the reduction of costs in connectionwith reimbursing for damage caused by theunder-delivery of electricity (a branch ofVladimirenergo).The rehabilitation of 110 kV Belkino substation(40 MVA) was finalized.The rehabilitation of the backbone supplying substationallowed ensuring reliable energy supply tocustomers from the old part of Obninsk, Signalworks, Agrisovgas, a state-of-the-art enterprise, awhole range of new small-capacity enterprisesand satisfying the growing needs of the newlybuilt facilities of Obninsk, its new central part,new institutes, industrial estate, etc (a branch ofKalugaenergo).The rehabilitation of phase II of 110 kV Fedyakovosubstation (25 MVA) was terminated.The substation is the backbone supplying substationof the Western part of Kstosvky District, largeindustrial and agricultural customers in theregion.Work aimed at rehabilitating the substationallowed ensuring reliable electric power supply tocustomers and satisfying the growing needs ofthe newly built facilities for Nizhni Novgorod andKstovsky District (a branch of Nizhnovenergo).The rehabilitation of 110kV Akhlebinino substation(50 MVA) was finished.The completion of the rehabilitation programensured reliable electric power supply to the customersof the entire Ferzikovsky District of theKaluga Region and in the future will allow ensuringuninterruptible electric power supply to massresidential area in the village of Nikoskoye ofPeremyshlsky District of the Kaluga Region(a branch Kalugaenergo).The rehabilitation of 110 kV Dashki substation(126 MVA) was completed.The substation is the backbone supplying substationof the old part of Zheleznodorozhny Districtin Ryazan.Work aimed at rehabilitating the substationallowed ensuring reliable electric power supply tocustomers and satisfying the growing needs ofthe newly built facilities of JSC Ryazankhleb, JSCRyazanzernoprodukt in Ryazan (a branch ofRyazanenergo).The rehabilitation of 110 kV Polyany substation(80 MVA) was finalized. It is the backbone supplyingsubstation of Ryazansky District.Work aimed at rehabilitating the substationallowed raising the reliability of electric powersupply to the existing customers: JSC ROEI, ZAOZhilpromservis, PTs Polyany, OOO Orion, RVMK Okaand human settlements such as Polyany, Za -okskoye, Barskiye, Shumash, Dubrovichi, Korostovo,Agro-Pustyn (partly) and satisfying the growingneeds of the newly built facilities of RyazanskyDistrict of the Ryazan Region such as DNP Usadba,ZAO INTRER-GROUP (a branch of Ryazanenergo).JSC TyumenenergoWork related to the construction of 110 kV KNS-20substation (80 MVA) was completed.The substation commissioning ensured connectionto electric power supply of the crude oilextraction facilities of OOO RN-Yuganskneftegaz,which are category I customers, and ensured reliableenergy supply to the customers ofNefteyugansky District.New 110 kV Novo-Aganskaya substation (50 MVA)with delivering 110 kV Machtovaya — Novo-Aganskaya high-voltage line (100 km) was putinto operation.The commissioning of the new substation ensuredreliable energy supply to the customers of the villageof Novoagansk and created conditions fornetwork connection of new customers from theindustrial and public utilities areas of the village.186

19. Investments in the Distribution Grid SectorThe construction of 110 kV Poima substation(80 MVA) was terminated.The project implementation ensured the coverageof growing loads of the promising region, reliableelectric power supply to Khanty-Mansiysk and theindustrial enterprises of the region.The construction of 110 kV substation in LyantoraDistrict with the delivering 110 kV high-voltageline (80 MVA, 2х7 km) was finalized.The commissioning of the new substation allowedensuring capacity delivery to newly commissionedpublic utility assets in the existing Lyantora residentialarea and allowed switching a part of loadsfrom the existing 110 kV substations to the newsubstation, creating prospective load reserve,increasing productive electricity supply and gavethe opportunity to suspend for repair the equipmentof the existing overloaded 110 kV substationswithout imposing any limitations on electricitydemand.JSC IDGC of the North CaucasusThe construction of 110 kV Tsentralnaya substationwas finalized. It has the overhangs of 110 kVhigh-voltage line in Yugo-Zapadny District ofStavropol (80 MVA, 13 km).The implementation of this project allowed eliminatingthe existing shortage of electric capacityat the delivering 110 kV substations of Yugo-Zapadny District of Stavropol (a branch ofStavropolenergo).JSC IDGC of the UralsThe new 110/10 kV Granitnaya substation (80 MVA,0.5 km) was put into operation. The commissioningof the new 110/10 kV Granitnaya substationensured reliable electric power supply to the customersof Chelyabinsk and created the necessarycapacity reserve for network connection of newcustomers (a branch of Chelyabenergo).The construction of 110 kV Belogorie substationwith 110 kV Chernoistochinsk — Belogorie highvoltageline (20 MVA, 28 km) was completed.The performance of work allowed ensuring thefunctional reliability of the system of energy supplyto the Gora Belaya mountain ski resort andcontributed to higher reliability of electric powersupply to the customers of adjacent human settlementssuch as the village of Uralets, the villageof Visil and the village of Ust-Utka (a branch ofSverdlovenergo).JSC Unified Power SalesCompanyThe construction of 110 kV Gorodskaya substation(80 MVA) was completed.The substation commissioning provided electricityto the central part of Yekaterinburg, increasedthe reliability of electric power supply to customersin Kirovsky District of the city, housingestates such as Pioner Village, UPI and Shartash.187

JSC IDGC Holding. Annual Report 201019.3. Priorities in Investing ActivitiesThe program aimed at building Olympic Gamessites and developing the city of Sochi as a mountainresort (approved by Resolution of the RussianGovernment No. 991 of December 29, 2007) specifiesthat JSC IDGC Holding and JSC Kubanenergoare responsible for the construction and rehabilitationof 15 power supply facilities, including:— 5 substations of 110 kV voltage class with atotal capacity of 340 MVA;— 8 distribution lines of 110 kV voltage classwith a total length of about 237 km;— construction and rehabilitation of the urbanelectricity distribution grid (6-10 kV) with atotal length of 688.4 km in 5 districts ofSochi electric grids;— construction of the production base for providingservices to the Krasnaya Polyana areaof the electric grids and substations.Total investments in the construction and rehabilitationof energy supply facilities in the area ofresponsibility of JSC IDGC Holding and JSCKubanenergo are valued at RUB 23.1 billion,including RUB 20.8 billion from the federal budget.Since construction began on December 31, 2010,RUB 2,174,989 thousand have been financed.Capital investment made since the beginning ofconstruction, inclusive of VAT, as of December 31,2010, was RUB 1,971,969 thousand.Implementation of the Investment Program of JSC Kubanenergo for 2010with Regard to the Program for the Construction of Olympic FacilitiesCapital Investment,RUB in Millions,Exclusive of VATFinancing, RUBin Millions,Inclusive of VATInclusion in theOlympic Fund, RUBin MillionsCommissioningof the Olympic FundMVAkmTotal for JSCKubanenergoincluding Olympicfacilities2,498.4 3,396.6 2,850.8 265.33 166.11,130,1 1,493.4 0.0 0 0As part of implementing the project for buildingOlympic sites, the draft Resolution of theGovernment of the Russian Federation (being consideredby the Ministry of Regional Developmentof the Russian Federation) also plans to buildZakhody facility (110 kV), re-included in theconstruction program, to deliver capacity toAdlerskaya HPP before the existing line fromYuzhnaya substation to Adler substation.The model of Kudepstinskaya HPP capacity deliverywhich is being developed includes buildingthe overhangs of 110 kV Khosta — Adler,Kudepsta — Psou and Dagomys — Psou highvoltagelines (the volumes and points of tying tothe existing networks of JSC Kubanenergo arebeing clarified depending on the developmentresults). The Company also considers including110 kV high-voltage line in the overhang constructionprogram to deliver capacity toDzhugbinskaya HPP.All facilities within the area of responsibilityof JSC IDGC Holding and JSC Kubanenergo belongto the Energy Supply and Generation sectionof the subprogram titled “Construction and188

19. Investments in the Distribution Grid SectorRehabilitation of Facilities for Development of theCity of Sochi as Mountain Ski Resort.”In 2010, two facilities (Vishnyovaya and Rod -nikovaya substations) were put into operation.Eight facilities (points 117, 137, 154, 155, 156,157, 158 and 159) are undergoing the phase ofdesign and exploration and development ofdesign specifications and esimates (DSE).At one facility (point 152 “Urban ElectricityDistribution Grid”), construction is undergoingvarious phases ranging from the acceptance ofDSE by the customer to expert reviews, constructionand installation work.The DSE of four facilities were approved, agreementsfor construction and installation work(CIW) were executed and construction is underway(points 126, 127, 145 and 146).The Zakhody facility (110 kV), re-included in theconstruction program, to deliver capacity toAdlerskaya HPP before the existing line fromYuzhnaya substation to Adler substation, is undergoingthe project development phase.In 2010, the construction of two facilities wasplanned and finalized:— Rehabilitation of 110 kV Rodnikovaya substation— June 2010— Construction of 110 kV Vishnyovaya substation— December 2010In 2011, it was planned to complete the constructionand commission 9 facilities:— Construction of 110 kV Bytkha substation —January 2011— Rehabilitation of 110 kV Vereshchaghinskayasubstation with overhangs — December2011— Construction of 110 kV high-voltage linebetween Sochinskaya TPP and Sochi substation— May 2011— Construction of 110 kV high-voltage linebetween Sochinskaya TPP and Khosta substation— May 2011— Rehabilitation of 110 kV high-voltage linebetween Psou substation, Yuzhnaya substationand Adler substation — December 2011— Construction and rehabilitation of phaseI facilities of the Urban ElectricityDistribution Grid:— Krasnaya Polyana Electricity Distribution GridArea — November 2011— Adler Electricity Distribution Grid Area —November 2011— Khosta Electricity Distribution Grid Area —October 2011— Central Electricity Distribution Grid Area(Khosta — Vereshchaghinskaya) — August2011 (point 152).In 2012, it is planned to complete and commission8 facilities:— Construction of the Production Base withinthe Krasnaya Polyana area of electric gridsand substations — December 2012— Rehabilitation of 110 kV high-voltage linebetween Sochinskaya TPP, Matsesta substation,Khosta substation, KrasnopolyanskayaHPP and Sochinskaya TPP — December 2012— Construction of 110 kV Bocharov Ruchei substation— August 2012— Rehabilitation of 110 kV high-voltage linebetween Sochinskaya TPP, Vereshchagh -inskaya substation and Dagomys substation— March 2012— Rehabilitation of 110 kV high-voltage linebetween Sochinskaya TPP, Sochi substation,Pasechnaya substation and Dagomys substation— December 2012— Rehabilitation of 110 kV high-voltage linebetween Psou substation, Adler substation,Kudepsta substation and Khosta substation— December 2012— Rehabilitation of 110 kV high-voltage linebetween Shepsi substation and Dagomyssubstation — December 2012— Construction and rehabilitation of phase Ifacilities of the Urban Electricity DistributionGrid, Central Electricity Distribution Grid Area(Vereshchaghinskaya — Bocharov Rucheisubstations) — March 2012In 2013, it is planned to complete and commissionphase II facilities of the Urban ElectricityDistribution Grid (in five areas). Commissioningtime limits pursuant to the resolution of theSupervisory Board of GK Olimpstroy, datedNovember 29, 2010, will be specified in June 2011.189

Sochi

Altai Territory

JSC IDGC Holding. Annual Report 201020.IT andTelecommunicationsJSC IDGC Holding continues to develop information technologies and tele -communications, serving as the basis for building an efficient management system.In 2010, the Company started developing the conceptof common communications environment ofJSC IDGC Holding and its SDCs. The MultiserviceCommunications Network project was implemented.It allows realizing the services of corporatevideoconferencing, telephony, engineeringcommunications, the distribution of computerizeddata based on common communications environment.The Company began expanding videoconferencingnetwork to the mobile power plant level.JSC IDGC Holding works to create a single communicationcenter with a view to ensure flexible andprompt connection to information resources andservices of external organizations such as theMinistry of Civil Defence, Emergencies and DisasterRelief, the Ministry of Energy and FGC UES.For the purpose of ensuring better data protectionand high quality of provided services, JSC IDGCHolding, in 2010, transferred a number of security-criticalIT services to the Department forInformatization and Business Technologies, creatingthe necessary IT infrastructure.With the objective of raising resource utilizationefficiency, the SDCs of the Holding Company continuedwork to review systemic automation projects,the plans of automated system implementation,terms of reference and tenderdocumentation on the IT projects of the SDCs ofJSC IDGC Holding.In 2010, JSC IDGC Holding purchased software ina centralized manner, which allowed the SDCs ofthe Holding Company to obtain special pricingconditions for the procurement of necessary software,including companies such as Microsoft,Oracle, EMC, VMware.192

20. IT and TelecommunicationsTo improve the quality of management reports,ensure their analytical nature and to accelerateits submission method, the Company startedimplementing the automated system of collectionand analysis of network reports from the SDCs ofJSC IDGC Holding on the base of IBM Cognos. Thesystem was put into operation in the followingareas: maintenance and repair, personnel management,financial capital accounting.193

JSC IDGC Holding. Annual Report 2010In 2011, JSC IDGC Holding and its SDCs, in additionto business strategy development, plan to developthe strategy in the field of information technologies,automation and telecommunications.In 2011, priority objectives in the area of informationtechnologies will be to develop the systemof Business Planning and consolidate financialstatements, to automate investment project management,maintenance and repair managementand procurement operations, to develop and unifymodel design solutions for the SDCs of theHolding Company, to create corporate referencedata management system, to develop workflowsystem, to restructure stationary telecommunicationsmanagement system and to modify technicalsupport rendering regulations.The Company will continue to develop automatedsystem of collection and analysis of networkreports in areas such as investment, capital construction,tariff-setting, the organization of procurementoperations. It is planned to consolidatemanagement reports on all types of productionactivities performed by the SDCs of JSC IDGCHolding down to the branch level.JSC IDGC Holding will continue to broaden cooperationwith Russian and foreign manufacturersof software, hardware and telecommunicationsequipment for the purpose of implementingstate-of-the-art and efficient engineering solutionsaimed at innovative development of theelectricity distribution grid sector in the RussianFederation.194

20. IT and Telecommunications195

Mezhdurechensk

Pyatigorsk

JSC IDGC Holding. Annual Report 201021.Business Planning andFinancial Management21.1. IDGC Holding Business PlanningBusiness Plan is a business management programfor achieving maximum effect of the Company’sgoals with minimal labor, material and monetaryresources, an integral document for strategicplanning and guidelines for implementation andcontrol.The format of Business Plans includes mid-termestimates, which, together with the annual plan,make up a five-year planning horizon. Estimatesare based on the developed Business Plan for theplanned year, which is the underlying estimatedyear, and the scenario conditions for the electricityindustry development as of its development,adjusted for the peculiarities of energy companies’activities.Scenario conditions are based on the balanceforecast for the electricity industry of the RussianFederation, mid-term consolidated investment198

21. Business Planning and Financial Managementprogram and other documents specifying thedevelopment strategy for companies and areapproved in accordance with the procedure establishedby JSC IDGC Holding.The Company’s Business Plan is approved simultaneouslywith the investment program at the meetingsof the Boards of Directors of the SDCs of JSCIDGC Holding. In addition, the Business Planimplementation report is submitted for considerationby the Board of Directors on quarterly basis.the consolidated plan of financing and economicactivities of the SDCs of JSC IDGC Holding as wellas quarterly and annual reports on the financingand economic activities of the SDCs of theHolding Company are considered by the Board ofDirectors of JSC IDGC Holding.Pursuant to paragraphs 11.1.30 and 14.3.12 ofthe Articles of Association of JSC IDGC Holding,199

JSC IDGC Holding. Annual Report 2010Evolution of Revenue, Costs and Net Profit, RUB in BillionsIn 2010, the SDCs of JSC IDGC Holding performing electricity distribution operations generated the aggregatenet profit of RUB 24.9 billion, an almost 2.5-fold increase against 2009. Operating loss was RUB 1.86 billion,a decrease by 41% year-on-year.Evolution of Costs and Consumer Price Index— Costs (net of FGC, TGOs, losses) evolve in line with the Consumer Price Index.— The growth rate of uncontrolled costs (payment for the services of FGC, TGOs and losses) in 2010 and 2011outpaces the Consumer Price Index.200

21. Business Planning and Financial ManagementThe key objective for the management of JSC IDGC Holding is to take systemic and target action to raise theefficiency of operations and optimize expense level.Top-priority areas for the cost management program implementation are identified based on the businessprocesses accounting for most costs and high potential of expense optimization. The principal areas forimplementing cost management program are as follows:Principal business processesCost reduction areasInvestment program planningand implementationIncrease in the percentage of high-performance facilitiesReduction of per-unit capital expensesElectricity transportand commercial meteringRevenue increaseReduction of above-standard lossesReduction of energy resource consumptionfor production and business needsOperation, maintenanceand repairReduction of per-unit repair costsOptimization of repair program scopeReduction of per-unit operating expensesPersonnel managementand organizational designOptimization of personnel costsIncrease in labor productivityFinancial flow managementReduction of the cost of borrowingSupporting processesOptimization of non-production expensesProperty managementReduction of costs associated with managingunused immovable propertyThe overall effect of activities aimed at reducing operating costs in 2010 for all SDCs of JSC IDGC Holdingwas RUB 11,910 million versus the planned RUB 7,263 million.201

JSC IDGC Holding. Annual Report 201021.2. Financial Management21.2.1. Financial Management of JSC IDGC HoldingThe Company’s financial management employsthe following methods and techniques: forecastingand planning, financing, regulation andauthorization of financing activities, financialsettlement supervision, etc.The Company’s financial management appliesdirectly to cash flow and financial resources(internal and borrowed funds). JSC IDGC Holdingdid not borrow in 2010.achieving the maximum effectiveness of financialinvestments with the optimized risk to returnratio. The maximum return on financial investmentswas attained through depositing temporarilyavailable funds in Russia’s largest financial andcredit institutions, which have a high level of reliability,at the highest possible interest rates(market-average or above).JSC IDGC Holding’s management of temporarilyavailable funds was based on the principle ofAssets of JSC IDGC HoldingThe book value of the Company’s assets as ofDecember 31, 2010, is assessed at RUB 199.3 billion.Since January 1, 2010, the asset value hasgrown by RUB 56.3 billion (by 39%). Net assetvalue was RUB 191 billion.Long-term financial investment is the highestpercentage of the Company’s total assets(91.3%). Fixed assets and construction-inprogressaccount for 0.87%; total accountsreceivable, 3.46%; cash and short-term financialinvestment, 4.24%.Changes in the structure of noncurrent assets versus2009 are characterized by the grown percentageof long-term financial investments (0.8%) andminor growth of the percentage of fixed assets andconstruction-in-progress (0.32%). As of the fiscalyear end, the value of long-term financial investmentsgrew by RUB 52.5 billion (40.6%) to RUB181.9 billion. They include investment in theauthorized capitals of organizations and contributionsunder partnership agreements. The year-endsum of fixed assets and construction-in-progressgrew by RUB 27.4 million. The value of fixed assetsgrew by RUB 19.6 million and construction-inprogressincreased by RUB 7.8 million.In 2010, the structure of current assets was characterizedby changes in the percentage of cashand short-term financial investments in currentassets (54%). Absolutely liquid assets of theCompany in the fiscal period were RUB 8.45 billion.Accounts receivable as a percentage in theworking capital decreased by 32 percentagepoints. The aggregate accounts receivable ofcompanies decreased by RUB 2,125 million, or23.6%, whereas long-term accounts receivablegrew by RUB 765 million and short-term accountsreceivable during the year decreased by RUB 2,890million. A decrease in short-term accounts receivablewas caused by the redemption of non-interest-bearingnote of MOESK worth RUB 2.25 billion.In the fiscal year, the share of inventories incurrent assets grew by 70.4% to 0.4%. The percentageof Value Added Tax on purchased assetschanged slightly from 2.14% to 1.63%.202

21. Business Planning and Financial ManagementStructure of JSC IDGC Holding assetsStructure JSC IDGC Holding liabilitiesLiabilities of JSC IDGC HoldingIn 2010, the share of equity in the Company’stotal liabilities decreased by 3.96%. At the sametime, in absolute terms, the value of equity grewby RUB 48,296.4 million. In 2008–2009, theCompany’s undistributed profit was RUB 97,399.2million. In 2010, the value of undistributed profitwas RUB 48,296.4 million. Increment derives primarilyfrom the adjustment of shares at the currentmarket value of RUB 46,762 million.The breakdown of the Company’s liabilitieschanged year-on-year. In the fiscal year, longtermliabilities (valued at RUB 94.96 million)accounted for 1.1% of liabilities; in 2009, 37.4%.203

JSC IDGC Holding. Annual Report 2010In 2010, short-term liabilities (valued at RUB8,276.5 million) account for 98.9% of total liabilitiesversus 62.6% in 2009.The growth of relative indicators and absolute valuesof short-term liabilities was connected withthe growth of short-term accounts payable by RUB8,066.3 million. The growth of accounts payablewas mainly caused by the receipt of funds from theFederal Agency for Management of FederalProperty as payment for additional ordinary sharesin the Company worth RUB 7.96 billion.As of December 31, 2010, the Company’sabsolutely liquid assets (cash and cash equivalents)fully offset its liabilities.Indicators of Financial and Economic Stability of JSC IDGC HoldingLiquidity and Financial Solvency IndicatorsAs of December31, 2008As of December31, 2009As of December31, 2010Liquid ratio 23.15 12.02 1.02Quick ratio 103.38 54.47 1.75Current ratio 108.45 55.85 1.79Equity to total assets ratio 0.998 0.998 0.958Capital ratio 0.74 0.94 0.60In 2010, the Company’s liquidity indicators yearon-yearwere affected by the following events inthe financing and economic activities:— growth of short-term liabilities by RUB 8.1billion due to the growth of accounts payable(other payables). The growth of accountspayable was caused by the receipt of fundsfrom the Federal Agency for Management ofFederal Property as payment for additionalordinary shares in the Company worth RUB7.96 billion. The report on the results of thisadditional issue ordinary shares is planned tobe registered in 2011.— growth of current assets by RUB 3.8 billionwas primarily caused by the growth of cashand short-term financial investment by RUB5.9 billion and the reduction of accountsreceivable by RUB 2.1 billion.In 2010, the values of liquidity indicators reflectsatisfactory structure of the Company’s balancesheet. The financial standing of the companyis stable.204

21. Business Planning and Financial Management21.2.2. Financial Management of SDCsThe approach toward managing the finance of theSDCs of the Holding Company practiced by JSCIDGC Holding derives from the scope and geographicaldiversification of activities.In 2010, the Company continued centralized policyof control of external finance raising, whichallowed maintaining the value of consolidateddebt upon the best market conditions.The SDCs of JSC IDGC Holding use the system offinancial control and management by means ofinteraction through the Boards of Directors.Interaction follows two directions: managementof cash flows and management of solvency of theSDCs of the Holding Company. The cash flows ofthe SDCs of JSC IDGC Holding are managedthrough the establishment of cash flow targets.The management of solvency of the SDCs of theHolding Company is achieved through control proceduresas part of the approved standards of debtposition management in accordance with whichthe system of debt limits is introduced. It allowsforecasting the solvency and establishing managerialauthority for financial decision-making.Owing to the policy implemented by the SDCs ofJSC IDGC Holding the value of borrowings raisedby the SDCs of the Holding Company graduallydecreased. The average-weighted interest rate ofthe SDCs of JSC IDGC Holding in 2010 declined to8.18% per annum.The current financial policy in the field of borrowedfinancing is based on the following fundamentalprinciples:— achievement of reasonable debt diversificationby the companies;— minimization of currency risks;— maintenance of the established financialcovenant ratios;— decrease in the share of short-term loans inthe company’s loan portfolio;— obtainment of unsecured loans;— maintenance of positive credit history.205

JSC IDGC Holding. Annual Report 2010Characteristics of the Financial Standing of JSC IDGC Holding’s SDCs 16Assets of the Distribution Grid SectorThe aggregate asset value of the distribution gridsector companies managed by JSC IDGC Holdingas of December 31, 2010, was RUB 855.3 billion,growth by 3.6% year-on-year.The aggregate net asset value was RUB 540.4 billion,1.08-fold higher than in 2009.Noncurrent assets account for the highest percentageof the aggregate of assets of IDGC (80%),of which 70% are fixed assets. Current assets,respectively, account for not more than 20%, ofwhich 14.6% are accounts receivable.In 2009, fixed asset value (as calculated at theirresidual value) was RUB 545.3 billion. Constructionin-progresswas about RUB 78.7 billion; long-termfinancial investment, RUB 9.2 billion.In 2010, fixed assets grew by RUB 51.4 billion,whereas construction-in-progress went down byRUB 5.4 billion. The amount of long-term financialinvestment grew by RUB 1.94 billion to RUB11.1 billion.At the fiscal year end, the aggregate current assetvalue was RUB 167.9 billion (20% of aggregateassets), accounting for 10.5% of current assets(RUB 17.6 billion). Low inventory level derivesfrom the peculiarities of fixed assets by type ofthe company’s activity — electricity distributionand network connection of electricity consumers.The value of accounts receivable was RUB 125.3billion (74.6% of the aggregate current assets),including long-term accounts receivable of RUB36.5 billion (21.7% of the aggregate currentassets) and short-term accounts receivable ofRUB 88.8 billion (52.9% of the aggregate currentassets). Receivables from buyers and customersaccount for about 55% of short-term accountsreceivable (RUB 48.9 billion).Cash and short-term financial investment accountfor 13.2% of the aggregate current assets (RUB22.2 billion), including RUB 20.7 billion accountbalances and cash on hand.16The companies under review include the following SDCs: JSC IDGC of the Center, JSC IDGC of the Center and theVolga Region, JSC IDGC of the North Caucasus, JSC IDGC of the Urals, JSC IDGC of the Volga, JSC IDGC of the South,JSC IDGC of the Northwest, JSC Lenenergo, MOESK, JSC Yantarenergo, JSC Tyumenenergo, JSC Kubanenergo, JSC IDGCof Siberia, JSC Tomsk Distribution Company.206

21. Business Planning and Financial ManagementStructure of Distribution Grid Companies’ Aggregate Noncurrent AssetsStructure of Distribution Grid Companies’ Aggregate Current Assets207

JSC IDGC Holding. Annual Report 2010Changes in the Share of the Consolidated Accounts Receivable of the DistributionGrid Sector Companies in the Consolidated Value of Long-term and Short-termAccounts Receivable of IDGCLiabilities of the Distribution Grid SectorProprietary sources (capital and reserves) accountfor the highest percentage of the aggregatesources of property of the distribution grid sectorcompanies (62.8%). The largest portion of proprietarysources is incremental capital, accounting for64.7% of the total value (RUB 347.3 billion). Theauthorized capital accounts for some 19.3% (RUB103.7 billion). Undistributed profit was RUB 82.3billion, or 15.3% of the company’s total equity.With regard to assessing the evolution of proprietarysources, the 2010 performance was primarilycharacterized by the growth of undistributedprofit amount by RUB 21.7 billion (36%).208

21. Business Planning and Financial ManagementStructure of Distribution Grid Companies’ Aggregate LiabilitiesStructure of Distribution Grid Companies’ Aggregate Long-Term and Short-Term Liabilities209

JSC IDGC Holding. Annual Report 2010The liabilities of the distribution grid sector companiesas of December 31, 2010, were RUB 318.6billion, including:— long-term liabilities of RUB 153.3 billion(long-term loans and advances accounted for79.6%, or RUB 122.0 billion);— short-term liabilities of RUB 165.3 billion,including loans payable of RUB 15.1 billion(9.1%), accounts payable of RUB 143.1 billion(86.5%).Liabilities account for 37.2% of the consolidatedbalance sheet total. Short-term and long-term liabilitiesaccount for 19.3% and 17.9% respectively.The percentage of short-term liabilitiesyear-on-year went down by 3.2%, a decrease ofRUB 20.4 billion in absolute terms. The percentageof long-term liabilities of IDGC Holding grewby 0.7% versus 2009 (by RUB 11.1 billion inabsolute terms).The largest portion of short-term liabilitiesis advance payments from buyers, accountingfor 49.9% of short-term liabilities (RUB 82.5billion according to data from the consolidatedbalance sheet). Accounts payable to suppliersaccount for some 26.7% (RUB 44.2 billion).The share of short-term loans and advances is notmore than 9.1%.Indicators of IDGC Holding’s Financial and Economic StabilityAn important structural ratio is the ratio ofaccounts receivable to accounts payable andadvance payments to suppliers and buyers.The accounts receivable to accounts payable ratiois 0.88.A crucial criterion for assessing the company’sfinancial standing is its solvency. Solvency isdivided into long-term and current solvency. Inother words, the company is considered to be solventif it is capable of performing its short-termliabilities using its current assets. The company’scurrent solvency is directly affected by the liquidityof its current assets.The analysis of liquid ratio shows that the mostliquid assets account for an average of 0.25 of theliabilities of the distribution grid sector companies.The lower value is not more than 0.01; theupper, 0.87.The analysis of current ratio reveals the multiplicitycurrents assets’ covering of short-term liabilities.The average value of the distribution gridfacilities of JSC IDGC Holding is 1.2. The lowervalue is 0.44; the upper, 2.01.The stability of the company’s financial standingis primarily affected by the value of its equity.A considerable portion of proprietary funds in thecompany’s balance sheet (≥ 40–50%) evidencessufficient financial independence.The analysis of asset and liability structureof the distribution grid sector companiesgives ground to conclude that their financialstanding is stable.210

21. Business Planning and Financial ManagementLiquidity ratioCompany 2008 2009 2010JSC Kubanenergo 0.15 0.49 0.87JSC Lenenergo 0.18 0.13 0.01MOESK 0.09 0.09 0.02JSC IDGC of the Volga 0.10 0.35 0.53JSC IDGC of the North Caucasus 0.19 0.18 0.05JSC IDGC of the Northwest 0.11 0.11 0.22IDGC of Siberia 0.01 0.03 0.06JSC IDGC of the Urals 0.12 0.16 0.18JSC IDGC of the Center 0.01 0.05 0.03JSC IDGC of the Center and the Volga Region 0.35 0.33 0.45JSC IDGC of the South 0.07 0.15 0.04JSC Tomsk Distribution Company 0.04 0.55 0.57JSC Tyumenenergo 0.30 0.52 0.39JSC Yantarenergo 0.03 0.02 0.04211

JSC IDGC Holding. Annual Report 2010Current ratioCompany 2008 2009 2010JSC Kubanenergo 1.20 0.99 1.40JSC Lenenergo 0.80 0.78 0.46MOESK 0.75 0.52 0.44JSC IDGC of the Volga 1.07 1.95 2.01JSC IDGC of the North Caucasus 0.95 0.85 1.09JSC IDGC of the Northwest 0.98 1.40 1.35IDGC of Siberia 1.21 1.24 0.89JSC IDGC of the Urals 1.71 1.30 1.33JSC IDGC of the Center 0.71 1.04 1.39JSC IDGC of the Center and the Volga Region 1.82 1.56 1.50JSC IDGC of the South 1.26 1.43 1.21JSC Tomsk Distribution Company 1.02 1.32 1.37JSC Tyumenenergo 1.31 1.66 1.40JSC Yantarenergo 0.63 0.78 0.90212

21. Business Planning and Financial ManagementEquity to total assets ratioCompany 2008 2009 2010JSC Kubanenergo 0.45 0.26 0.40JSC Lenenergo 0.59 0.59 0.58MOESK 0.40 0.49 0.55JSC IDGC of the Volga 0.81 0.82 0.81JSC IDGC of the North Caucasus 0.69 0.69 0.70JSC IDGC of the Northwest 0.77 0.74 0.71IDGC of Siberia 0.72 0.69 0.61JSC IDGC of the Urals 0.66 0.67 0.67JSC IDGC of the Center 0.68 0.68 0.65JSC IDGC of the Center and the Volga Region 0.67 0.66 0.64JSC IDGC of the South 0.60 0.49 0.44JSC Tomsk Distribution Company 0.90 0.85 0.84JSC Tyumenenergo 0.77 0.78 0.84JSC Yantarenergo 0.53 0.51 0.42213

Rybinsk

Vyborg

JSC IDGC Holding. Annual Report 201022.Appendices216

22. Appendices22.1. Information About JSC IDGC Holding’sShares in the Authorized Capital and VotingShares of Joint-Stock CompaniesInformation About Shares Held by JSC IDGC Holding in Subsidiariesand Dependent Companies (as of December 31, 2010)ItemJoint-Stock Company NameJSC IDGC Holding’sShare in AuthorizedCapital, %JSC IDGC Holding’sShare in Votes, %12345678910111213INTERREGIONAL GRID COMPANIESTyumenenergo Open Joint-Stock Company for Energyand ElectrificationInterregional Distribution Grid Companyof the Volga Open Joint-Stock CompanyInterregional Distribution Grid Companyof the North Caucasus Open Joint-Stock CompanyInterregional Distribution Grid Companyof the Northwest Open Joint-Stock CompanyInterregional Distribution Grid Companyof Siberia Open Joint-Stock CompanyInterregional Distribution Grid Companyof the South Open Joint-Stock CompanyInterregional Distribution Grid Companyof the Urals Open Joint-Stock CompanyMoscow United Electric Grid CompanyOpen Joint-Stock CompanyInterregional Distribution Grid Companyof the Center and Volga Region Open Joint-Stock CompanyLenenergo Open Joint-Stock Companyfor Energy and ElectrificationInterregional Distribution Grid Companyof the Center Open Joint-Stock CompanyYantarenergo Open Joint-Stock Companyfor Energy and ElectrificationTomsk Distribution CompanyOpen Joint-Stock CompanyDISTRIBUTION GRID COMPANIES100.00 100.0067.63 67.6358.25 58.2555.38 55.3852.88 52.8851.66 51.6651.52 51.5250.9 50.950.4 50.445.71 50.3150.23 50.23100.00 100.0052.03 59.8814 Chechenenergo Open Joint-Stock Company 51 5115Open Joint-Stock Company for Energyand Electrification of Kuban40.63 40.6316 Nurenergo Open Joint-Stock Company 23 23217

JSC IDGC Holding. Annual Report 2010ItemJoint-Stock Company NameJSC IDGC Holding’sShare in AuthorizedCapital, %JSC IDGC Holding’sShare in Votes, %REGIONAL SALES COMPANIES17181920212223Karachayevo-CherkesskenergoOpen Joint-Stock CompanyKalmenergosbytOpen Joint-Stock CompanyTyvaenergosbytOpen Joint-Stock CompanyKabardino-Balkarian Open Joint-Stock Companyfor Energy and ElectrificationDagestan Power Sales CompanyOpen Joint-Stock CompanySevkavkazenergo Open Joint-Stock Companyfor Energy and ElectrificationIngushenergo Open Joint-Stock Companyfor Energy and Electrification100.00 100.00100.00 100.00100.00 100.0065.27 65.2751.00 51.0049.00 49.0049.00 49.00R&D AND DESIGN COMPANIES24Research Engineering Centerof Interregional Distribution Grid CompaniesOpen Joint-Stock Company100.00 100.002526VNIPIenergoprom AssociationOpen Joint-Stock CompanySpecial Design Bureau of HeatPower Engineering Equipment VTIOpen Joint-Stock Company100.00 100.00100.00 100.0027Sibenergosetproekt Siberian Designand Research Institute of Energy Systemsand Power Grids Open Joint-Stock Company100.00 100.0028Krzhizhanovsky Power EngineeringInstitute Open Joint-Stock Company31.34 31.3429Urals Energy Engineering Center Open Joint-Stock Company –URALVNIPIENERGOPROM, Uralselenergoproekt,UralTEP, UralORGRES, UralVTI, Uralenergosetproekt,Chelyabenergosetproekt25.00 25.00218

22. AppendicesItemJoint-Stock Company NameJSC IDGC Holding’sShare in AuthorizedCapital, %JSC IDGC Holding’sShare in Votes, %30313233Northwest Energy Engineering CenterOpen Joint-Stock CompanyVolga Region Energy Engineering CenterOpen Joint-Stock CompanySouth Energy Engineering CenterOpen Joint-Stock CompanySiberian Energy Research and DevelopmentCenter Open Joint-Stock Company25.00 25.0025.00 25.0025.00 25.0025.00 25.00CONSTRUCTION, PROCUREMENT, AND SERVICE ORGANIZATIONS34Center for United Power SystemReceivables and Payables SettlementsOpen Joint-Stock Company100.00 100.00353637383940414243Nedvizhimost of VNIPIenergopromOpen Joint-Stock CompanyNedvizhimost of the United Power System Engineering CenterOpen Joint-Stock CompanyNedvizhimost of the Northwest Energy Engineering CenterOpen Joint-Stock CompanyNedvizhimost of the Volga Region Energy Engineering CenterOpen Joint-Stock CompanyNedvizhimost of the South Energy Engineering CenterOpen Joint-Stock CompanyNedvizhimost of the Urals Energy Engineering CenterOpen Joint-Stock CompanyNedvizhimost of the Siberian Energy Researchand Development Center Open Joint-Stock CompanyNorthwest Energy Management CompanyOpen Joint-Stock CompanyGrozenergo Open Joint-Stock Company for Energyand Electrification of the Chechen Republic100.00 100.00100.00 100.00100.00 100.00100.00 100.00100.00 100.00100.00 100.00100.00 100.0049.00 57.449.00 49.0044 Bureyagesstroy Open Joint-Stock Company 25.01 25.0145 IT Energy Service Limited Liability Company 19.9946 Zarubezhenergostroy Open Joint-Stock Company 9.51 9.51219

JSC IDGC Holding. Annual Report 201022.2. Information About the Company’sMembership in Nonprofit OrganizationsNameNoteSpendingin 2010, rublesActivity TypesCorporate Educationaland Scientific Center ofthe United Power SystemNonprofit Partnership(KONTs)Membershipapproved by theBoard of Directorsof JSC IDGCHolding (MinutesNo. 4 of September25, 2008)0 educational, research, and advisory servicesInnovations in theElectric Power IndustryNonprofit Partnership(INVEL)JSC IDGC Holdingis the RAO UES ofRussia’s successoras a member ofINVEL2,000,000.00assistance to INVEL members in R&D and innovativeand experimental researchCouncil of EnergyIndustry VeteransNonprofit PartnershipMembershipapproved by theBoard of Directorsof JSC IDGCHolding (MinutesNo. 4 of September25, 2008)20,000,000.00support for efforts to improve the living conditionsof veterans, keeping of veteran records,monitoring of veterans’ living conditions, keepingof veterans’ work records, and cooperationwith government authorities in providing aidfor veteransScientific and TechnicalCouncil of the UnitedPower System NonprofitPartnership (UPS STC)Membershipapproved by theBoard of Directorsof JSC IDGCHolding (MinutesNo. 4 of September25, 2008)1,500,000.00assistance to UPS STC members in formulatingscientifically feasible technical and economicpolicy in Russia’s United Power SystemENERGOSTROY Associationof Organizations Carryingout Construction,Rehabilitation and CapitalRepair of Power Facilities,Networks and SubstationsNonprofit Partnership(ENERGOSTROY)Membershipapproved by theBoard of Directorsof JSC IDGCHolding (MinutesNo. 23 of October8, 2009)480,000.00prevention of damage to the life and health ofindividuals, property of individuals or corporateentities, governmental or municipal property,the environment, the life and health of animalsand plants, and cultural heritage; improvementof construction quality, rehabilitation, andoverhaul repairs; representation and protectionof rights and legitimate interests of ENER-GOSTROY members; and assistance in protectingthe economic, professional, and social interestsof ENERGOSTROY membersItalian-RussianChamber of CommerceMembershipapproved by theBoard of Directorsof JSC IDGCHolding (MinutesNo. 41 of August18, 2010)84,813.80participation in assistance to developing andimplementing bilateral cooperation projects220

22. Appendices22.6. RAS Accounting Statementsof JSC IDGC HoldingBALANCE SHEET as of December 31, 2010Appendix to Order No. 67nof July 22, 2003,issued by the Ministry ofFinance of the RussianFederationCODESDate [year/month/day] 2010/12/31 Form No. 1 as per OKUD O71OOO1Organization: JSC Interregional Distribution Grid Companies Holding OKPO 94129941Taxpayer Identification Number: INN 7728662669Activity type: management of holding companies OKVED 74.15.2Legal form of ownership / ownership category:open joint-stock company / mixed Russian ownership with shares offederal ownership and Russian Federation constituent entities’ ownership OKOPF/OKFS 47/43Measurement unit: thousands of rubles OKEI 384ASSETS Note CodeAt Beginning ofAccounting PeriodAt End ofAccounting PeriodI. NONCURRENT ASSETSIntangible assets 3.1. 110 920 920including:rights to patents, software programs, trademarks (service marks)and other similar rights and assets111 920 920goodwill 113 - -other intangible assets 114 - -results of research and development 115 - -Fixed assets 3.2. 120 25,623 45,228including:land and nature management facilities 121 - -property, plant and equipment 122 3,840 2,785other fixed assets 123 21,783 42,443Construction in progress 3.3. 130 1,676,444 1,684,255Income-bearing investments in tangible assets 135 4,852 4,698including:property leased under capital leases 136 - -property leased under leases 137 4,852 4,698Long-term financial investments 3.4. 140 129,434,283 181,934,097including:investments in subsidiaries 141 127,300,994 171,951,501investments in dependent companies 142 2,093,636 5,663,803investments in other entities 143 39,653 39,653loans extended to entities for more than 12 months 144 - -other long-term financial investments 148 - 4,279,140Deferred tax assets 145 - -Other noncurrent assets 150 - 146Section I Total 190 131,142,122 183,669,344221

JSC IDGC Holding. Annual Report 2010ASSETS Note CodeAt Beginning ofAccounting PeriodAt End ofAccounting PeriodII. CURRENT ASSETSInventory 3.5. 210 37,174 63,346including:raw materials, materials and other similar assets 211 7,955 8,744livestock 212 - -work-in-progress costs 213 - -finished products and goods for resale 214 - -goods dispatched 215 - -deferred expenses 3.16. 216 29,219 54,602other inventory and costs 217 - -Input value added tax 3.3. 220 254,528 254,754Accounts receivable(due after 12 months from balance sheet date)3.6. 230 94,638 859,660including:trade receivables 231 - -notes receivable 232 - -receivables from subsidiaries and dependent companies 233 - -advance payments made 234 - 12,291other accounts receivable 235 94,683 847,369Accounts receivable(due within 12 months from balance sheet date)3.6. 240 8,927,817 6,037,691including:trade receivables 241 298,871 272,087notes receivable 242 - -receivables from subsidiaries and dependent companies 243 7,856 6,685receivables from members (founders) with respect to contributionsto authorized capital 244 - -advance payments made 245 60,347 41,693other accounts receivable 246 8,560,743 5,717,226Short-term financial investments 3.7. 250 - 8,000,000including:loans extended to entities for less than 12 months 251 - -other short-term financial investments 252 - 8,000,000Cash 260 2,533,837 454,962including:cash in hand 261 - -settlement accounts 262 2,529,315 450,868foreign currency accounts 263 4,354 3,039other cash 264 168 1,055Other current assets 270 18,662 -Section II Total 290 11,866,701 15,670,413BALANCE 300 143,008,823 199,339,757222

22. AppendicesLIABILITIES Note CodeAt Beginning ofAccounting PeriodAt End ofAccounting PeriodIII.CAPITAL AND RESERVESAuthorized capital 3.8. 410 43,116,903 43,116,903Treasury stock 411 - -Incremental capital 420 - -Reserve funds 3.9. 430 - 2,155,845including::statutory reserves 431 - 2,155,845reserves established in accordance with constitutive documents 432 - -Undistributed profit (uncovered loss) 3.10. 470 99,554,999 145,695,509Section III Total 490 142,671,902 190,968,257IV. LONG-TERM LIABILITIESLoans and advances 510 - -Deferred tax liabilities 3.14. 515 753 1,199Other long-term liabilities 3.11. 520 125,394 93,759including:trade payables 521 - -payables to social funds 522 - -other long-term liabilities 523 125,394 93,759Section IV Total 590 126,147 94,958V. SHORT-TERM LIABILITIESLoans and advances 610 - -including:bank loans repayable within12 months from balance sheet date 611 - -loans repayable within12 months from balance sheet date 612 - -Accounts payable 3.12. 620 208,381 8,274,672including:trade payables 621 26,207 55,510notes payable 626 - -payables to subsidiaries and dependent companies 628 - -payroll liabilities 622 16,611 23,860debts to public and extrabudgetary funds 623 915 958taxes payable 624 153,874 191,819advance payments received 627 - -other accounts payable 625 10,774 8,002,525Debts to members (founders) with respect to their earnings 630 - -Deferred revenues 640 - -Reserves for future expenses and payments 650 - -Other short-term liabilities 660 2,393 1,870Section V Total 690 210,774 8,276,542BALANCE 700 143,008,823 199,339,757223

JSC IDGC Holding. Annual Report 2010Statement of Assets Accounted for Off-Balance-SheetASSETS Note CodeAt Beginning ofAccounting PeriodAt End ofAccounting PeriodLeased fixed assets 3.2. 910 46,440 33,622including under capital leases 911 - -Inventory items taken into safekeeping 3.5. 920 272 347Materials taken for processing 921 - -Goods taken for commission sale 930 - -Equipment taken for installation 931 - -Debts of insolvent debtors written off 940 - -Security received for obligations and payments 3.4. 950 - 2,500,000Security provided for obligations and payments 960 - -Depreciation of fixed assets 970 - -Depreciation of off-site service facilities and other similar facilities 980 75 -Registered high-security forms 990 - -Fixed assets leased out 991 - -Federally owned property 992 - -Intangible assets taken for use 3.1. 993 9,826 27,301Property contributed to authorized capital as paymentfor acquired shares994 - -Deputy Director Generalfor Economic Affairs and Finance A. V. DemidovChief Accountant G. I. Zhabbarova224

22. AppendicesProfit and Loss Statementfor 2010Date [year/month/day] 2010/12/31 Form No. 2 as per OKUD O71OOO2Organization: JSC Interregional Distribution Grid Companies Holding OKPO 94129941Taxpayer Identification Number: INN 7728662669Activity type: management of holding companies OKVED 74.15.2Legal form of ownership / ownership category:open joint-stock company / mixed Russian ownership with shares of federalownership and Russian Federation constituent entities’ ownership OKOPF/OKFS 47/43Measurement unit: thousands of rubles OKEI 384CODESItemNoteItemCodeAccountingPeriodSame Period ofPrevious YearIncome and Expense from Ordinary ActivitiesNet revenues from sale of goods, products, work, services(exclusive of VAT, excise taxes and other similar dues)3.13. 010 4,001,161 3,438,847services in relation to organizing operation of and todeveloping UPS018 3,260,880 3,260,880income from interests in other entities 014 728,950 165,148income from leases 015 11,331 12,819other industrial goods, products, work, services 016 - -other nonindustrial goods, products, work, services 017 - -Cost value of goods, products, work, services sold 3.13 . 020 (1,844,591) (1,273,994)including:services in relation to organizing operation of and todeveloping UPS028 (1,631,984) (1,195,249)expense from interests in other entities 024 (206,921) (73,874)expense from leases 025 (5,686) (4,871)other industrial goods, products, work, services 026 - -other nonindustrial goods, products, work, services 027 - -Gross profit 029 2,156,570 2,164,853Selling expenses 030 - -Administrative expenses 3.13. 040 - -Sales profit (loss) 050 2,156,570 2,164,853Other Income and ExpenseInterest receivable 060 406,793 74,356Interest payable 070 - -Other income 3.14. 090 52,170,947 59,098,733225

JSC IDGC Holding. Annual Report 2010ItemNoteItemCodeAccountingPeriodSame Period ofPrevious YearOther expense 3.14. 100 (6,037,496) (2,225,910)Profit (Loss) Before Tax 140 48,696,814 59,112,032Deferred tax assets 3.12. 141 10 20Deferred tax liabilities 3.12. 142 (456) (783)Current profit tax 3.11. 150 (400,013) (424,254)Other similar dues 146 - (137)Profit tax and other similar dues 151 (400,459) (425,154)Net profit (undistributed profit (loss)of accounting period)190 48,296,355 58,686,878FOR REFERENCE.Permanent tax liabilities (assets) 3.14. 200 (9,338,904) (11,397,389)Basic earnings (loss) per share, rubles 3.17. 201 1.1541 1.4024Diluted earnings (loss) per share, rubles 3.17. 202 1.1541 1.4024Details of specific profits and lossesItem Note Item CodeAccountingPeriodSame Period ofPrevious YearPenalties, interest fines and liquidated damages admittedor payable in accordance with court (arbitration) decisionsprofit210 - -loss 211 - -Profit (loss) of previous years profit 220 61 33loss 221 (2,059) (483)Indemnity for losses arising from nonperformance orimproper performance of obligations profit230 - -loss 231 - -Exchange rate differences arising from foreign exchangeoperations profit240 466 336loss 241 (453) (520)Deductions to assessed reserves loss 250 - (273,221)Accounts receivable and accounts payable written off dueto expired period of limitation profit260 - -loss 261 - -Deputy Director Generalfor Economic Affairs and Finance A. V. DemidovChief Accountant G. I. Zhabbarova226

22. AppendicesSTATEMENT OF CHANGES IN CAPITALfor 2010Date [year/month/day] 2010/12/31 Form No. 3 as per OKUD O71OOO3CODESOrganization: JSC Interregional Distribution Grid Companies Holding OKPO 94129941Taxpayer Identification Number: INN 7728662669Activity type: management of holding companies OKVED 74.15.2Legal form of ownership / ownership category:open joint-stock company / mixed Russian ownership with shares of federalownership and Russian Federation constituent entities’ ownership OKOPF/OKFS 47/43Measurement unit: thousands of rubles OKEI 384I. Changes in CapitalItemDescriptionCodeAuthorizedCapitalIncrementalCapitalReserveFundsUndistributed Profit(UncoveredLoss)TotalBalance as of December 31 of Year PrecedingPrevious Year2009 (Previous Year)Changes in Accounting Policy010 43,116,903 - - 40,868,123 83,985,026011 - - - - -Revaluation of fixed assets 012 - - - - -Changes in accounting rules 013 - - - (2) (2)Balance as of July 1 of Previous Year 020 43,116,903 - - 40,868,121 83,985,024Foreign currency translation result 023 - - - - -Net profit 025 - - - 58,686,878 58,686,878Dividends 026 - - - - -Deductions to reserve fund 030 - - - - -Increase in capital, including: 040 - - - - -follow-on offering of shares 041 - - - - -increase in par value of shares 042 - - - - -legal entity reorganization 043 - - - - -other 044 - - - - -Decrease in capital, including: 050 - - - - -decrease in par value of shares 051 - - - - -decrease in number of shares 052 - - - - -legal entity reorganization 053 - - - - -other 054 - - - - -227

JSC IDGC Holding. Annual Report 2010ItemDescriptionCodeAuthorizedCapitalIncrementalCapitalReserveFundsUndistributed Profit(UncoveredLoss)TotalBalance as of December 31 of Previous Year 060 43,116,903 - - 99,554,999 142,671,9022010 (Accounting Year)Changes in Accounting PolicyChanges in Accounting Policy 061 - - - - -Revaluation of fixed assets 062 - - - - -Changes in accounting rules 063 - - - - -Balance as of January 1 of Accounting Year 100 43,116,903 - - 99,554,999 142,671,902Foreign currency translation result 103 - - - - -Net profit 105 - - - 48,296,355 48,296,355Dividends 106 - - - - -Deductions to reserve fund 110 - - 2,155,845 (2,155,845) -Increase in capital, including 120 - - - - -follow-on offering of shares 121 - - - - -increase in par value of shares 122 - - - - -legal entity reorganization 123 - - - - -other 124 - - - - -Decrease in capital, including: 130 - - - - -decrease in par value of shares 131 - - - - -decrease in number of shares 132 - - - - -legal entity reorganization 133 - - - - -other 134 - - - - -Balance as of December 31of Accounting Year140 43,116,903 - 2,155,845 145,695,509 190,968,257II. ReservesItemDescriptionCode Balance Received Spent BalanceStatutory Reserves:previous year 150 - - - -accounting year 151 - 2,155,845 - 2,155,845Reserves Formed in Accordance with Constitutive Documents:previous year 152 - - - -accounting year 153 - - - -Assessed Reserves:reserve for doubtful debtsprevious year 160 702,475 137,394 - 839,869accounting year 161 839,869 - - 839,869228

22. AppendicesItemDescriptionCode Balance Received Spent Balancereserve for impairment of financial investmentsprevious year 162 1,277,543 135,827 (558,822) 854,548accounting year 163 854,548 - - 854,548reserve for obligations resulting from recognitionof operation as discontinuedprevious year 164 - - - -accounting year 165 - - - -reserve established due to consequencesof contingenciesprevious year 166 - - - -accounting year 167 - - - -reserve for impairment of tangible assetsprevious year 168 - - - -accounting year 169 - - - -otherprevious year 170 - - - -accounting year 171 - - - -Reserves for Future Expenses:reserve for year-end bonus payprevious year 180 - - - -accounting year 181 - - - -reserve for vacation pay (including deductions)previous year 182 - - - -accounting year 183 - - - -reserve for annual longevity payprevious year 184 - - - -accounting year 185 - - - -reserve for fixed asset maintenanceprevious year 186 - - - -accounting year 187 - - - -otherprevious year 188 - - - -accounting year 189 - - - -229

JSC IDGC Holding. Annual Report 2010REFERENCESItemDescriptionCode Balance at Beginning of Year Balance at End of Year1) Net assets 200 142,671,902 190,968,257from budgetary fundsfrom extrabudgetary fundsItemDescriptionCodeaccountingyearpreviousyearaccountingyearpreviousyear2) Received for expenses forordinary activities - Total210 - - - -including:financing for participants inChernobyl accidentelimination211 - - - -Other 212 - - - -capital investments innoncurrent assets220 - - - -including:221 - - - -Other 222 - - - -Deputy Director Generalfor Economic Affairs and Finance A. V. DemidovChief Accountant G. I. Zhabbarova230

22. AppendicesCASHFLOW STATEMENTfor 2010Date [year/month/day] 2010/12/31 Form No. 4 as per OKUD 0710004CODESOrganization: JSC Interregional Distribution Grid Companies Holding OKPO 94129941Taxpayer Identification Number: INN 7728662669Activity type: management of holding companies OKVED 74.15.2Legal form of ownership / ownership category:open joint-stock company / mixed Russian ownership with sharesof federal ownership and Russian Federation constituent entities’ ownership OKOPF/OKFS 47/43Measurement unit: thousands of rubles OKEI 384ItemDescriptionCodeAccounting PeriodSame Periodof Previous YearCash balance as of beginningof accounting period010 2,533,871 1,296,735Cash flow from operating activitiesCash inflow from buyers and customers 020 3,887,992 3,628,352Inflow of acquired foreign currency 030 - -Other income (proceeds) 050 1,170 6,489Cash outflow:payments for goods, work, services, materials andother current assets purchased150 (752,782) (733,630)labor expenses 160 (1,024,037) (586,922)dividend and interest payments 170 - -payment of taxes and dues 180 (1,091,560) (462,548)other expenses (payments) 190 (81,304) (50,347)Net cash flow from operating activities 200 939,479 1,801,394231

JSC IDGC Holding. Annual Report 2010ItemDescriptionCodeAccounting PeriodSame Periodof Previous YearCash flow from investing activitiesProceeds from sale of fixed assetsand other noncurrent assetsProceeds from sale of securitiesand other financial assets210 1,642 13220 2,320,047 106,233Dividends received 230 730,121 157,292Interest received 240 155,654 71,102Proceeds from repayment of loans extended toother organizations250 - -Other proceeds 260 - -Purchase of subsidiaries 280 - -Purchase of fixed assets, income-bearinginvestments and intangible assetsPurchase of securitiesand other financial assets290 (20,230) (22,755)300 (6,155,640) (867,579)Loans extended to other organizations 310 - -Other expenses 320 (8,380) (8,598)Net cash flow from investing activities 340 (2,976,786) (564,292)Cash flow from financing activitiesProceeds from issue of sharesand other participatory share instrumentsProceeds from loans and advancesextended by other organizations350 7,958,376 -360 - -Proceeds from special-purpose financing 370 - -Other income 380 9,280,000 -Repayment of loans and advances (net of interest) 390 - -Repayment of finance lease obligations 400 - -Other expenses 405 (17,280,000) -Net cash flow from financing activities 410 (41,624) -Net increase (decrease) in cash and cash equivalents 420 (2,078,931) 1,237,102Cash balance at end of accounting period 430 454,940 2,533,837Effect of changes in exchange ratebetween foreign currency and Russian ruble440 34 -Deputy Director Generalfor Economic Affairs and Finance A. V. DemidovChief Accountant G. I. Zhabbarova232

22. AppendicesAPPENDIXTO BALANCE SHEETfor 2010Date [year/month/day] 2010/12/31 Form No. 5 as per OKUD 0710005CODESOrganization: JSC Interregional Distribution Grid Companies Holding OKPO 94129941Taxpayer Identification Number: INN 7728662669Activity type: management of holding companies OKVED 74.15.2Legal form of ownership / ownership category:open joint-stock company / mixed Russian ownership with sharesof federal ownership and Russian Federation constituent entities’ ownership OKOPF/OKFS 47/43Measurement unit: thousands of rubles OKEI 384Intangible AssetsItemDescriptionCodeAvailable atBeginning ofAccountingPeriodEnteredRetiredAvailable atEnd ofAccountingPeriodIntellectual property (exclusive rights to results ofintellectual property)010 920 - - 920including rights:of patent holder to invention, industrial prototype,utility model011 - - - -of possessor of right to computer software, databases 012 - - - -of owner of trademark and service mark,appellation of origin014 920 - - 920Organization’s goodwill 030 - - - -Other 040 - - - -Total 045 920 - - 920ItemDescriptionCodeBeginningof Accounting PeriodEndof Accounting PeriodTotal depreciation of intangible assets 050 - -233

JSC IDGC Holding. Annual Report 2010Fixed AssetsItemDescriptionCodeAvailable atBeginning ofAccountingPeriodEnteredRetiredAvailable atEnd ofAccountingPeriodBuildings 110 4,083 - (936) 3,147Structures and transfer means 111 - - - -Machinery and equipment 112 - - - -Vehicles 113 - - - -Production and auxiliary fixtures 114 - - - -Working animals 115 - - - -Productive livestock 116 - - - -Perennial plants 117 - - - -Other fixed assets 118 26,443 30,437 (202) 56,678Land and natural resources 119 - - - -Capital investment in reclamation 120 - - - -Total 130 30,526 30,437 (1 138) 59,825ItemDescriptionCodeBeginningof Accounting PeriodEndof Accounting PeriodTotal depreciation of fixed assets 140 4,903 14,597including:buildings and structures 141 243 362machinery, equipment and vehicles 142 - -other 143 4,660 14,235Total fixed assets leased out 150 19 19including:buildings 151 19 19structures 156 - -machinery, equipment and vehicles 152 - -other 153 - -Fixed assets temporarily taken out of commission 155 - -Total fixed assets taken on lease 160 46,440 33,622including:buildings and structures 161 45,606 32,788machinery, equipment and vehicles 162 - -other 163 834 834Real property items accepted for use in processof state registration165 - -234

22. AppendicesFor reference.ItemDescriptionCodeBeginningof Accounting PeriodBeginningof Previous YearResults of revaluation of fixed assets: 170 - -acquisition (replacement) value 171 - -depreciation 172 - -Change in fixed asset value resultingfrom additional construction, retrofitting,renovation, partial liquidation180 - -Income-Bearing Investments in Tangible AssetsItemDescriptionCodeAvailable atBeginning ofAccountingPeriodEnteredRetiredAvailable atEnd ofAccountingPeriodProperty leased under capital leases 210 - - - -Property leased out under rental agreement 220 - - - -Other 230 5,069 - - 5,069Total 240 5,069 - - 5,069ItemDescriptionCodeBeginningof Accounting PeriodEndof Accounting PeriodDepreciation of income-bearing investments intangible assets250 217 371Research-and-Developmentand Design ExpendituresTypes of WorkDescriptionCodeAvailable atBeginning ofAccountingPeriodEnteredWritten offAvailable atEnd ofAccountingPeriodTotal 310 - - - -including:311 - - - -312 - - - -Other 313 - - - -235

JSC IDGC Holding. Annual Report 2010For referenceTypes of WorkDescriptionCodeBeginningof Accounting PeriodEndof Accounting PeriodExpenses relating to research-and-development anddesign work in progress320 - -Types of WorkDescriptionCodeFor Accounting PeriodSame Periodof Previous YearExpenses relating to research-and-development anddesign work without positive results recognized asnonoperating expenses330 - -Resource Development ExpensesItemDescriptionCodeBalance atBeginning ofAccountingPeriodEnteredWritten offBalance atEnd ofAccountingPeriodTotal expenses relating to development of naturalresources including:410 - - - -411 - - - -412 - - - -Other 413 - - - -For referenceItemDescriptionCodeBeginningof Accounting PeriodEndof Accounting PeriodExpenses relating to subsoil plots, uncompletedprospecting and evaluation, exploration and/or hydrogeologicalinvestigations and other similar work420 - -Expenses relating to development of natural resourceswithout positive results recognized as nonoperatingexpenses in accounting period430 - -236

22. AppendicesFinancial InvestmentsItemDescriptionCodeBeginning ofAccountingPeriodLong-termEnd ofAccountingPeriodBeginning ofAccountingPeriodShort-termEnd ofAccountingPeriodTotal contributions to authorized (share) capitalof other organizationsincluding subsidiaries and dependent businessentities510 129,434,283 177,654,957 - -511 129,394,630 177,615,304 - -Government and municipal securities 515 - - - -Total securities of other organizations 520 - 4,279,140 - -including debt securities (bonds, notes) 521 - 2,500,000 - -Loans extended 525 - - - -Deposits 530 - - - 8 000 000Other 535 - - - -Total 540 129,434,283 181,934,097 - 8 000 000Including financial investments with current market value:Total contributions to authorized (share) capital ofother organizationsincluding subsidiaries and dependent businessentities550 128,077,367 176,313,546 - -551 128,077,367 176,313,546 - -Government and municipal securities 555 - - - -Total securities of other organizations 560 - - - -including debt securities (bonds, notes) 561 - - - -Other 565 - - - -Total 570 128,077,367 176,313,546 - -For ReferenceChanged value resulting from adjusted assessment offinancial investments with current market value580 57,262,338 46,243,720 - -Difference between acquisition value and par valueof debt securities recognized as financial resultsin accounting period590 - - - -237

JSC IDGC Holding. Annual Report 2010Accounts Receivable and Accounts PayableItemDescriptionCodeBalance at Beginning ofAccounting PeriodBalance at End ofAccounting PeriodAccounts receivable:total short-term receivables 610 8,927,817 6,037,691including:trade receivables 611 298,871 272,087advance payments made 612 60,347 41,693other 613 8,568,599 5,723,911total long-term receivables 620 94,683 859,660including: trade receivables 621 - -advance payments made 622 - 12,291other 623 94,683 847,369Total 630 9,022,500 6,897,351Accounts payable:total short-term payables 640 208,381 8,274,672including:trade payables 641 26,207 55,510advance payments received 642 - -taxes and dues 643 153,874 191,819advances 644 - -loans 645 - -other 646 28,300 8,027,343total long-term payables 650 125,394 93,759including: trade payables 651 - -taxes and dues 652 - -advances 653 - -loans 654 - -other 655 125,394 93,759Total 660 333,775 8,368,431238

22. AppendicesExpense from Ordinary Activities (by Cost Component)ItemDescriptionCode For Accounting Year For Previous YearMaterial costs 710 9,423 10,328Labor costs 720 1,166,726 665,013Benefit-related deductions 730 81,806 78,693Depreciation and amortization 740 9,900 4,970Other costs 750 576,736 514,990Total by cost componentChanges in balance(increase [+], decrease [-]):760 1,844,591 1,273,994work in progress 765 - -deferred expenses 766 25,383 6,162reserve for future expenses 767 - -SecurityItemDescriptionCodeBalance at Beginningof Accounting PeriodBalance at Endof Accounting PeriodTotal security received 810 - 2,500,000including: notes 811 - -Pledged assets 820 - -including:fixed assets 821 - -securities and other financial investments 822 - -other 823 - -Total security provided 830 - -including: notes 831 - -Pledged assets 840 - -including:fixed assets 841 - -securities and other financial investments 842 - -other 843 - -239

JSC IDGC Holding. Annual Report 2010Government AssistanceItemDescriptionCodeAccounting PeriodSame Periodof Previous YearTotal public funds received within accounting period 910 - -including: financing for participants in Chernobylaccident elimination911 - -Other 912 - -ItemDescriptionCodeBeginning ofAccountingPeriodReceived forAccountingPeriodReturned forAccountingPeriodEnd ofAccountingPeriodTotal government loans 920 - - - -including: 921 - - - -Other 922 - - - -Deputy Director Generalfor Economic Affairs and Finance A. V. DemidovChief Accountant G. I. Zhabbarova240

22. Appendices22.7.Auditors’ ReportCPAAssociatesInternationalAUDITORS’ REPORTON THE ACCOUNTING (FINANCIAL)STATEMENTS OFJSC INTERREGIONAL DISTRIBUTION GRIDCOMPANIES HOLDINGFOR 2010FinExpertiza Audit and Consulting Group241

JSC IDGC Holding. Annual Report 2010Auditors’ Report on the Accounting Statements of JSC IDGC Holding for 20102TO THE SHAREHOLDERSAUDITEE INFORMATIONName: JSC Interregional Distribution Grid Companies Holding(JSC IDGC Holding)State Registration Number: 1087760000019Registered address: 117630, Moscow, ul. Akademika Chelomeya, 5AAUDITOR INFORMATIONName: FinExpertiza Limited Liability Company (OOO FinExpertiza)State Registration Number: 1027739127734Registered address: Russian Federation, 129110, Moscow, Prospekt Mira, 69, str. 1Name of the self-regulatory organization of auditors: Auditor Chamber of Russia(Certificate No. 4209 issued on December 28, 2009)Number on the Register of Auditors and Audit Organizations of the of the self-regulatoryorganization of auditors: 10201028038We have audited the accompanying accounting statements of JSC IDGC Holding that consist of:Ø Balance Sheet as of December 31, 2010;Ø Profit and Loss Statement for 2010;Ø Statement of Changes in Capital for 2010;Ø Cash Flow Statement for 2010;Ø Other appendices to the Balance Sheet and the Profit and Loss Statement;Ø Explanatory Note.RESPONSIBILITY OF THE AUDITEE FORACCOUNTING STATEMENTSManagement of JSC IDGC Holding is responsible for the preparation of these accountingstatements in accordance with the rules applicable to the preparation of accounting statementsand for the internal control system necessary to prepare accounting statements thatare free of material misstatements arising out of unfair acts or errors242

22. AppendicesAuditors’ Report on the Accounting Statements of JSC IDGC Holding for 20103RESPONSIBILITY OF THE AUDITOROur responsibility is to express, based on the conducted audit, an opinion on the reliabilityof accounting statements.We conducted our audit in accordance with federal auditing standards. These standardsrequire compliance with applicable ethics and lay down that audits should be so plannedand carried out as to obtain reasonable assurance about whether accounting statements arefree of material misstatements.The audit included the auditing procedures aiming to obtain auditor evidence supportingthe amounts and disclosures in the accounting statements. The selection of the auditingprocedures is at our discretion based on assessing the risk of material misstatements arisingout of unfair acts or errors. In the course of assessing this risk, we examined the internalcontrol system employed to prepare the accounting statements and ensure their reliabilitywith the aim of selecting the appropriate auditing procedures rather than expressingan opinion on the efficiency of the internal control system.The audit also included assessing whether the suitable accounting policy was applied andwhether the estimates were valid and evaluating the overall accounting statement presentation.We believe that the audit evidence obtained by our audit provides a reasonable basis forour opinion on the reliability of the accounting statements.OPINIONIn our opinion, the accounting statements present fairly, in all material respects, the financialposition of JSC IDGC Holding as at December 31, 2010, and the results of its financialand economic operations and its cash flows for 2010 in accordance with the rulesapplicable to the preparation of accounting statements.Project ManagerGeneral, Insurance and Investment Audit DepartmentOOO FinExpertizaActing under Power of Attorney No. 184-07/10of July 1, 2010; valid until June 30, 2011Auditor Qualification License No. K005166General Registration Number on the Register of Auditors: 29701044832I. Yu. Makhova243

JSC IDGC Holding. Annual Report 201022.8. Assessment of the Auditors’ Report on the Accounting Statements for thePeriod from January 1, 2010, to and Including December 31, 2010, by the AuditCommittee of the Board of Directors of JSC IDGC HoldingAssessment of the Auditors’ ReportPrepared by FinExpertiza Limited Liability Companyon the Accounting Statements of JSC InterregionalDistribution Grid Companies Holdingfor the Period from January 1, 2010, to and Including December 31, 2010The Audit Committee of the Board of Directors of JSC InterregionalDistribution Grid Companies Holding (hereinafter, the “Company”), acting onbehalf of and on the instructions of the Company’s Board of Directors, oversawon a regular basis the process of preparing the Company’s accounting statementsand their being audited by OOO FinExpertiza (hereinafter, the “Auditor”).Based on the information obtained from the examination of the Auditor’sreport on the accounting statements of the Company for the period from January1, 2010, to and including December 31, 2010 (hereinafter, the “Report”), theAudit Committee can state as follows:• The Audit Committee discussed the key provisions of the Report withthe Auditor.• The Audit Committee believes that the Report presents objectively thecondition of the Company’s accounting statements prepared in accordancewith Russian Accounting Statements for the period from January1, 2010, to and including December 31, 2010.• On the basis of the examined documents and comments provided bythe Company’s management and the Auditor, the Audit Committeefinds it possible to make a favorable assessment of the Auditors’Report on the Accounting Statements of JSC Interregional DistributionGrid Companies Holding for the Period from January 1, 2010, to andIncluding December 31, 2010.Chairman of the Audit CommitteeSeppo Remes244

22.3. Biographical Data of Members of JSC IDGC Holding’s Board of Directors andManagement BoardBiographical Data of the Members of the Board of Directors of JSC IDGC Holding Electedon June 23, 2010Sergey Renatovich BorisovDate and place of birthNationalityDecember 26, 1953; Serpukhov, Moscow RegionRussianEducation, a cademic d egree ( if a ny): higher education, Candidate of Science (Economics),Ph.D.Educational institution name and year of graduation:Bauman Moscow Higher Technical School, 1978Harvard Business School, 1991All-Union Foreign Trade Academy, 1991Major:Design and Production of Electronic Data Processing EquipmentSituation AnalysisInternational Economic RelationsPlace of employment, position: OPORA RUSSIA All-Russian Public Organization of Smalland Medium Business, PresidentPositions held over the past 5 years in chronological order, including part-time positions, andother additional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title1998–2009 Russian Fuel Union President2002–Present2002–PresentAssociation of Entrepreneurial Organizations ofPresidentRussia (OPORA) Nonprofit PartnershipOPORA RUS SIA Al l-Russian P ublicOrganization of Small and Medium Business President109012, Moscow, Novaya ploshchad, 8, str. 2Positions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)2000 JSRCB Rosbusinessbank Member of the Supervisory Board2009 JSC Russian Bank for Development Member of the Supervisory Board2010 JSC IDGC HoldingMember of the Audit Committee of theBoard of DirectorsValery Alekseyevich GulyaevTitle

Date and place of birthNationalityJune 3, 1957; VologdaRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Vologda Polytechnic InstituteRostov State Construction UniversityMajor:Electricity Supply to Industrial Enterprises and Urban and Rural AreasEconomics and Management of EnterprisesPlace of employment, position: JSC OGK-6 and JSC OGK-2, Deputy General Director forProcurement and LogisticsPositions held over the past 5 years in chronological order, including part-time positions, andother additional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2005–PresentJSC OGK-6Moscow, pr. Vernadskogo, 101, korp.3Deputy General Director forProcurement and Logistics2010–Present JSC OGK-2 Deputy General Director forProcurement and LogisticsPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)2010 JSC IDGC HoldingTitleMember of the Audit Committee,member of the Strategy Committee,member of the Nomination andRemuneration Committee of the Boardof DirectorsVyacheslav Mikhailovich KravchenkoDate and place of birth April 3, 1967; MoscowNationalityRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Lomonosov Moscow State University, 1995Major: Law

Place of employment, position: JSC United Energy Sales Company, Director GeneralPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2004–2008 Ministry of Industry and Energy of theRussian Federation2008–PresentOOO RN-EnergoMoscow, ul. Stasovoy, 7Deputy Director of the Departmentfor Structural and Investment Policyin Production and Energy Sector,Director of the Department forStructural and Tariff Policy inNatural Monopolies, Director of theElectricity Industry DepartmentDirector General2010–Present JSC United Energy Sales Company Director GeneralPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (RegisteredAddress)2009 JSC Tomsk Distribution Company Member of the Board of Directors2009 JSC Kubanenergo Member of the Board of Directors2009 JSC Kubanenergosbyt Member of the Board of Directors2009 JSC Kuban Distribution Networks Member of the Board of Directors2009 JSC Kuban Generation Company Member of the Board of Directors2009 JSC Tomskenergosbyt Member of the Board of Directors2009 JSC Tomsk Distribution Networks Member of the Board of Directors2009 JSC Tomskenergoremont Member of the Board of Directors2009 JSC Tomskelektrosetremont Member of the Board of DirectorsJSC Okha CHPPMember of the Board of Directors2009 JSC Irkutskenergo Member of the Board of Directors2009 INTER RAO UES Member of the Board of Directors2009 Financial Settling Center Member of the Board of DirectorsAdministrator of Trading System of Representative o f t he Gove rnment of2009the Wholesale Power Market within the Rus sian Federation on t hethe Unified Energy SystemSupervisory Board2010 JSC Altaienergosbyt Member of the Board of Directors2010JSC Petersburg Power SalesCompany2010 JSC IDGC HoldingTitleMember of the Board of DirectorsChairman of the Strategy Committee ofthe Board of DirectorsViktor Vasilyevich KudryavyDate and place of birthNationalityOctober 4, 1937; Strunino, Vladimir RegionRussian

Education, academic degree (if any): higher education, Candidate of Science (Engineering)Educational institution name and year of graduation:Lenin Ivanovo State Power Institute, 1961Major: Heat Power Installations of Power PlantsPlace of employment, position: EUROCEMENT Group ZAO, Advisor to PresidentPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title1996–20042004–20052005–PresentMinistry of Fuel and Energy of theRussian FederationMoscow Power EngineeringInstituteEUROCEMENT Group ZAOMoscow, M. Golovin per., 3, str. 1Deputy Minister of Fuel andEnergy of the Russian FederationChief Scientific OfficerVice President; Advisor toPresidentPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (RegisteredAddress)2010 RusHydro Member of the Board of DirectorsChairman of the Nomination and2010 JSC IDGC HoldingRemuneration Committee of the Boardof DirectorsTitleGeorgy Petrovich KutovoyDate and place of birthNationalityDecember 20, 1937; Meleuz, Bashkir Aut onomous S ovietSocialist RepublicRussianEducation, academic degree (if any): higher education, Candidate of Science (Engineering),Doctor of S cience ( Economics), Professor, Academician of t he Rus sian Ac ademy of Na turalSciencesEducational institution name and year of graduation:Lviv Polytechnic Institute, 1961Major:Electric Power Plants, Networks and Systems, Electrical EngineeringPlace of employment, position: United Metallurgical Com pany, Advisor t o P resident o nEnergy

Positions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2004–2009 JSC Mechel Advisor on Natural Monopolies2009–Present2000–PresentUnited Metallurgical CompanyMoscow, Ozerkovskaya nab., 28,str. 2GOU Advanced Training Institutefor Civil ServantsPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (RegisteredAddress)Advisor to President on EnergyProfessor, Cha ir f or S tateRegulation of Natural Monopolies2010 JSC FGC UES Member of the Board of Directors2010 JSC IDGC HoldingMember of the Investment Committee ofthe Board of DirectorsSergey Vladimirovich MaslovDate and place of birth August 15, 1960; GroznyNationalityRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Moscow State Law Academy, 2004Major: LawTitlePlace of employment, position: Saint Petersburg International Mercantile Exchange, PresidentPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2001–20082008–PresentTRANSNEFTEPRODUCT Joint-Stock Co.Saint P etersburg I nternationalMercantile Exchange,115093, Moscow,B. Serpukhovskaya ul., 7PresidentPresidentPositions currently held in management bodies of other corporate entities:

Date ofTaking OfficeinManagementBodiesEntity Name,Place of Business (Registered Address)2008Saint Petersburg International Mercantile President, member of the Board ofExchangeDirectors2008 JSC ATS Chairman of the Board of Directors2008 Financial Settling Center Chairman of the Board of Directors2009 ZAO RDK Member of the Board of Directors2009 JSC OZK Member of the Board of Directors2010 JSC RAO Energy System of East Member of the Board of Directors2010 JSC IDGC HoldingTitleChairman of the Valuation Committeeof the Board of DirectorsSeppo Juha RemesValuation CommitteeNationalityOctober 5, 1955, FinlandFinnishEducation, academic degree (if any): higher education, Ph.D. in EconomicsEducational institution name and year of graduation:University of Oulu, Finland, 1986Turku School of Economics and Business Administration, Finland, 1994Major: EconomicsPlace of employment, position: OOO Kiuru, Director GeneralPositions held over the past 5 ye ars in chronological order, including part-time positions, andother additional information (if any) to be disclosed in the Annual Report of the Company:Period ofEmployment200–PresentEntity Name and AddressOOO Kiuru,125009, Moscow, Gazetny per., 3-5, str. 1Director GeneralTitlePositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)2006 EOS Russia Chairman of the Board of Directors2008 JSC IDGC HoldingChairman of the Audit Committee,member of the Strategy Committee,member of the Valuation Committee ofthe Board of DirectorsTitle

2008Russian Corporation ofMember of the Investment PolicyNanotechnologiesCommittee of the Supervisory Board2007 OJSC SIBUR HoldingMember of the Board of Directors,Chairman of the Audit Committee,member of the Finance Committee2004 JSC SollersMember of the Board of Directors,Chairman of the Audit Committee2002 JSC OMZMember of the Board of Directors,Chairman of the Audit Committee2009 JSC LenenergoMember of the Board of Directors,Chairman of the Audit Committee,member of the Strategy andDevelopment Committee2008 JSC IDGC of the NorthwestMember of the Board of Directors,Chairman of the Audit Committee,member of the Strategy andDevelopment Committee2009 JSC Energosetproekt Institute Member of the Board of DirectorsSergey Vladimirovich SerebryannikovDate and place of birth May 27, 1952; Monino, Noginsk District, Moscow RegionNationalityRussianEducation, academic degree (if any): higher education, Doctor of Science (Engineering)Educational institution name and year of graduation:Moscow Power Engineering Institute, 1975Major: Electroinsulating and Cable EquipmentPlace of employment, position: Moscow Power Engineering Institute (Technical University),RectorPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2004–Present2005–PresentMoscow P ower E ngineeringInstitute (Technical University)Moscow P ower E ngineeringInstitute (Technical University),111250, Moscow, ul. ul.Krasnokazarmennaya, 14Department Chairman, Professor(part-time)RectorPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)Title

2010 JSC IDGC Holding2010 JSC FGC UESMember of t he S trategyCommittee of t he Boa rd ofDirectorsMember of the InvestmentCommittee of the Board ofDirectorsVladimir Vitalyevich TatsiyDate and place of birthNationalityDecember 5, 1960; LipetskRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Moscow Power Engineering Institute, 1984Major: Cryophysics EngineeringPlace of employment, position: Gazprombank (Open Joint-Stock Company), First Vice PresidentPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2003–20072007–PresentJoint-Stock Ba nk of t he Ga sIndustry Gazprombank (ClosedJoint-Stock Company)Gazprombank (Open Joint-StockCompany)115419, Moscow, 2 VerkhnyMikhailovsky proezd, 9, str. 2Vice President, Head of theDepository CenterFirst Vice President, He ad of t heDepository Center; First VicePresidentPositions currently held in management bodies of other corporate entities:Date ofTaking OfficeinManagementBodiesEntity Name,Place of Business (Registered Address)2001 ZAO Depository Clearing Company2008Saint Petersburg International MercantileExchange2001 ZAO Regional Investment Company2005 The National Depository Center2005National Association of Securities MarketParticipants non-profit (self-regulatory)organizationTitleChairman of the Board ofDirectorsChairman of the Board ofDirectorsMember of the Board ofDirectorsMember of the Board ofDirectorsMember of the Board ofDirectors

2008 Financial Settling Center2008 JSC ATS2008 JSC United Energy Sales Company2009Moscow Power Engineering Institute (TechnicalUniversity)2009 National Settlement Depository2010 JSC IDGC HoldingMember of the Board ofDirectorsMember of the Board ofDirectorsMember of the Board ofDirectorsMember of the Board ofTrusteesMember of the SupervisoryBoardChairman of the InvestmentCommittee, member of theStrategy Committee, member ofthe Valuation Committee of theBoard of DirectorsAlexander Pavlovich TerekhovDate and place of birth January 30, 1957; Liepaja, Latvian Soviet Socialist RepublicNationalityRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Bauman Moscow Higher Technical School, 1980Lomonosov Moscow State University, 1991Major:Automatic Information Devices; Applied MathematicsPlace of employment, position: FGUP Energokomplekt Firm, Acting Director GeneralPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2005–2006 JSC Promelektromontazh Director General2006–2010 ZAO PEM-Invest Advisor to the Director General2010–Present FGUP Energokomplekt Firm Acting Director GeneralPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)Title

2010 JSC IDGC HoldingMember of the InvestmentCommittee of the Board ofDirectorsVasily Nikolayevich TitovDate and place of birth December 30, 1960; Kr asny Bor, T osno Di strict, L eningradRegionNationalityRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Zhdanov Leningrad State University, 1983Finance Academy under the Government of the Russian Federation, 2002Place of employment, position: VTB Bank, First Deputy President and First Deputy Chairman ofthe Management BoardPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2004–2007 VTB Bank2007–2009 VTB Bank2009–PresentVTB BankMember of the Management Board,Senior Vice PresidentDeputy President and DeputyChairman of the Management BoardFirst Deputy President and FirstDeputy Chairman of the ManagementBoardPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)2001 State Academic Bolshoi TheatreMember of the Executive Committeeof the Board of Trustees2002 ZAO Interfax-China Member of the Board of Directors20032005International Board of Trustees ofCimmeria of M. A. Voloshin, KoktebelRepublican Environmental, Historicand Cultural AreaDevelopment Fund of the Friends ofthe Russian Museum (State RussianMuseum)TitleMember of the International Boardof TrusteesMember of the Board of Trustees2005Moscow School of Economics,Lomonosov Moscow State UniversityMember of the Board of Trustees2006 Board of the Bolshoi Theatre Fund Chairman of the Board

2006NP F inancial a nd Ba nking Counc il ofMember of the Coordination CouncilCIS2006Federation of Olympic Gymnastics ofRussia All-Russia Non-governmental Vice PresidentInstitution2007 VTB Bank (Ukraine) Member of the Supervisory Board2007Board of the Old Music Revival Fund(Early Music)Member of the Board of Trustees2007Community Council of the FederalSecurity Service of the Russian Chairman of the Community CouncilFederation2008Association of Regional Banks ofRussiaMember of the Council2008International Federation of Gymnastics(FIG)Member of the Executive Committee2008Charity Fund for the Restoration ofVoskresensky Novoierusalimsky Member of the Management BoardMonastery2009 ZAO Dinamo Moscow Football Club Chairman of the Board of DirectorsInterregional Ba nking Counc il unde r2009the Council of Federation of theMember of the CouncilFederal Assembly of the RussianFederationInterstate Fund for Humanitarian Member of t he Boa rd of T rustees,2009Cooperation Among CI S M ember Representative of the RussianStatesFederation2010Development F und of t he Friends ofMember of the Board of Trusteesthe State Peterhof Museum Reserve2010 VTB Bank (Austria) Chairman of the Supervisory Board2010 JSC JSCB Evrofinance Mosnarbank Member of the Supervisory Board2010 ZAO VTB Bank (Belarus) Chairman of the Board of Directors2010 MMC Norilsk Nickel Chairman of the Board of Directors2010Asia-Pacific E conomic Co operationDeputy ChairmanAdvisory Council2010Board of Trustees of the RussianMember of the Board of Trustees2010Basketball FederationBoard of T rustees of t he S troganovFoundation2010 JSC IDGC HoldingMember of the Board of TrusteesMember of t he Va luationCommittee, member of theInvestment Com mittee of t he Boa rdof DirectorsIgor Vladimirovich KhvalinDate and place of birthNationalityMay 2, 1974; MoscowRussianEducation, academic degree (if any): higher education, Candidate of Science (History)Educational institution name and year of graduation:State Aviation Institute (Technical University)

Moscow State Pedagogical UniversityMajor:Computer Machines, Systems and NetworksPlace of employment, position: ZAO Volga Engineering Group, Director GeneralPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period ofEmploymentEntity Name and AddressTitle2006–2008 ZAO Krona Management Executive Director2008–2010 ZAO Volga Engineering Group Director General2010–PresentZAO Volga Engineering Group105005, Moscow, Yelizavetinsky per., Executive Director12, str. 1Positions currently held in management bodies of other corporate entities:Date ofTaking OfficeinManagementBodies2009Entity Name,Place of Business (Registered Address)Commission under the President of theRussian Federation on the Modernization ofthe Russian EconomyTitleMember of the Task Force on E nergyEfficiency2010 ZAO Volga Engineering Group Chairman of the Board of Directors2010 JSC FGC UES Member of the Board of DirectorsMember of the Strategy Committee,member of the Investment Committee,2010 JSC IDGC Holdingmember of the Nomination andRemuneration Committee of the Boardof Directors2010 JSC FGC UESMember of the Investment Committee,Member of the Audit Committee of theBoard of DirectorsPavel Olegovich ShatskyDate and place of birthNationalityMarch 16, 1972; Balashikha, Moscow RegionRussianEducation, academic degree (if any): higher education.Educational institution name and year of graduation:Russian State Distance-Learning University of Agriculture, Balashikha, 1997State University of Management, Moscow, 2002Major: Legal Support for Enterprise Activities. Management

Place of employment, position: OOO Gazprom Energoholding, First Deputy Director GeneralPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2005–2008 JSC SUEKDirector of t he E nergy S ectorStrategy Department; DeputyDirector for Energy, Mergers andAcquisitions2008–Present LTDGazprom Energoholding First Deputy Director GeneralPositions currently held in management bodies of other corporate entities:Date of Taking OfficeEntity Name,in Management Bodies Place of Business (Registered Address)Title2009 JSC OGK-2 Deputy Chairman of the Board ofDirectors2009Deputy Chairman of the Board ofJSC OGK-6Directors2009Chairman of the Board ofJSC TsentrenergokholdingDirectors2009 JSC Mosenergo T hermal P owerMember of the Board of DirectorsCompany2010 JSC RAO Energy System of East Member of the Board of DirectorsNikolay Nikolayevich ShvetsDate and place of birthNationalityMay 17, 1956; Velikiye Budishcha, Dikanka District, PoltavaRegionRussianEducation, academic degree (if any): higher education, Doctor of Science (Economics), AssociateProfessor, Associate Member of the Academy of Military SciencesEducational institution name and year of graduation:All-Union Distance-Learning Institute of Technology, 1983Marshal Zhukov Military Command Academy of Air Defense Forces, 1991Military Academy of the General Staff of the Russian Armed Forces, 1997Major: Electrical Engineering; Commissioned Officer with Higher Military Education;Commissioned Officer with Higher Military Operational Strategic EducationPlace of employment, position: JSC IDGC Holding, Director GeneralPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:

Period of Employment Entity Name and Address Title2004–2007 Rosoboronexport State Corporation Assistant to Director General2007–2008Positions currently held in management bodies of other corporate entities:Date of TakingOffice inManagement BodiesAmur Region Government, AmurRegion Governor and GovernmentExecutive Office2008–2009 Amur Region Legislative Assembly2008–2009 Far Eastern State Agrarian University2009–PresentJSC IDGC Holding,107996, Moscow,Ulansky per., 26, str. 1Entity Name,Place of Business (Registered Address)2007 Russian Engineering Union All-RussiaPublic OrganizationFirst Deputy Chairman of theAmur Region GovernmentChairman of the Amur RegionLegislative AssemblyProfessor, Department ofManagement, Marketing and Law(part-time)CEOTitleMember of the Central Council,Member of the Central CouncilBureauVice President, Chairman of theBoard of DirectorsMember of the Supervisory Board2007 Russian Engineering Union All-RussiaIndustry Association of Employers2009 Scientific and Technical Council ofUnified Energy System Non-profitPartnership2009 JSC IDGC Holding Chairman of the Management Board2009 JSC MOESK Chairman of the Board of Directors2009 JSC Lenenergo Chairman of the Board of Directors2009 JSC Tyumenenergo Chairman of the Board of Directors2009 JSC Yantarenergo Chairman of the Board of Directors2010 JSC IDGC of the Center Chairman of the Board of Directors2010 JSC IDGC of the South Chairman of the Board of Directors2010 JSC Kubanenergo Chairman of the Board of Directors2010 Energy Forecasting Agency Member of the Board of Directors2010 JSC RRDB Member of the Supervisory BoardSergey Ivanovich ShmatkoDate and place of birthNationalitySeptember 26, 1966; StavropolRussianEducation, academic degree (if any): higher education, Candidate of ScienceEducational institution name and year of graduation:Ural State University, Sverdlovsk, 1990University of Marburg, Germany, 1992

Higher Academic Courses of the Military Academy of the General Staff of the Russian ArmedForces, 2004Major:1. Mathematics and Mechanics, Political Economics2. Economics3. Defense and Security Protection of the Russian FederationPlace of employment, position: Ministry of Energy of the Russian Federation, MinisterPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2005–2008 ZAO Atomstroyexport Vice President, President2008–PresentMinistry of Energy of the RussianFederationMinisterPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)2009 RusHydro Chairman of the Board of Directors2008 JSC FGC UES Chairman of the Board of Directors2008 INTER RAO UES Member of the Board of Directors2008 JSC Zarubezhneft Chairman of the Board of Directors2009 JSC Gazprom Member of the Board of Directors2009 SO UPS, JSC Chairman of the Board of Directors2008 JSC Transneft Chairman of the Board of Directors2009 ROSATOM Member of the Supervisory BoardBiographical Data of the Members of the Management Board of JSC IDGC HoldingElected on December 28, 2009TitleGennady Feliksovich BinkoDate and place of birthNationalityFebruary 2, 1958; MoscowRussianEducation, academic de gree ( if a ny): higher e ducation, Candidate of S cience ( Physics a ndMathematics)Educational institution name and year of graduation:Moscow Engineering Physics Institute (MEPhI), 1982All-Russian State Distance-Learning Institute of Finance and Economics (ARDLIFE), 2004Major:

1. Experimental Nuclear Physics2. Business AdministrationPlace of employment, position: JSC IDGC Holding, Deputy Director GeneralPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2005–2009 JSC OGK-6 Deputy Director General2009–PresentJSC IDGC Holding,107996, Moscow,Ulansky per., 26, str. 1Positions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)Deputy Director General2008 JSC RAO Energy System of East Member of the Board of Directors2009 JSC United Energy Sales Company Member of the Board of Directors2009Federal Fund for Development of ResidentialMember of the Board of TrusteesConstruction2010 JSC IDGC of the Volga Chairman of the Board of Directors2010 JSC IDGC of the South Member of the Board of Directors2010 JSC IDGC of the North Caucasus Member of the Board of Directors2010 JSC Tyumenenergo Member of the Board of Directors2010 JSC NIIEE Chairman of the Board of DirectorsSergey Vyacheslavovich VasilyevDate and place of birth April 1, 1975; MoscowNationalityRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Lomonosov Moscow State University, 1997Higher School of Economics, 2010Major: LawPlace of employment, position: JSC IDGC Holding, Director for Legal AffairsPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address TitleTitle

2003–2008 RAO UES of Russia Head of the Legal Department2008–PresentJSC IDGC Holding,107996, Moscow,Ulansky per., 26, str. 1Positions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodies2010 JSC IDGC of the UralsEntity Name,Place of Business (Registered Address)2009 JSC Tomsk Distribution Company2010 JSC IDGC of the Volga2010 JSC Yantarenergo2009 JSC Center for UPS Settlements OptimizationAleksey Vladimirovich DemidovDate and place of birth March 14, 1976; Saint PetersburgNationalityRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Saint Petersburg Institute of Trade and Economics, 1998Major: Accounting and AuditDirector for Legal Affairs, Headof the Department for LegalSupportTitleMember of the Board ofDirectorsChairman of the Board ofDirectorsMember of the Board ofDirectorsMember of the Board ofDirectorsMember of the Board ofDirectorsPlace of e mployment, pos ition: JSC I DGC Hol ding, Deputy Di rector General f or E conomicAffairs and FinancePositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2006–2009 Rosneft First Deputy Financial Director2009–PresentJSC IDGC Holding,107996, Moscow,Ulansky per., 26, str. 1Positions currently held in management bodies of other corporate entities:Deputy Director General forEconomic Affairs and Finance

Date ofTaking OfficeinManagementBodiesEntity Name,Place of Business (Registered Address)2009 JSC IDGC of the North Caucasus Chairman of the Board of Directors2009 JSC IDGC of Siberia Chairman of the Board of Directors2009 JSC IDGC of the Urals Chairman of the Board of Directors2009 JSC Lenenergo Member of the Board of Directors2010 JSC Kubanenergo Member of the Board of Directors2010JSC Center for UPS SettlementsOptimizationTitleMember of the Board of DirectorsMikhail Yuryevich KurbatovDate and place of birthNationalityOctober 7, 1981; Saint PetersburgRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Saint Petersburg State University of Economics and Finance, 2003Major: Global EconomicsPlace of employment, position: JSC IDGC Holding, Deputy Director GeneralPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2004–20102010–PresentMinistry of Economic Developmentof the Russian FederationJSC IDGC Holding,107996, Moscow,Ulansky per., 26, str. 1Director of DepartmentDeputy Director GeneralPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (RegisteredAddress)Title2008 SO UPS, JSC Member of the Board of DirectorsNP Market CouncilMember of the Supervisory BoardFederal Tariff Service of the RussianFederationMember of the Management BoardAleksey Yurievich PerepyolkinDate and place of birth August 26, 1970; Rybinsk, Yaroslavl RegionNationalityRussian

Education, academic degree (if any): higher educationEducational institution name and year of graduation:Bauman Moscow State Technical University, 1993Moscow State Law Academy, 1998Major:Optical Devices and SystemsLawPlace of e mployment, pos ition: JSC I DGC Hol ding, Deputy Di rector General f or Cor porateGovernance and PropertyPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period of Employment Entity Name and Address Title2006–20072007–20092009–PresentFederal Taxation Service of theRussian FederationMinistry of Defense of the RussianFederationJSC IDGC Holding,107996, Moscow,Ulansky per., 26, str. 1Head of the Collection andAnalysis DivisionAdvisor to the Minister, Head ofthe Chief Legal DirectorateDeputy Director General forCorporate Governance andPropertyPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (Registered Address)2010 JSC IDGC of the Center and Volga Region Chairman of the Board of Directors2010 JSC IDGC of the CenterDeputy Chairman of the Board ofDirectors2010 JSC IDGC of the Northwest Chairman of the Board of Directors2010JSC Center for UPS SettlementsOptimizationAleksey Valeryevich SannikovDate and place of birth August 2, 1965; Kovrov, Vladimir RegionNationalityRussianEducation, academic degree (if any): higher educationEducational institution name and year of graduation:Lobachevsky State University of Gorky, 1987Major: Radio Physics and ElectronicsPlace of employment, position: JSC IDGC Holding, Deputy Director GeneralTitleChairman of the Board of Directors

Positions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:Period ofEmploymentEntity Name and AddressTitle2004–2007Federal Tariff Service of the RussianFederation2007–2008 JSC Atomenergoprom2009–PresentJSC IDGC Holding,107996, Moscow,Ulansky per., 26, str. 12009–Present NO ENERGOSTROY PresidentPositions currently held in management bodies of other corporate entities:Date of TakingOffice inManagementBodiesEntity Name,Place of Business (RegisteredAddress)Head of the Division forRegulation and Control of Pricingin the Electricity IndustryDirector of the Department forGeneration and Electricity MarketBeing RestructuredDeputy Director GeneralTitle2010 JSC IDGC of the Northwest Member of the Board of Directors2010 JSC Kubanenergo Member of the Board of Directors2010 JSC Tyumenenergo Member of the Board of DirectorsNikolay Nikolayevich ShvetsDate and place of birthNationalityMay 17, 1956; Velikiye Budishcha, Dikanka District, PoltavaRegionRussianEducation, academic degree (if any): higher education, Candidate of Science (Economics),Associate Professor, Associate Member of the Academy of Military SciencesEducational institution name and year of graduation:All-Union Distance-Learning Institute of Technology, 1983Marshal Zhukov Military Command Academy of Air Defense Forces, 1991Military Academy of the General Staff of the Russian Armed Forces, 1997Major:1. Electrical Engineering2. Commissioned Officer with Higher Military Education3. Commissioned Officer with Higher Military Operational Strategic EducationPlace of employment, position: JSC IDGC Holding, Director GeneralPositions held over the past 5 years in chronological order, including part-time positions, and otheradditional information (if any) to be disclosed in the Annual Report of the Company:

Period of Employment Entity Name and Address Title2004–2007 Rosoboronexport State Corporation Assistant to Director General2007–2008Positions currently held in management bodies of other corporate entities:Date of TakingOffice inManagement BodiesAmur Region Government, AmurRegion Governor and GovernmentExecutive Office2008–2009 Amur Region Legislative Assembly2008–2009 Far Eastern State Agrarian University2009–PresentJSC IDGC Holding,107996, Moscow,Ulansky per., 26, str. 1Entity Name,Place of Business (Registered Address)2007 Russian Engineering Union All-RussiaPublic OrganizationTitleMember of the Central Council,Member of the Central CouncilBureauVice President, Chairman of theBoard of DirectorsMember of the Supervisory Board2007 Russian Engineering Union All-RussiaIndustry Association of Employers2009 Scientific and Technical Council ofUnified Energy System Non-profitPartnership2009 JSC IDGC Holding Chairman of the Management Board2009 JSC MOESK Chairman of the Board of Directors2009 JSC Lenenergo Chairman of the Board of Directors2009 JSC Tyumenenergo Chairman of the Board of Directors2009 JSC Yantarenergo Chairman of the Board of Directors2010 JSC IDGC of the Center Chairman of the Board of Directors2010 JSC IDGC of the South Chairman of the Board of Directors2010 JSC Kubanenergo Chairman of the Board of Directors2010 Energy Forecasting Agency Member of the Board of Directors2010 JSC RRDB Member of the Supervisory Board22.4. List of Corporate Local Regulatory DocumentsFirst Deputy Chairman of theAmur Region GovernmentChairman of the Amur RegionLegislative AssemblyProfessor, Department ofManagement, Marketing and Law(part-time)Director GeneralTitleRegulations for the Preparation and HoldingProcedure for the General Meeting ofShareholders of JSC IDGC Holding(approved by the EGM 1 of JSC IDGCHolding on December 30, 2008)Basic ProvisionsThe Regulations define the procedure for convening,preparing, and holding the General Meeting ofShareholders of the Company and for summarizing itsresults.1 Extraordinary General Meeting of Shareholders.

Regulations for the Convening and HoldingProcedure for Meetings of the Board ofDirectors of JSC IDGC Holding(approved by the EGM of JSC IDGCHolding on December 30, 2008)Regulations for Remuneration andCompensation for Members of the Board ofDirectors of JSC IDGC HoldingThe Regulations set forth the functions of theCompany’s Board of Directors.The Regulations define the criteria and paymentprocedure of remuneration for members of theCompany’s Board of Directors.(a restated version approved by the AGM 2of JSC IDGC Holding on June 23, 2010)Regulations for the Internal AuditThe Regulations set forth the functions of theCommission of JSC IDGC Holding Company’s Internal Audit Commission.(approved by the EGM of JSC IDGCHolding on December 30, 2008)Regulations for Remuneration andCompensation for Members of the InternalAudit Commission of JSC IDGC Holding(approved by the EGM of JSC IDGCHolding on December 30, 2008)Regulations for the Management Board ofJSC IDGC Holding(approved by the EGM of JSC IDGCHolding on December 30, 2008)Regulations for the Valuation Committee ofthe Board of Directors of JSC IDGCHolding(a restated version approved by the Board ofDirectors of JSC IDGC Holding onSeptember 8, 2010; Minutes No. 43)Regulations for the Audit Committee of theBoard of Directors of JSC IDGC Holding(a restated version approved by the Board ofDirectors of JSC IDGC Holding onSeptember 8, 2010; Minutes No. 43)Regulations for the Nomination andRemuneration Committee of the Board ofDirectors of JSC IDGC Holding(a restated version approved by the Board ofDirectors of JSC IDGC Holding onSeptember 8, 2010; Minutes No. 43)Regulations for the Strategy Committee ofthe Board of Directors of JSC IDGCHolding(approved by the Board of Directors of JSCIDGC Holding on April 29, 2009; MinutesNo. 14)Regulations for the Investment Committeeof the Board of Directors of JSC IDGCHolding(approved by the Board of Directors of JSC2 Annual General Meeting of Shareholders.The Regulations define the criteria and paymentprocedure of remuneration for members of theCompany’s Internal Audit Commission.The Regulations the time and procedure for conveningand holding meetings of the Management Board, thequorum at such meetings, and the procedure foradopting the Management Board’s decisions.The Regulations define the status and functions of theValuation Committee.The Regulations define the status and functions of theAudit Committee.The Regulations define the status and functions of theNomination and Remuneration Committee.The Regulations define the status and functions of theStrategy Committee.The Regulations define the status and functions of theInvestment Committee.

IDGC Holding on October 22, 2010;Minutes No. 46).Regulations for Internal Control Proceduresof JSC IDGC Holding(approved by the Board of Directors of JSCIDGC Holding on November 19, 2008;Minutes No. 8)Risk Management Policy of JSC IDGCHolding(approved by the Board of Directors of JSCIDGC Holding on March 29, 2010; MinutesNo. 30)Internal Control Policy of JSC IDGCHolding(approved by the Board of Directors of JSCIDGC Holding on March 29, 2010; MinutesNo. 30)Regulations for Insider Information of JSCIDGC Holding(approved by the Board of Directors of JSCIDGC Holding on November 19, 2008;Minutes No. 8)Procedure for Interaction of JSC IDGCHolding with the Economic Entities WhoseShares (Equities) Are Owned by JSC IDGCHolding(approved by the Board of Directors of JSCIDGC Holding on August 28, 2008;Minutes No. 3; as amended on November19, 2009; Minutes No. 26)The Regulations set forth the rules for organizing theCompany’s internal control procedures.The Policy defines the fundamental principles oforganization, implementation and control of riskmanagement processes of the Company as part of theConcept of Developing and Improving the InternalControl and Audit System and the Risk ManagementSystem of the Company.The Policy defines the binding fundamental principlesfor organizing the internal control system and forminga common approach to implementing internal controlprocesses within the Company.The Regulations set forth the requirements applicableto persons entitled to access insider information, thenotification procedure for their transactions related tosecurities of the Company and its subsidiaries anddependent companies, and the procedure for disclosinginformation about transactions of persons entitled toaccess insider information.The Procedure governs the exercise by the Company ofthe rights of a shareholder in relation to its subsidiariesand dependent companies, which rights are attached toshares, in order to ensure that CompanyRepresentatives act effectively in management andcontrol bodies of SDCs.The Procedure describes general conditions forcorporate interaction of the Company with SDCs in theareas defined in the Procedure, including corporateplanning, the organization and control of corporateaction when management bodies of SDCs consider theissues with respect to which, in accordance with theArticles of Association of the Company, theCompany’s (Company Representatives’) position shallbe defined.

Regulations for Information Policy of JSCIDGC Holding(approved by the Board of Directors of JSCIDGC Holding on November 19, 2009;Minutes No. 26)Regulations for Dividend Policy of JSCIDGC Holding(approved by the Board of Directors of JSCIDGC Holding on September 8, 2010;Minutes No. 43)Corporate Governance Code of JSC IDGCHolding(approved by the Board of Directors of JSCIDGC Holding on November 19, 2009;Minutes No. 26)Regulations for Financial Incentives forSenior Managers of JSC IDGC Holding(approved by the Board of Directors of JSCIDGC Holding on November 19, 2009;Minutes No. 26)The Regulations define the basic principles of theCompany’s information policy; the rules andapproaches applicable to the Company’s disclosure ofinformation; and a list of information and documentsthat should be disclosed to shareholders, investors,creditors, professional participants in the securitiesmarket, governmental authorities, and otherstakeholders and that set forth the procedure anddeadlines for the disclosure and submission of suchinformation.The Regulations outlines the basic principles of theCompany’s dividend policy and discloses theprocedure, period, and other terms and conditions forthe payment of dividends on the Company’s shares.The Code describes the Company’s principles ofcorporate governance, the structure of the Company’smanagement and control bodies and the principles oftheir interaction, the mechanism for the exercise byshareholders of their rights, and the principles of theCompany’s interaction with subsidiaries and dependentcompanies.The Regulations govern remuneration for theCompany’s executives and the improvement of theirmotivation to effectively manage financial, economic,and production activities of the Company andsubsidiaries and dependent companies.

22.5. List of Registrar Transfer Agents for JSC IDGC Holding SharesLIST OF SBERBANK OFFICESACTING AS TRANSFER AGENTSItem Office Name Postal Code Constituent Entity of theRussian FederationAddressPost Town Street HouseTelephone(Area Code)1 1. Altaisky Head Office2 2. Tsentralno-ChernozemnyHead Office3 2.1 Belgorodskoye BranchNo. 8592656038 Altai Territory Barnaul Komsomolsky pr-t 106A (3852) 39-94-9039-93-0639-94-31394006 Voronezh Region Voronezh ul. 9 Yanvarya 28 (0732) 72-72-57308600 Belgorod Region Belgorod Grazhdansky pr-t 52 (0722) 30-68-394 2.2 Lipetskoye Branch No.85935 2.3 Tambovskoye BranchNo. 85946 2.4 Orlovskoye Branch No.8595398600 Lipetsk Region Lipetsk ul. Pervomayskaya 2 (0742) 42-17-1042-16-42392036 Tambov Region Tambov ul. K. Marksa 130 (0752) 79-05-3479-05-28302028 Oryol Region Oryol Shchepnaya pl. 1 (0862) 77-73-977 2.5 Kurskoye Branch No.8596305004 Kursk Region Kursk ul. Lenina 67 (0712) 55-77-298 3. Uralsky Head Office620014 Sverdlovsk Region Yekaterinburg ul. Moskovskaya 11 (3432) 69-52-04

9 3.1 Chelyabinskoye Branchof Sberbank No. 8597454048 Chelyabinsk Region Chelyabinsk ul. Entuziastov 9A (3512) 67-14-2310 3.2 Bashkirskoye Branch ofSberbank No. 8598450059 Republic of Bashkortostan Ufa ul. Rikharda Zorge 5 (3472) 24-65-4511 3.3 Kurganskoye Branch ofSberbank No. 8599640022 Kurgan Region Kurgan ul. Gogolya 98 (3522) 48-96-8812 4. Baikalsky Head Office664047 Irkutsk Region Irkutsk ul. Deputatskaya 32 (3952) 25-41-5725-41-5413 4.1 Chitinskoye Branch ofSberbank No. 8600672010 Chita Region Chita ul. im. PolinyOsipenko40 (3022) 33-60-2933-60-31144.2 Buryatskoye Branch ofSberbank No. 8601670031 Republic of Buryatia Ulan-Ude ul. Tereshkovoy 3B (3012) 28-50-4428-50-4115 4.3 Kirenskoye Branch ofSberbank No. 68716 4.4 Nizhneudinskoye Branchof Sberbank No. 240617 4. 5 Taishetskoye Branch ofSberbank No. 2410184.6 Bratskoye Branch ofSberbank No. 2413666710 Irkutsk Region Kirenskul.Kommunisticheskaya665110 Irkutsk Region Nizhneudinsk ul. Oktyabrskaya 68665008 Irkutsk Region Taishet ul. Gagarina 94665708 Irkutsk Region Bratsk ul. Lenina 72(39568) 2-16-08(39517) 7-15-14(39563) 2-04-33(3953) 43-48-3119 4.7 Zalarinskoye Branch ofSberbank No. 241520 4.8 Ziminskoye Branch ofSberbank No. 241621 4.9 Kachugskoye Branch ofSberbank No. 2417665370 Irkutsk Region Zalari settlement ul. Lenina 105665390 Irkutsk Region Zima ul. Podayurova 16666203 Irkutsk Region Kachug settlement ul. Pobedy 4(39512) 2-18-95(39514) 3-15-60(39540) 3-18-93

22 4.10 Kuytunskoye Branch ofSberbank No. 241823 4.11 Nizhne-IlimskoyeBranch of Sberbank No.241924 4.12 Tulunskoye Branch ofSberbank No. 242025 4.13 Usolskoye Branch ofSberbank No. 242126 4.14 CheremkhovskoyeBranch of Sberbank No.242327 4.15 Ust-Kutskoye Branch ofSberbank No. 242528 4.16 Alarskoye Branch ofSberbank No. 242629 4.17 Bokhanskoye Branch ofSberbank No. 242730 4.18 Ekhirit-BulugatskoyeBranch of Sberbank No.242831 4.19 Slyudyanskoye Branchof Sberbank No. 244432 4.20 Angarskoye Branch ofSberbank No. 769033 4.21 Mamsko-ChuyskoyeBranch of Sberbank No.769134 4.22 Chunskoye Branch ofSberbank No. 7730354.23 Ust-Ilimskoye Branchof Sberbank No. 7966665302 Irkutsk Region Kuytun settlementul. KrasnogoOktyabrya665653 Irkutsk Region Zhelezhogorsk-Ilimsky Kvartal 6 9665210 Irkutsk Region Tulun ul. Lenina 5665470 Irkutsk Region Usolye-Sibirskoye ul. Ordzhonikidze 31665413 Irkutsk Region Cheremkhovo ul. Nekrasova 17665780 Irkutsk Region Ust-Kut ul. Kirova 21A669452 Irkutsk Region Kutulik settlement ul. Matveeva 23A669311669001Ust-Ordyn Buryat AutonomousDistrictUst-Ordyn Buryat AutonomousDistrict28(39536) 4-14-82(39566) 3-29-40(39530) 2-29-61(39543) 6-32-34(39546) 5-24-94(39565) 5-19-28(39564) 3-74-84Bokhan settlement ul. Lesnaya 8 (39538) 25-841Ust-Ordynskysettlement665900 Irkutsk Region Slyudyankaper. Kommunalny 9ul. ParizhskoyKommuny665835 Irkutsk Region Angarsk 7 mkr-n 25666810 Irkutsk RegionMama urban-typesettlement7(39541) 3-18-32(39544) 51-6-43(3951) 50-45-19ul. Naberezhnaya 3 (39569) 25-49-20666514 Irkutsk Region Chunsky settlement ul. Lenina 56B666686 Irkutsk Region Ust-Ilimsk pr-t Mira 70(39567) 9-13-27(39535) 9-00-14

36(39510) 4-00-764.24 Shelekhovskoye Branchof Sberbank No. 7990666020 Irkutsk Region Shelekhov Kvartal 8 16374.25 Gorodskoye Branch ofSberbank No. 8586664007 Irkutsk Region Irkutskul. DekabrskikhSobytiy23A (3952) 25-76-6538 4.26 Barguzinskoye Branchof Sberbank No. 242939 4.27 Kabanskoye Branch ofSberbank No. 243140 4.28 Tunkinskoye Branch ofSberbank No. 243241 4.29 Zakamenskoye Branchof Sberbank No. 243342 4.30 Selenginskoye Branchof Sberbank No. 243443 4.31 Yeravninskoye Branchof Sberbank No. 243644 4.32 MukhorshibirskoyeBranch of Sberbank No.243845 4.33 Kyakhtinskoye Branchof Sberbank No. 243946 4.34 SeverobaikalskoyeBranch of Sberbank No.244047 4.35 Zaigraevskoye Branchof Sberbank No. 245248 4.36 Kizhinginskoye Branchof Sberbank No. 695049 4.37 TarbagatayskoyeBranch of Sberbank No.7877671610 Republic of Buryatia Barguzin settlement ul. Lenina 24A (30131) 4-12-36671200 Republic of Buryatia Kabansk village ul. Oktyabrskaya 11 (30138) 4-00-65671010 Republic of Buryatia Kyren village ul. Lenina 120671930 Republic of Buryatia Zakamensk ul. Lenina 25(30147) 91-46-1(30137) 4-50-91671280 Republic of Buryatia Gusinoozyorsk ul. Klyuchevskaya 26 (30145) 4-59-24671430 Republic of BuryatiaSosnovo-Ozyorskoyevillageul. Pervomayskaya 135 (30135) 2-19-18671340 Republic of Buryatia Mukhorshibir village ul. 30 let Pobedy 16671830 Republic of Buryatia Kyakhta ul. Lenina 52(30143) 2-22-98(30142) 9-21-789-11-23671701 Republic of Buryatia Severobaikalsk ul. Poligrafistov 18 (30139) 2-49-36671310 Republic of BuryatiaZaigraevo urban-typesettlementul. Pervomayskaya 1671450 Republic of Buryatia Kizhinga village pr-t Lenina 9(30136) 4-13-06(30141) 3-28-65671222 Republic of Buryatia Tarbagatay village ul. Lenina 35 (30146) 5-52-77

50 4.38 Buryatskoye Branch ofSberbank No. 860151 4.39 Aginskoye Branch ofSberbank No. 243752 4.40 Mogochinskoye Branchof Sberbank No. 416053 4.41 Nerchinskoye Branch ofSberbank No. 417154 4.42 ChernyshevskoyeBranch of Sberbank No.417555 4.43 Borzinskoye Branch ofSberbank No. 417856 4.44 Priargunskoye Branchof Sberbank No. 417957 4.45 OlovyanninskoyeBranch of Sberbank No.418058 4.46 Shilkinskoye Branch ofSberbank No. 418159 4.47 KrasnochikoyskoyeBranch of Sberbank No.418460 4.48 Karymskoye Branch ofSberbank No. 418761 4.49 Petrovsk-ZabaikalskoyeBranch of Sberbank No.419062 4.50 Baleyskoye Branch ofSberbank No. 421963 4.51 Kalarskoye Branch ofSberbank No. 589564 4.52 Duldurginskoye Branchof Sberbank No. 688665 4.53 Zabaikalskoye Branchof Sberbank No. 7947670031 Republic of Buryatia Ulan-Ude ul. Tereshkovoy 3B (3012) 28-50-44687000Aginsk Buryat AutonomousDistrictAginsk urban-typesettlementul. Badmy Tsyrenova 13(30239) 3-48-67673730 Chita Region Mogocha ul. Klubnaya 3 (30241) 62-2-11673400 Chita Region Nerchinsk ul. Sovetskaya 26673460 Chita RegionChernyshevsksettlementul. Tsentralnaya 23(30242) 4-11-99(30265) 2-23-73674600 Chita Region Borzya ul. Pushkina 17 (30233) 3-16-53674310 Chita Region674500 Chita RegionPriargunsk urban-typesettlementOlovyannaya urbantypesettlementul. Pervomayskaya 1ul. Moskovskaya 50673370 Chita Region Shilka ul. Lenina 31673060 Chita Region Krasny Chikoy village ul. Pervomayskaya 57673300 Chita RegionKarymskaya urbantypesettlementul. Leningradskaya 55673005 Chita Region Petrovsk-Zabaikalsky ul. Sportivnaya 25673450 Chita Region Baley ul. Sovetskaya 42(30243) 2-11-97(30253) 4-57-08(30244) 2-25-69(30230) 2-12-84(30234) 3-11-77(30236) 2-15-70(30232) 5-16-38674150 Chita Region Chara village ul. Sovetskaya 7 (30261)2-12-35687200Aginsk Buryat AutonomousDistrictDuldurga village ul. Lazo 28(30256) 2-15-35674650 Chita Region Zabaikalsk urban-type ul. 19A (30251) 3-12-71

66 4.54 KrasnokamenskoyeBranch of Sberbank No.800567 4.55 Khilokskoye Branch ofSberbank No. 809168 4.57 Bodaybinskoye Branchof Sberbank No. 587settlementKrasnoarmeyskaya674670 Chita Region Krasnokamensk pr-t Stroiteley673200 Chita Region Khilok ul. Lenina 10666904 Irkutsk Region Bodaybo ul. Uritskogo 32(30245) 2-86-80(30237) 2-16-60(3952) 25-69-5169 5. Vostochno-Sibirsky HeadOffice70 5.1 Abakanskoye Branch No.860271 5.2 Kyzylskoye Branch No.859172 5.3 Abanskoye Branch ofSberbank No. 2400660028 Krasnoyarsk Territory Krasnoyarsk pr-t Svobodny 46 (3912) 59-80-5459-81-93655017 Republic of Khakassia Abakan ul. Pushkina 165 (39022) 5-94-114-34-45667000 Republic of Tuva Kyzyl ul. Kochetova 34A (39422) 3-59-333-58-21663740 Krasnoyarsk Territory Aban settlement ul. Pionerskaya 1 (263) 2-24-5573 5.4 Achinskoye Branch ofSberbank No. 180662150 Krasnoyarsk Territory Achinsk 8 mkr-n 14 (251) 7-51-622-32-8974 5.5 Balakhtinskoye Branchof Sberbank No. 2389662340 Krasnoyarsk Territory Balakhta urban-typesettlementul. Surikova 23 (248) 2-15-912-12-5375 5.6 B-Murtinskoye Branchof Sberbank No. 239076 5.7 Bogotolskoye Branch ofSberbank No. 236977 5.8 Boguchanskoye Branchof Sberbank No. 2402663060 Krasnoyarsk Territory B-Murta settlement ul. Partizanskaya 110 (218) 2-10-41662060 Krasnoyarsk Territory Bogotol ul. Kirova 26 (257) 2-31-96663430 Krasnoyarsk Territory Boguchany village per. S. Lazo 7 (262) 2-26-99

78 5.9 B-Uluyskoye Branch ofSberbank No. 704479 5.10 Divnogorskoye Branchof Sberbank No. 786480 5.11 YemelyanovskoyeBranch of Sberbank No.619081 5.12 Yeniseiskoye Branch ofSberbank No. 239182 5.13 ZheleznogorskoyeBranch of Sberbank No.770183 5.14 Zelenogorskoye Branchof Sberbank No. 7815662110 Krasnoyarsk Territory B-Uluy village ul. Sovetskaya 138 (259) 2-19-09663090 Krasnoyarsk Territory Divnogorsk ul. Grimau 4A (244) 2-33-46663020 Krasnoyarsk Territory Yemelyanovo urban-typesettlementul. Kooperativnaya 2A (233) 2-12-982-17-80663180 Krasnoyarsk Territory Yeniseisk ul. Babkina 2B (215) 2-46-59662971 Krasnoyarsk Territory Zheleznogorsk ul. Lenina 48B (297) 3-91-413-91-56663690 Krasnoyarsk Territory Zelenogorsk ul. Stroiteley 10A (269) 2-38-482-77-8684 5.15 Igarskoye Branch ofSberbank No. 244985 5.16 Ilanskoye Branch ofSberbank No. 244386 5.17 Irbeyskoye Branch ofSberbank No. 240387 5.18 Kazachinskoye Branchof Sberbank No. 239288 5.19 Kanskoye Branch ofSberbank No. 27989 5.20 Karatuzskoye Branch ofSberbank No. 238690 5.21 Kezhemskoye Branchof Sberbank No. 240491 5.22 KrasnoturanskoyeBranch of Sberbank No.2382663200 Krasnoyarsk Territory Igarka 1 mkr-n 7A (212) 2-17-34663800 Krasnoyarsk Territory Ilansky ul. Krasnaya 29 (273) 2-14-542-15-09663650 Krasnoyarsk Territory Irbeyskoye village ul. Lenina 54 (274) 3-14-37663100 Krasnoyarsk Territory Kazachinskoye village ul. Krasnoarmeyskaya 3 (216) 2-13-35663600 Krasnoyarsk Territory Kansk ul.Krasnopartizanskaya69/1 (261) 2-35-16662850 Krasnoyarsk Territory Karatuzskoye village ul. Lenina 23 (237) 2-16-05663491 Krasnoyarsk Territory Kodinsk pr-t Leninskogokomsomola10 (243) 7-02-07662660 Krasnoyarsk Territory Krasnoturansk village ul. Lenina 49 (234) 2-12-68

92 5.23 Krasnoyarskoye CityBranch of Sberbank No. 161660010 Krasnoyarsk Territory Krasnoyarsk pr-t im. gazetyKrasnoyarsky rabochy150A (3912) 59-87-0059-87-5693 5.24 Kuraginskoye Branchof Sberbank No. 238794 5.25 Lesosibirskoye Branchof Sberbank No. 821795 5.26 Manskoye Branch ofSberbank No. 239396 5.27 Minusinskoye Branchof Sberbank No. 18197 5.28 Motyginskoye Branchof Sberbank No. 244298 5.29 Nazarovskoye Branchof Sberbank No. 237299 5.30 NovosyolovskoyeBranch of Sberbank No.2394100 5.31 Norilskoye Branch ofSberbank No. 7449101 5.32 OrdzhonikidzevskoyeBranch of Sberbank No.102 5.33 Partizanskoye Branchof Sberbank No. 2396103 5.34 Rybinskoye Branch ofSberbank No. 2408104 5.35 Sayanogorskoye Branchof Sberbank No. 8147105 5.36 Sayanskoye Branch ofSberbank No. 2401106 5.37 Severo-YeniseiskoyeBranch of Sberbank No.2441662910 Krasnoyarsk Territory Kuragino settlement ul. Partizanskaya 45A (236) 2-27-17662547 Krasnoyarsk Territory Lesosibirsk ul. Parkovaya 9A (245) 5-27-00663510 Krasnoyarsk Territory Shalinskoye village ul. Komsomolskaya 1 (249) 2-16-97662600 Krasnoyarsk Territory Minusinsk ul. Shtabnaya 10 (232) 5-10-64663400 Krasnoyarsk Territory Motygino settlement ul. Sovetskaya 116 (241) 2-26-63662200 Krasnoyarsk Territory Nazarovo ul. Kuznechnaya 2 (255) 3-11-49662430 Krasnoyarsk Territory Novosyolovo village ul. Yushkova 1 (247) 9-18-63663319 Krasnoyarsk Territory Norilsk pl. Metallurgov 1 (3919) 22-38-15655250 Republic of Khakassia Kopyovo urban-typesettlementul. Lenina 12 (39036) 2-14-51663540 Krasnoyarsk Territory Partizanskoye village ul. Kravchenko 14 (240) 2-15-55663960 Krasnoyarsk Territory Zaozyorny ul. Sovetskaya 41 (265) 2–09-27655600 Republic of Khakassia Sayanogorsk ul. Lenina 61 (39042) 2-33-52663580 Krasnoyarsk Territory Aginskoye village ul. Sovetskaya 104 (242) 2-15-90663280 Krasnoyarsk Territory Severo-Yeniseisky worksettlementul. Lenina 15 (214) 2-13-37

107 5.38 SukhobuzimskoyeBranch of Sberbank No.2397108 5.39 Taseevskoye Branch ofSberbank No. 2409109 5.40 Turukhanskoye Branchof Sberbank No. 2399110 5.41 Uzhurskoye Branch ofSberbank No. 2376111 5.42 Uyarskoye Branch ofSberbank No. 2398112 5.43 Chernogorskoye Branchof Sberbank No. 8573113 5.44 Sharypovskoye Branchof Sberbank No. 6917114 5.45 Shirinskoye Branch ofSberbank No. 2381115 5.46 Shushenskoye Branchof Sberbank No. 7041116 5.47 Additional Office No.9031/02, Vostochno-SibirskyHead Office117 5.48 Additional Office No.9031/03, Vostochno-SibirskyHead Office118 5.49 Additional Office No.9031/04, Vostochno-SibirskyHead Office119 6. Severo-Vostochny HeadOffice120 6.1 Yagodninskoye Branchof Sberbank No. 6187663040 Krasnoyarsk Territory Sukhobuzimskoyevillageul. Lomonosova 28 (219) 2-19-52663770 Krasnoyarsk Territory Taseevo village ul. Lunacharskogo 3 (264) 2-16-45663230 Krasnoyarsk Territory Turukhansk settlement ul. A. Ye. Shadrina 8 (210) 4-41-26662255 Krasnoyarsk Territory Uzhur ul. Lenina 4 (256) 2-17-32663920 Krasnoyarsk Territory Uyar ul. 30 let VLKSM 131A (246) 2-14-36655158 Republic of Khakassia Chernogorsk pr. Kosmonavtov 35, korp.2 (39031) 2-48-73662315 Krasnoyarsk Territory Sharypovo 2 mikrorayon 13 (253) 2-33-61655200 Republic of Khakassia Shira urban-typesettlementul. 50 let VLKSM 30 (39035) 9-12-75662710 Krasnoyarsk Territory Shushenskoye settlement 3 mkr-n 8 (239) 3-60-993-23-97663360 Krasnoyarsk Territory Baykit settlement ul. Boyaki 5 (3912) 59-89-38663490 Krasnoyarsk Territory Vanavara village ul. Kulika 21 (3912) 59-89-42663370 Krasnoyarsk Territory Tura work settlement ul. Sovetskaya 8 (3912) 59-89-40685000 Magadan Region Magadan ul. Pushkina 11/11 (4132) 23-08-57686230 Magadan Region Yagodnoye urban-typesettlementul. Pushkinskaya 4 (243) 2-31-45

121 6.2 Tenkinskoye Branch ofSberbank No. 7248122 6.3 Susumanskoye Branch ofSberbank No. 7249123 6.4 Yagodninskoye Branchof Sberbank No. 7341124 6.5 Omsukchanskoye Branchof Sberbank No. 7342125 6.6 Chaunskoye Branch ofSberbank No. 7253686053 Magadan Region Ust-Omchug urbantypesettlementul. Mira 13 (244) 2-25-622-26-90686314 Magadan Region Susuman ul. Bilibina 3 (245) 2-16-53686210 Magadan Region Orotukan settlement ul. Pionerskaya 23 (243) 4-16-514-17-50686412 Magadan Region Omsukchan urban-typesettlementul. Lenina 33 (246) 9-21-59689400 Chukotka Autonomous District Pevek ul. Kuvaeva 49 (42737) 4-19-304-28-53126 6.7 Bilibinskoye Branch ofSberbank No. 7820127 6.8 Chukotskoye Branch ofSberbank No. 8557128 6.9 Aldanskoye Branch ofSberbank No. 1049689450 Chukotka Autonomous District Bilibino mkr-n Vostochny 1, korp. (42738) 2-45-144689000 Chukotka Autonomous District Anadir ul. Beringa 6 (42722) 2-17-01678900 Republic of Sakha (Yakutia)Aldan UlusAldan ul. Lenina 9 (41145) 3-69-03129 6.10 Bulunskoye Branch ofSberbank No. 5033130 6.11 SrednekolymskoyeBranch of Sberbank No.5034131 6.12 VerkhoyanskoyeBranch of Sberbank No.5036678400 Republic of Sakha (Yakutia)Bulunsky Ulus678790 Republic of Sakha (Yakutia)Srednekolymsk Ulus678500 Republic of Sakha (Yakutia)Verkhoyansk UlusTiksi settlement10 (41167) 5-24-12ul. TrusovaSrednekolymsk ul. Yaroslavskogo 26 (41156) 4-14-91Batagay settlement ul. Lenina 29 (41165) 2-13-27132 6.13 Yakutskoye Branch ofSberbank No. 8603677027 Republic of Sakha (Yakutia) Yakutsk ul. Oktyabrskaya 17 (4112) 42-08-1334-00-42133 6.14 Vilyuyskoye Branch ofSberbank No. 5037678200 Republic of Sakha (Yakutia)Vilyuysk UlusVilyuysk ul. Oktyabrskaya 7 (41132) 4-13-70

134 6.15 Nyurbinskoye Branchof Sberbank No. 5038678450 Republic of Sakha (Yakutia)Nyurba UlusNyurba ul. Lenina 32/2 (41134) 2-24-87135 6.16 Suntarskoye Branch ofSberbank No. 5039678290 Republic of Sakha (Yakutia)Suntar UlusSuntar village ul. Oktyabrskaya 60 (41135) 2-21-62136 6.17 Namskoye Branch ofSberbank No. 5040678380 Republic of Sakha (Yakutia)Namtsy UlusNamtsy village ul. Ilyi Vinokurova 1 (41162) 4-24-15137 6.18 Khangalasskoye Branchof Sberbank No. 5043678000 Republic of Sakha (Yakutia)Khangalassky UlusPokrovsk ul. Ordzhonikidze 14 (41144) 4-37-87138 6.19 Olekminskoye Branchof Sberbank No. 5044678100 Republic of Sakha (Yakutia)Olekminsk UlusOlekminsk ul. Molodyozhnaya 10 (41138) 4-17-87139 6.20 Lenskoye Branch ofSberbank No. 5045140 6.21 Ust-Aldanskoye Branchof Sberbank No. 5046678144 Republic of Sakha (Yakutia)Lensk Ulus678350 Republic of Sakha (Yakutia)Ust-Aldansky UlusLensk ul. Lenina 66 (41137) 4-11-27Borogontsy village ul. Lenina 46/1 (41161) 4-22-03141 6.22 Tattinskoye Branch ofSberbank No. 5047142 6.23 ChurapchinskoyeBranch of Sberbank No.5048143 6.24 Ust-Mayskoye Branchof Sberbank No. 5049144 6.24 Amginskoye Branch ofSberbank No. 5050678650 Republic of Sakha (Yakutia)Tattinsky Ulus678670 Republic of Sakha (Yakutia)Churapcha Ulus678620 Republic of Sakha (Yakutia)Ust-Maya Ulus678600 Republic of Sakha (Yakutia)Amga Ulusvillage Ytyk-Kyuyol ul. Lenina 11/1 (41152) 4-22-94Churapcha village ul. Lenina 34 (41151) 4-20-70Ust-Maya settlement ul. Gorkogo 50 (41141) 4-29-24Amga village ul. Partizanskaya 77 (41142) 4-18-76145 6.25 VerkhnevilyuyskoyeBranch of Sberbank No.678230 Republic of Sakha (Yakutia)Verkhnevilyuysk UlusVerkhnevilyuyskvillageul. Lenina 7 (41133) 4-24-77

5053146 6.26 Megino-KangalasskoyeBranch of Sberbank No.5051147 6.27 Abyyskoye Branch ofSberbank No. 6837678070 Republic of Sakha (Yakutia)Megino-Kangalassky Ulus678890 Republic of Sakha (Yakutia)Abyy UlusMayya village ul. Mayinskaya 4 (41143) 4-15-92Belaya Gora settlement ul. Yefimova 8 (41159) 2-16-09148 6.28 Zhiganskoye Branch ofSberbank No. 7215678330 Republic of Sakha (Yakutia)Zhigansk UlusZhigansk village ul. Lenskaya 2A (41164) 2-13-33149 6.29 Kobyayskoye Branch ofSberbank No. 7229150 6.30 OymyakonskoyeBranch of Sberbank No.7251151 6.31 NizhnekolymskoyeBranch of Sberbank No.7379152 6.32 Olenyokskoye Branchof Sberbank No. 7506153 6.33 Allaykhovskoye Branchof Sberbank No. 7540154 6.34 Tomponskoye Branchof Sberbank No. 7733155 6.35 VerkhnekolymskoyeBranch of Sberbank No.7734156 6.36 Mirninskoye Branch ofSberbank No. 7800157 6.37 Ust-Yanskoye Branchof Sberbank No. 8004678300 Republic of Sakha (Yakutia)Kobyay Ulus678730 Republic of Sakha (Yakutia)Oymyakon Ulus678830 Republic of Sakha (Yakutia)Nizhnekolymsk Ulus678480 Republic of Sakha (Yakutia)Olenyok Ulus678800 Republic of Sakha (Yakutia)Allaikha Ulus678720 Republic of Sakha (Yakutia)Tompo Ulus678770 Republic of Sakha (Yakutia)Verkhnekolymsk Ulus678170 Republic of Sakha (Yakutia)Mirny Ulus678540 Republic of Sakha (Yakutia)Ust-Yansk UlusSangar settlement ul. Lenina 76 (41163) 2-20-84Ust-Nera settlement ul. Lenina 8 (41154) 2-05-27Chersky settlement ul. Oyunskogo 4/5 (41157) 2-27-70Olenyok village ul. Boeskorova 10 (41169) 2-15-42Chokurdakh settlement ul. Kalvitsa 17 (41158) 2-12-00Khandyga settlement ul. Geologov 2A (41153) 4-11-59Zyryanka settlement ul. Lenina 20 (41155) 4-12-76Mirny ul. Komsomolskaya 13 (41136) 4-20-93Deputatsky settlement mkr-n Arktika 15 (41166) 2-70-49

158 6.38 NeryungrinskoyeBranch of Sberbank No.8155159 6.39 Momskoye Branch ofSberbank No. 8160160 6.40 Kamchatskoye Branchof Sberbank No. 8556161 6.41 Kamchatskoye Branchof Sberbank No. 4196162 6.42 Milkovskoye Branch ofSberbank No. 5492163 6.43 Olyutorskoye Branch ofSberbank No. 6693164 6.44 Tagilskoye Branch ofSberbank No. 7465165 6.45 Yakutskoye Branch ofSberbank No. 8603166 7. Srednerussky HeadOffice167 7.1 Tulskoye Branch ofSberbank No. 8604168 7.2 Bryanskoye Branch ofSberbank No. 8605169 7.3 Ryazanskoye Branch ofSberbank No. 8606170 7.4 Tverskoye Branch ofSberbank No. 8607171 7.5 Kaluzhskoye Branch ofSberbank No. 8608172 7.6 Smolenskoye Branch ofSberbank No. 8609173 8. Volgo-Vyatsky HeadOffice174 8.1 Kirovskoye Branch ofSberbank No. 8612678965 Republic of Sakha (Yakutia)Neryungri District678860 Republic of Sakha (Yakutia)Momsky Ulus683031 Kamchatka Region Petropavlovsk-KamchatskyNeryungri ul. K. Marksa 9 (41147) 4-69-80Khonuu village ul. Sovetskaya 38 (41150) 2-10-83ul. Lukashevskogo 2 (4152) 11-06-50684415 Kamchatka Region Ust-Kamchatsk ul. 60 let Oktyabrya 29 (41534) 2-05-78684300 Kamchatka Region Milkovo village ul. Pushkina 5 (41533) 2-27-792-20-55688800 Kamchatka Region Tilichiki village ul. Shkolnaya 17 (41544) 52-2-7152-8-63688600 Koryak Autonomous District Tigil village ul. Gagarina 22 (41537) 21-4-10677027 Republic of Sakha (Yakutia) Yakutsk Oktyabrskaya 17 (4112) 34-00-42109544 Moscow Moscow ul. Bolshaya8 (495) 785-45-10Andronyevskaya300000 Tula Region Tula pl. Chelyuskintsev 1 (0872) 32-88-39241011 Bryansk Region Bryansk pr. Lenina 10B (0832) 66-06-92390000 Ryazan Region Ryazan ul. Pozhalostina 19 (0912) 21-59-53170000 Tver Region Tver ul. Tryokhsvyatskaya 8 (0822) 49-09-53248003 Kaluga Region Kaluga ul. M. Gorkogo 63 (0842) 79-79-7150-58-64214025 Smolensk Region Smolensk ul. Polka Normandiya-Neman23 (0812) 38-12-60603005 Nizhni Novgorod Region Nizhni Novgorod ul. Oktyabrskaya 35 (8312) 17-98-61610000 Kirov Region Kirov ul. Derendyaeva 25 (8332) 65-13-2265-38-91

175 8.2 Tatarstan Bank Branch ofSberbank No. 8610176 8.3 Marij El Branch No.8614177 8.4 Vladimirskoye BranchNo. 8611178 8.5 Mordovskoye Branch ofSberbank No. 8589179 8.6 Chuvashskoye Branch ofSberbank No. 8613420012 Republic of Tatarstan Kazan ul. Butlerova 44 (8432) 64-61-0064-60-40424000 Republic of Marij El Yoshkar-Ola ul. Pushkina 30 (8362) 68-42-3168-42-18600015 Vladimir Region Vladimir pr-t Lenina 36 (0922) 24-06-26430033 Republic of Mordovia Saransk pr-t. 70 letOktyabrya86 (8342) 29-58-25428000 Chuvashi Republic Cheboksary pr-t Moskovsky 3 (8352) 42-09-69180 9. Sibirsky Head Office 630091 Novosibirsk Region Novosibirsk pr-t Krasny 46 (3832) 69-84-61181 9.1 Kemerovskoye Branch ofSberbank No. 8615182 9.2 Tomskoye Branch ofSberbank No. 8616183 10. Zapadno-Uralsky HeadOffice184 10.1 Leninskoye Branch ofSberbank No. 22185 10.2 MotovilikhinskoyeBranch No. 1793186 10.3 Dzerzhinskoye Branchof Sberbank No. 6984187 10.4 Komi-PermyatskoyeBranch of Sberbank No.0729650066 Kemerovo Region Kemerovo pr-t Oktyabrsky 53 (3842) 35-17-37634061 Tomsk Region Tomsk pr-t Frunze 90/1 (3822) 26-13-99614990 Perm Region Perm ul. Ordzhonikidze 4 (342) 210-26-33210-26-37614990 Perm Region Perm ul. Kirova 76 (342) 210-25-74219-97-47614107 Perm Region Perm ul. Uralskaya 47A (342)210-24-15210-24-41614068 Perm Region Perm ul.Kommunisticheskaya119 (342) 210-21-68619000 Komi-Permyatski AutonomousDistrictKudymkar ul. 50 let Oktyabrya 26 (34260) 4-47-00

188 10.5 VereshchaginskoyeBranch No. 1623617120 Perm Region Vereshchagino ul. Proletarskaya 3 (34254) 3-73-12189 10.6 Chusovskoye Branch ofSberbank No. 1629190 10.7 Nytvenskoye Branch ofSberbank No. 1631191 10.8 Lysvenskoye Branch ofSberbank No. 1637192 10.9 Kungurskoye Branch ofSberbank No. 1638193 10.10 Dobryanskoye Branchof Sberbank No. 1640194 10.11 Osinskoye Branch No.1644195 10.12 ChernushinskoyeBranch No. 1668196 10.13 Universal AdditionalOffice No. 1668/040,Chernushinskoye Branch197 10.14 Universal AdditionalOffice No. 1668/052,Chernushinskoye Branch198 10.15 Universal AdditionalOffice No. 1668/066,Chernushinskoye Branch199 10.16 Chaykovskoye Branchof Sberbank No. 1675200 10.17 Solikamskoye Branch4929618204 Perm Region Chusovoy ul. 50 let VLKSM 2V (34256) 5-99-41617016 Perm Region Novoilyinskysettlement, NytvaDistrictul. Sverdlova 79 272-274-61272-416-46618900 Perm Region Lysva pr-t Pobedy 34 (34249) 9-71-97617470 Perm Region Kungur ul. Gogolya 13 (34271) 6-22-396-22-88618740 Perm Region Dobryanka ul. Pobedy 10 (265) 2-43-62618120 Perm Region Osa ul. Lenina 45 (291) 4-73-41617830 Perm Region Chernushka ul. Mira 29 (34261) 4-66-16617700 Perm Region Kueda settlement ul. Lenina 19 (34262) 3-16-64617860 Perm Region Oktyabrsky settlement ul. 8 Marta 57 (34266) 2-12-61617520 Perm Region Uinskoye settlement ul. Kirova 5 (34259) 2-21-69617760 Perm Region Chaykovsky ul. Lenina 61B (34241) 2-28-87618500 Perm Region Solikamsk ul. Kaliynaya 130 (253)7-99-685-25-78

201 10.18 Solikamskoye Branch4929/077202 10.19 Solikamskoye Branch4929/083203 10.20 KrasnokamskoyeBranch of Sberbank No.5293204 10.21 Permskoye Branch ofSberbank No. 5294205 10.22 Ochyorskoye BranchNo. 6131, Zapadno-UralskyHead Office206 10.23 GubakhinskoyeBranch of Sberbank No.6897207 10.24 GubakhinskoyeBranch of Sberbank No.6897/056208 10.25 GubakhinskoyeBranch of Sberbank No.6897/064209 10.26 GubakhinskoyeBranch of Sberbank No.6897/072210 10.27 BereznikovskoyeBranch of Sberbank No.8405211 10.28 Komi Branch No.8617212 10.29 Komi Branch ofSberbank No. 8617618590 Perm Region Krasnovishersk ul. Sportivnaya 17 (243)2-11-75618601 Perm Region Cherdyn ul. Lenina 65 (240)2-11-46617060 Perm Region Krasnokamsk ul. Bolshevistskaya 46 (34273) 3-55-85614065 Perm Region Perm ul.Verkhnemullinskaya74 (342) 210-20-78219-98-77617140 Perm Region Ochyor ul. Kalinina 22 (278) 3-51-48618250 Perm Region Gubakha pr-t Lenina 51 (248) 4-87-42618320 Perm Region Aleksandrovsk ul. Mashinostroiteley 4 (274) 3-11-30618270 Perm Region Gremyachinsk ul. Lenina 112 (250) 2-77-62618350 Perm Region Kizel ul. Sovetskaya 14 (255) 4-27-134-35-12618 425 Perm Region Berezniki ul. Yubileynaya 127 (34242)5-57-42167981 Komi Republic Syktyvkar GSP-1, ul. Sovetskaya 18 (8212) 21-68-5721-61-72167000 Komi Republic Syktyvkar ul. Kutuzova 5 (8212) 28-67-59213 10.30 Sysolskoye Branch ofSberbank No. 4100168100 Komi Republic Vizinga village ul. Sovetskaya 36 (82131) 9-25-99

214 10.31 Priluzskoye Branch ofSberbank No. 4101168130 Komi Republic Obyachevo village ul. Mira 68 (82133) 2-33-95215 10.32 Ust-Vymskoye Branchof Sberbank No. 4102169040 Komi Republic Aykino village ul. Tsentralnaya 189 (82134) 2-15-76216 10.33 Udorskoye Branch No.4103169240 Komi Republic Koslan village ul. Sovetskaya 12 (82135) 3-35-75217 10.34 Ust-KulomskoyeBranch of Sberbank No.4105218 Izhemskoye Branch ofSberbank No. 4106219 10.35 Ust-TsilemskoyeBranch 4107220 10.36 Troitsko-PechorskoyeBranch of Sberbank No.4109221 10.37 KnyazhpogostskoyeBranch of Sberbank No.6268222 10.38 Ukhtinskoye Branchof Sberbank No. 6269223 10.39 Pechorskoye Branchof Sberbank No. 6909224 10.40 Vorkutinskoye Branchof Sberbank No. 7128225 10.41 KoygorodskoyeBranch of Sberbank No.7552226 10.42 Intinskoye Branch ofSberbank No. 7729168060 Komi RepublicUst-Kulom village ul. Lenina 2(82137) 9-30-72169460 Komi Republic Izhma village ul. Sovetskaya 51A (82140) 9-46-78169480 Komi Republic Ust-Tsilma village ul. Novy kvartal 1B (82141) 9-29-62169420 Komi Republic Troitsko-Pechorsksettlementul. Sovetskaya 42 (82138) 9-18-39169200 Komi Republic Yemva ul. Pervomayskaya 30 (82139) 2-20-06169300 Komi Republic Ukhta pr-t Lenina 75 (82147) 2-74-99169600 Komi Republic Pechora ul. Gagarina 21 (82142) 7-22-86169906 Komi Republic Vorkuta ul. Moskovskaya 15 (82151) 7-05-99168170 Komi Republic Koygorodok village ul. Sovetskaya 24 (82132) 9-15-97169840 Komi Republic Inta ul. Mira 25A (82145) 6-05-26

227 10.43 Usinskoye Branch ofSberbank No. 8123228 10.44 Udmurtskoye BranchNo. 8618229 10.45 Balezinskoye BranchNo. 4451230 10.46 Vavozhskoye BranchNo. 4464231 10.47 Votkinskoye BranchNo. 1663232 10.48 Glazovskoye BranchNo. 4450233 10.49 Igrinskoye Branch No.5912234 10.50 Kambarskoye BranchNo. 5773235 10.51 Kiznerskoye BranchNo. 5989236 10.52 Mozhginskoye BranchNo. 4465237 10.53 Sarapulskoye BranchNo. 78238 10.54 Uvinskoye Branch No.448211. Yugo-Zapadny Head239 Office240 11.1 Krasnodarskoye Branchof Sberbank No. 8619241 11.2 Adygeyskoye Branch ofSberbank No. 8620169711 Komi Republic Usinsk ul. Molodyozhnaya 24 (82144) 4-20-66426057 Udmurtian Republic Izhevsk ul. Krasnaya 105 (3412) 48-95-39427550 Udmurtian Republic Balezino settlement ul. Engelsa 5 (34166) 2-17-03427310 Udmurtian Republic Vavozh villageul.Internatsionalnaya44A (34155) 2-19-08427430 Udmurtian Republic Votkinsk ul. Sporta 8 (34145) 5-02-01427620 Udmurtian Republic Glazov ul. Kirova 7 (34141) 5-70-59427145 Udmurtian Republic Igra settlement ul. Sovetskaya 37 (34134) 3-02-29427950 Udmurtian Republic Kambarka ul. Lenina 60 (34153) 2-36-69427710 Udmurtian Republic Kizner settlement ul. Krasnaya 21 (34154) 3-19-38427790 Udmurtian Republic Mozhga ul. Falaleeva 3 (34139) 3-63-26427960 Udmurtian Republic Sarapul ul. Azina 33(34147)4-01-304-01-32427260 Udmurtian Republic Uva settlement ul. Pushkina 36 (34130) 5-06-24344006 Rostov Region Rostov-on-Don ul. Pushkinskaya 116 (8632) 67-07-59350000 Krasnodar Territory Krasnodar ul. Gimnazicheskaya 65 (8612) 19-02-33385011 Republic of Adygeya Maikop ul. Dimitrova 4/2 (87725) 3-93-00

242 11.3 Rostovskoye BranchNo. 5221243 11.4 Millerovskoye BranchNo. 275244 11.5 Salskoye Branch ofSberbank No. 0625245 11.6 Salskoye Branch ofSberbank 0625/055246 11.7 Taganrogskoye Branchof Sberbank No. 1548247 11.8 NovocherkasskoyeBranch of Sberbank No.1799248 11.9 NovocherkasskoyeBranch of Sberbank No.1799249 11.10 Kamenskoye Branchof Sberbank No. 1801250 11.11 M-KurganskoyeBranch of Sberbank No.1820251 11.12 ZernogradskoyeBranch of Sberbank No.1824252 11.13 SholokhovskoyeBranch of Sberbank No.1830253 11.14 Morozovskoye Branchof Sberbank No. 1835254 11.15 Batayskoye Branch ofSberbank No. 5154255 11.16 Batayskoye Branch ofSberbank 5154/026256 11.17 Bagaevskoye Branchof Sberbank No. 5155344 082 Rostov Region Rostov-on-Don per. Bratsky 41 (863) 267-35-52346130 Rostov Region Millerovo per. Gazetny 5A (215) 3-07-67347630 Rostov Region Salsk ul. Kirova 5 (86372) 3-24-99347570 Rostov Region Peschanokopskoye ul. Kooperativnaya 115 (86373) 9-13-85village347900 Rostov Region Taganrog ul. Petrovskaya 74 (8634) 61-36-86346429 Rostov Region Novocherkassk pr-t Platovsky 59B (863 52) 2-18-05346700 Rostov Region Aksay ul. Dzerzhinskogo 1D (250) 5-81-82347800 Rostov Region Kamensk-Shakhtinsky ul. Lenina 49 (265) 7-38-13346970 Rostov Region M-Kurgan ul. Pobedy 9 (86341) 3-21-40347740 Rostov Region Zernograd ul. Lenina 2 (8259) 3-28-02346270 Rostov Region Veshenskaya stanitsa ul. Sovetskaya 85 (211) 2-22-00347210 Rostov Region Morozovsk ul. Podtyolkova 27 (86314) 4-12-844-27-54346880 Rostov Region Bataysk ul. Rabochaya 77 (254) 2-21-595-60-44346780 Rostov Region Azov ul. Leningradskaya 61 (242) 4-48-584-03-32346610 Rostov Region Bagaevskaya stanitsa ul. Podroykina 6 ( 257) 3-28-71

257 11.18 Orlovskoye Branch ofSberbank No. 5184258 11.19 Rodionovo-Nesvetayskoye Branch ofSberbank No. 5190259 11.20 Rodionovo-Nesvetayskoye Branch ofSberbank No. 5190260 11.21 Rodionovo-Nesvetayskoye Branch ofSberbank No. 5190261 11.22 Rodionovo-Nesvetayskoye Branch ofSberbank No. 5190262 11.23 Rodionovo-Nesvetayskoye Branch ofSberbank No. 5190263 11.24 Rodionovo-Nesvetayskoye Branch ofSberbank No. 5190264 11.25 Oktyabrskoye Branchof Sberbank No. 5410265 11.26 Oktyabrskoye Branchof Sberbank No. 5410266 11.27 Donetskoye Branch ofSberbank No. 7749267 11.28 VolgodonskoyeBranch No. 7931268 11.29 VolgodonskoyeBranch No. 7931269 11.30 VolgodonskoyeBranch No. 7931270 11.31 VolgodonskoyeBranch No. 7931271 11.32 VolgodonskoyeBranch No. 7931347510 Rostov Region Orlovsky settlement ul. M. Gorkogo 52 (863-75) 3-39-77346918 Rostov Region Novoshakhtinsk ul. Sadovaya 34 (86369) 2-27-02346580 Rostov Region Rodionovo-Nesvetayskaya slobodaul. Pushkinskaya 33 (86340) 3-11-89346350 Rostov Region Krasny Sulin ul. Zavodskaya 1 (86367) 5-32-33347879, Rostov Region Gukovo ul. Shakhtyorskaya 72 (86361) 3-21-90346311 Rostov Region Zverevo ul. Rizhskaya 13 (86355)4-26-44347800 Rostov Region Gukovo ul. Krupskoy 47 (86361) 5-28-97346480 Rostov Region Kamenolomniul. Krupskoy 57 (260) 2-24-70settlement2-31-90346500 Rostov Region Shakhty ul. Shevchenko 121 (262) 2-76-12346330 Rostov Region Donetsk ul. Gorkogo 60 (86368) 2-31-36347360 Rostov Region Volgodonsk ul. Koshevogo 2 (86392) 3-38-82347320 Rostov Region Tsimlyansk ul. Lenina 31/30(86392) 6-21-30347350 Rostov Region Romanovskaya stanitsa ul. 40 let Pobedy 12 (86392) 2-65-10347410 Rostov Region Dubovskoye village ul. Sadovaya 103 (86392) 5-12-86347430 Rostov Region Zavetnoye village ul. Kirova 14 (86392) 2-21-53

272 11.33 VolgodonskoyeBranch No. 7931273 11.34 VolgodonskoyeBranch No. 7931274 11.35 VolgodonskoyeBranch No. 7931275 11.36 BelokalitvinskoyeBranch of Sberbank No. 8273276 11.37 NovorossiyskoyeBranch No. 68277 11.38 Kurganinskoye BranchNo. 1584278 11.39 Yeyskoye Branch ofSberbank No. 1798279 11.40 KropotkinskoyeBranch of Sberbank No.1586280 11.41 Tikhoretskoye Branchof Sberbank No. 1802281 11.42 Temryukskoye Branchof Sberbank No. 1803282 11.43 Anapskoye Branch ofSberbank No. 1804283 11.44 Tuapsinskoye Branchof Sberbank No. 1805284 11.45 Tsentralnoye Branchof Sberbank No. 1806285 11.46 GelendzhikskoyeBranch of Sberbank No.1807286 11.47 Pavlovskoye Branchof Sberbank No. 1813287 11.48 Korenovskoye Branchof Sberbank No. 1814346460 Rostov Region Zimovniki urban-typesettlementul. Lenina 136 (86392) 3-19-65346660 Rostov Region Sloboda Bolshaya per. Zygina 17 (86392) 2-17-41Martynovka347480 Rostov Region Remontnoye village ul. Dzerzhinskogo 34 (86392) 3-11-61347040 Rostov Region Belaya Kalitva ul. Petrova 48 (86313) 2-64-39353900 Krasnodar Territory Novorossiysk ul. Sovetov 14 60-75-62352430 Krasnodar Territory Kurganinsk ul. Komsomolskaya 79 (86147) 2-31-21353680 Krasnodar Territory Yeysk ul. B. Khmelnitskogo 86 (86132) 7-05-65352380 Krasnodar Territory Kropotkin ul. Krasnaya 144 6-17-12352120 Krasnodar Territory Tikhoretsk ul. Oktyabrskaya 22A 7-05-14353500 Krasnodar Territory Temryuk ul. Oktyabrskaya 137,korp. 15-37-23353440 Krasnodar Territory Anapa ul. Lenina 14 (86133) 4-54-165-62-38352800 Krasnodar Territory Tuapse ul. K. Marksa 36 (86167) 3-04-032-85-54354000 Krasnodar Territory Sochi ul. Gorkogo 36 (8622) 62-28-29353460 Krasnodar Territory Gelendzhik ul. Kirova 56 (86141) 3-17-80352040 Krasnodar Territory Pavlovskaya stanitsa ul. Pushkina 245 5-44-98(ext. 129)353158 Krasnodar Territory Korenovsk ul. Krasnaya 108 (8-6142) 4-54-84

288 11.49 Ust-LabinskoyeBranch of Sberbank No.1815289 11.50 TimashevskoyeBranch of Sberbank No.1816290 11.51 Slavyanskoye Branchof Sberbank No. 1818291 11.52 Armavirskoye Branchof Sberbank No. 1827292 11.53 Lazarevskoye Branchof Sberbank No. 1849293 11.54 Krymskoye Branch ofSberbank No. 1850294 11.55 Labinskoye Branch ofSberbank No. 1851295 11.56 Predgornoye Branchof Sberbank No. 1853296 11.57 Predgornoye Branchof Sberbank No. 1853297 11.58 Predgornoye Branchof Sberbank No. 1853298 11.59 Kanevskoye Branch ofSberbank No. 1865299 11.60 Primorsko-Akhtarskoye Branch ofSberbank 1866300 11.61 Severskoye Branch ofSberbank No. 1868301 11.62 Vyselkovskoye Branchof Sberbank No. 5158302 11.63 GulkevichskoyeBranch of Sberbank No.5161352330 Krasnodar Territory Ust-Labinsk ul. Krasnaya 287A (86135) 4-13-42352700 Krasnodar Territory Timashevsk ul. Lenina 154A (86130) 4-41-41(ext. 134)353560 Krasnodar Territory Slavyansk-na-Kubani ul. Krasnaya 68 (86146) 2-40-372-98-27352931 Krasnodar Territory Armavir ul. Shaumyana 6 (86137)4-29-83354217 Krasnodar Territory Lazarevskoyesettlementul. Pavlova 87-A (8622) 72-16-46(ext. 134)353380 Krasnodar Territory Krymsk ul. Lenina 217 (86131) 4-63-88352500 Krasnodar Territory Labinsk ul. Konstantinova 86 2-79-03352690 Krasnodar Territory Apsheronsk ul. Klubnaya 25 (86152) 2-27-42353290 Krasnodar Territory Goryachy Klyuch ul. Lenina 96 (86159) 4-30-62352630 Krasnodar Territory Belorechensk ul. Gogolya 51 (86155) 2-56-52353730 Krasnodar Territory Kanevskaya stanitsa ul. Nesterenko 67 (86164) 7-47-77353860 Krasnodar Territory Primorsko-Akhtarsk ul. Pervomayskaya 30 (86143) 2-66-85353240 Krasnodar Territory Severskaya stanitsa ul. Narodnaya 35 (86166) 2-62-68353100 Krasnodar Territory Vyselki stanitsa ul. Montikova 67/B (86157) 7-41-39352190 Krasnodar Territory Gulkevichi ul. Sovetskaya 5 (86160) 2-18-43

303 11.64 KrasnoarmeyskoyeBranch of Sberbank No.5171304 11.65 LeningradskoyeBranch of Sberbank No.5174305 11.66 Dinskoye Branch No.5186306 11.67 Tselinskoye Branch ofSberbank 5203307 11.68 NovokubanskoyeBranch of Sberbank No.5213353800 Krasnodar Territory Poltavskaya stanitsa ul. Naberezhnaya 282 (86165) 3-18-42353740 Krasnodar Territory Leningradskayastanitsaul. Naberezhnaya 74 (86145) 3-62-87353200 Krasnodar Territory Dinskaya stanitsa ul. Lunacharskogo 43 (86162) 6-42-556-34-25347760 Rostov Region Tselina settlement per. Bolnichny 9 (371) 9-51-59352240 Krasnodar Territory Novokubansk ul. Pervomayskaya 95 3-29-99308 12. Povolzhsky Head Office 443011 Samara Region Samara ul. Novo-Sadovaya 305 (8462) 98-19-37309 12.1 Volgogradskoye Branchof Sberbank No. 8621310 12.2 Saratovskoye Branch ofSberbank No. 8622311 12.3 Orenburgskoye Branchof Sberbank No. 8623312 12.4 Penzenskoye Branch ofSberbank No. 8624313 12.5 Astrakhanskoye Branchof Sberbank No. 8625314 12.6 Ulyanovskoye Branchof Sberbank No. 8588315 12.7 Yasenskoye Branch ofSberbank No. 432431612.8 Veshkaymskoye Branchof Sberbank No. 5852400005 Volgograd Region Volgograd ul.Kommunisticheskaya40 (8442) 74-20-91410600 Saratov Region Saratov ul. Vavilova 1/7 (8452) 50-82-0350-75-21461300 Orenburg Region Orenburg ul. Volodarskogo 16 (3532) 72-52-86440600 Penza Region Penza ul. Suvorova 81 (8412) 42-98-9842-98-94414000 Astrakhan Region Astrakhan ul. Kirova 41 (8512) 32-11-44432700 Ulyanovsk Region Ulyanovsk ul. Engelsa 15 (8422) 41-32-67462871 Orenburg Region Yasny ul. Lenina 34 (35368) 2-01-98433100 Ulyanovsk RegionVeshkayma urban-typesettlementul. 40 let Oktyabrya 39 (8243) 2-25-53

31731831912.9 Pavlovskoye Branch ofSberbank No. 428012.10 Alekseevskoye Branchof Sberbank No. 400312.11 Volzhskoye Branch ofSberbank No. 8553433970 Ulyanovsk RegionPavlovka urban-typesettlement, PavlovkaDistrictul. Lenina 120 (8248) 2-20-54403240 Volgograd Region Alekseevskaya stanitsa ul. Lenina 32 (84446) 3-16-51404131 Volgograd Region Volzhsky ul. Mira 71 (8443) 56-95-92320 12.12 GorodishchenskoyeBranch of Sberbank No.8303321 12.13 Yelanskoye Branch ofSberbank No. 3990322 12.14 Ilovlinskoye Branch ofSberbank No. 395332312.15 Kalachevskoye Branchof Sberbank No. 3952324 12.16 KamyshinskoyeBranch of Sberbank No.712532532632712.17 Kirovskoye Branch ofSberbank No. 582412.18 Kletskoye Branch ofSberbank No. 395112.19 Kotovskoye Branch ofSberbank No. 4051328 12.20 KrasnoarmeyskoyeBranch of Sberbank No.7247404012 Volgograd RegionGorodishche urbantypesettlementpl. Pavshikh Bortsov 2 (84468) 5-23-97403700 Volgograd Region Yelan work settlement ul. L. Tolstogo 42 (84452) 5-37-50403070 Volgograd Region Ilovlya work settlement ul. Budyonnogo 2 (84467) 5-28-30404503 Volgograd Region Kalach-na-Donu ul. Oktyabrskaya 281 (84472) 3-36-23403850 Volgograd Region Kamyshin ul. Bazarova 101 (84457) 5-18-59400079 Volgograd Region Volgograd ul. 64 Armii 44 (8442) 42-34-44403530 Volgograd Region Kletskaya stanitsa ul. Pokalchuka 25 (84466) 4-19-92403810 Volgograd Region Kotovo ul. Pobedy 5 (84455) 4-18-61400026 Volgograd Region Volgogradpr-t GeroevStalingrada50A (8442) 67-37-68

329 12.21 MikhaylovskoyeBranch of Sberbank No.400633012.22 Nikolaevskoye Branchof Sberbank No. 3985331 12.23 NovoanninskoyeBranch of Sberbank No.400833233333433533633712.24 Oktyabrskoye Branchof Sberbank No. 404712.25 Pallasovskoye Branchof Sberbank No. 403512.26 Uryupinskoye Branchof Sberbank No. 401212.27 Frolovskoye Branch ofSberbank No. 395012.28 Penzenskoye Branchof Sberbank No. 862412.29 Penzenskoye Branchof Sberbank No. 8624338 12.30 BashmakovskoyeBranch of Sberbank No.4282339 12.31 BessonovskoyeBranch of Sberbank No.8459340 12.32 GorodishchenskoyeBranch of Sberbank No.4281403300 Volgograd Region Mikhaylovka ul. Poperechnaya 1 (84463) 5-20-78404040 Volgograd Region Nikolaevsk ul. Shevchenko 11 (84494) 6-16-65403950 Volgograd Region Novoanninsky404320 Volgograd RegionOktyabrsky worksettlementper. KarlaLibknekhta2 (84447) 5-67-90ul. Lenina 36 (84475) 6-11-53404230 Volgograd Region Pallasovka ul. Lenina 15 (84492) 6-94-90403120 Volgograd Region Uryupinsk ul. Chaykinoy 1A (84442) 4-54-65403530 Volgograd Region Frolovo ul. Florovskaya 4 (84465) 2-46-28440000 Penza Region Penza ul. Suvorova 81 (88412) 42-98-94440000 Penza Region Penza ul. Suvorova 81 (88412) 42-98-98442060 Penza RegionBashmakovo worksettlementul. 8 Marta 10 (84143) 2-12-56442780 Penza Region Bessonovka village ul. Nagornaya 12A (84140) 2-13-43442310 Penza Region Gorodishche ul. Moskovskaya 76 (84158) 3-22-89

341 12.33 ZemetchinskoyeBranch of Sberbank No.382834212.34 Kamenskoye Branchof Sberbank No. 4285343 12.35 Kamenskoye Branchof Sberbank No. 4285,Additional Office No. 52344 12.36 Kamenskoye Branchof Sberbank No. 4285,Additional Office No. 73345 12.37 KameshkirskoyeBranch of Sberbank No.4276346 12.38 KolyshleyskoyeBranch of Sberbank No.3996347 12.39 Kuznetskoye Branchof Sberbank No. 8153,Additional Office No. 73348 12.40 Kuznetskoye Branchof Sberbank No. 8153,Additional Office No. 80349 12.41 Kuznetskoye Branchof Sberbank No. 8153,Additional Office No. 6935012.42 Luninskoye Branch ofSberbank No. 4288351 12.43 M-SerdobinskoyeBranch of Sberbank No.401435235312.44 Mokshanskoye Branchof Sberbank No. 428912.45 Nikolskoye Branch ofSberbank No. 4278442000 Penza RegionZemetchino urban-typesettlementul. Lenina 169 (84155) 2-21-54442240 Penza Region Kamenka ul. Tsentralnaya 14 (84156) 5-30-84442250 Penza Region Belinsk pl. Komsomolskaya 12 (84153) 2-13-64442100 Penza Region442450 Penza RegionPachelma urban-typesettlementRussky Kameshkirvillageul. Kirova 30 (84152) 2-14-83ul. Radishcheva 3 (84145) 2-18-86442830 Penza Region Kolyshley settlement ul. Sovetskaya 22 (84146) 2-17-42442530442570442480Penza RegionPenza RegionPenza RegionKuznetsk ul. Steklovskaya 89 (84157) 2-86-83Sosnovoborsk urbantypesettlementul. Frunze 21A (84168) 2-12-56Neverkino village ul. Komsomolskaya 25 (84164)442730 Penza Region Lunino work settlement ul. Kooperativnaya 47 (84161) 2-19-12442800 Penza Region M-Serdoba village ul. Leninskaya 41 (84162) 2-13-35442370 Penza RegionMokshan worksettlementul. Penzenskaya 7 (84150) 2-27-34442680 Penza Region Nikolsk ul. Chaykovskogo 1 (84165) 2-19-47

354 12.46 NizhnelomovskoyeBranch of Sberbank No.429135535635712.47 Penzenskoye Branchof Sberbank No. 510012.48 Serdobskoye Branchof Sberbank No. 400012.49 Tamlinskoye Branchof Sberbank No. 4001358 12.50 ShemysheyskoyeBranch of Sberbank No.427735912.51 Saratovskoye Branchof Sberbank No. 8622360 12.52 AstrakhanskoyeBranch of Sberbank No.862536112.53 Akhtubinskoye Branchof Sberbank No. 3976362 12.54 KharabalinskoyeBranch of Sberbank No.397936336436512.55 Limanskoye Branch ofSberbank No. 857512.56 Znamenskoye Branchof Sberbank No. 857412.57 Ikryaninskoye Branchof Sberbank No. 3983366 12.58 KrasnoyarskoyeBranch of Sberbank No.3980442150 Penza Region Nizhny Lomov ul. Lenina 52 (84154) 2-12-56440068 Penza Region Penza DOS 3A (88412) 37-60-11442865 Penza Region Serdobsk ul. Pushkina 26 (84167) 2-02-36442900 Penza Region442430 Penza RegionTamala urban-typesettlementShemysheyka worksettlementul. Sovetskaya 2 (84169) 2-18-77ul. Lenina 73 (84159) 2-11-91410600 Saratov Region Saratov ul. Vavilova 1/7(845 2) 50-82-0373-40-4750-75-21414000 Astrakhan Region Astrakhan ul. Kirova 41 (8512) 32-11-44416510 Astrakhan Region Akhtubinsk ul. Shcherbakova 7 (85141) 3-52-77416010 Astrakhan Region Kharabaliul.Internatsionalnaya2 (85148) 5-25-38416410 Astrakhan Region Liman settlement ul. Elektricheskaya 1 (85147) 2-24-81416540 Astrakhan Region Znamensk ul. Sovetskoy Armii 41 (85140) 2-39-32416370 Astrakhan Region Ikryanoye village ul. Sovetskaya 40 (85144) 2-10-44416150 Astrakhan Region Krasny Yar settlement ul. Karla Marksa 43A (85146) 9-13-44

36712.59 Yenotaevskoye Branchof Sberbank No. 3977368 12.60 KamyzyakskoyeBranch of Sberbank No.398136937037137237237337437537637712. 61 BuguruslanskoyeBranch of Sberbank No. 8312.62 Adamovskoye Branchof Sberbank No. 208512.63 Oktyabrskoye Branchof Sberbank No. 422812.64 Kvarkenskoye Branchof Sberbank No. 422912.Saraktashskoye Branch ofSberbank No. 423212.66 Sol-Iletskoye Branchof Sberbank No. 423412.67 Sorochinskoye Branchof Sberbank No. 423512.68 Sharlykskoye Branchof Sberbank No. 423612.69 Abdulinskoye Branchof Sberbank No. 423712.70 Buzulukskoye Branchof Sberbank No. 4251377 12.71 KuvandykskoyeBranch of Sberbank No.6088416200 Astrakhan Region Yenotaevka village ul. Chernyshevskogo 52 (85143) 9-26-24416340 Astrakhan Region Kamyzyak ul. Maksima Gorkogo 89A (85145) 9-17-77461630 Orenburg Region Buguruslan ul. Revolyutsionnaya 13 (35352) 2-42-81462830 Orenburg Region Adamovka settlement ul. Lenina 18 (35365) 2-22-05462030 Orenburg Region Oktyabrskoye village ul. Lunacharskogo 42A (35330) 2-34-03462860 Orenburg Region Kvarkeno village ul. Tsentralnaya 23A (35364) 2-18-62462100 Orenburg Region Saraktash settlement ul. Mira 92G (35333) 6-22-38461500 Orenburg Region Sol-Iletsk per. Svetacheva 13A (35336) 2-75-61461900 Orenburg Region Sorochinsk ul. Marksa 32 (35346) 4-27-32461450 Orenburg Region Sharlyk village ul. Kalininskaya 1 (35358) 2-25-82461744 Orenburg Region Abdulinoul.Kommunisticheskaya286 (35355) 2-55-54461040 Orenburg Region Buzuluk ul. Komsomolskaya 100 (35342) 2-39-78462243 Orenburg Region Kuvandyk ul. Orenburgskaya 23 (35361) 2-19-03

378 12.72 KurmanaevskoyeBranch of Sberbank No.6089379 12.73 KrasnogvardeyskoyeBranch of Sberbank No.609038012.74 Gaiskoye Branch ofSberbank No. 6093381 12.75 NovosergievskoyeBranch of Sberbank No.6094382 12.76 NovotroitskoyeBranch of Sberbank No.696938338438512.77 Svetlinskoye Branchof Sberbank No. 791012.78 Orskoye Branch ofSberbank No. 829012.79 Zavolzhskoye Branchof Sberbank No. 8286386 12.80 DimitrovgradskoyeBranch of Sberbank No.427238738838912.81 Baryshskoye Branchof Sberbank No. 426012.82 Inzenskoye Branch ofSberbank No. 426112.83 Maynskoye Branch ofSberbank No. 4271390 12.84 NovospasskoyeBranch of Sberbank No.4264461060 Orenburg Region Kurmanaevka village ul. Krestyanskaya 8 (35341) 2-24-72461150 Orenburg Region Pleshanovo village pr-t Gagarina 29A (35345) 3-13-65462630 Orenburg Region Gai ul. Dekabristov 6 (35362) 4-25-64461201 Orenburg RegionNovosergievkasettlementul. Sovetskaya 17 (35339) 9-15-02462351 Orenburg Region Novotroitsk ul. Sovetskaya 118A (35376) 3-63-37462740 Orenburg Region Svetly settlement ul. Torgovaya 4 (35366) 2-12-81462404 Orenburg Region Orsk ul. Chernyshyova 7A (35372) 1-21-25432067 Ulyanovsk Region Ulyanovskpr-t Leninskogokomsomola20 (8422) 20-64-13433508 Ulyanovsk Region Dimitrovgrad ul. Gagarina 6 (8253) 2-55-91433750 Ulyanovsk Region Baryshul. 45 StrelkovoyDivizii16 (8253) 2-14-79433030 Ulyanovsk Region Inza ul. Truda 17 (8241) 2-31-69433130 Ulyanovsk Region433870 Ulyanovsk RegionMayna urban-typesettlement, MaynaDistrictNovospasskoye urbantypesettlement,Novospasskoye Districtul. Polbina 46 (8244) 2-34-31ul. Mira 19 (8238) 2-25-43

391 12.85 SengileevskoyeBranch of Sberbank No.427439239312.86 Pavlovskoye Branchof Sberbank No. 428012.87 Ulyanovskoye Branchof Sberbank No. 7002394 12.88 CherdaklinskoyeBranch of Sberbank No.427539512.89 Surskoye Branch ofSberbank No. 4267396 12.90 PokhvistnevskoyeBranch of Sberbank No.424439712.91 Sergievskoye Branchof Sberbank No. 4245398 12.92 BolsheglushitskoyeBranch of Sberbank No.424939912.93 Kinelskoye Branch ofSberbank No. 4253400 12.94 KrasnoyarskoyeBranch of Sberbank No.425440140212.95 Tsentralnoye Branchof Sberbank No. 425712.96 Chapaevskoye Branchof Sberbank No. 4259433380 Ulyanovsk Region Sengiley433970 Ulyanovsk Region433310 Ulyanovsk Region433400 Ulyanovsk Region433240 Ulyanovsk RegionPavlovka urban-typesettlement, PavlovkaDistrictIsheevka urban-typesettlement, UlyanovskDistrictCherdakly urban-typesettlement, CherdaklyDistrictSurskoye urban-typesettlement, SurskoyeDistrictul.Krasnoarmeyskaya446450 Samara Region Pokhvistnevo ul. A. Vasilyeva446540 Samara Region Sergievsk village ul. Sovetskaya446180 Samara Region B. Glushitsa village ul. Gagarina446430 Samara Region Kinel ul. D. Bednogo446370 Samara Region Krasny Yar village ul. Komsomolskaya445011 Samara Region Togliatti ul. Lenina53 (8233) 2-24-58ul. Lenina 120 (8248) 2-20-54ul. Pervomayskaya 10 (8254) 2-15-74ul. Sovetskaya 33 (8231) 2-19-74ul. Sovetskaya 46 (8242) 2127763351448087(84656) 2-29-74(84645) 2-21-70(84673) 2-11-98(84653) 2-10-55(84654) 2-12-69(8482) 22-69-67446100 Samara Region Chapaevsk ul. Oktyabrskaya 10A (84839) 2-42-29

403 12.97 BezenchukskoyeBranch of Sberbank No.5846404 12.98 BolshechernigovskoyeBranch of Sberbank No.585040540640712.99 Shentalinskoye Branchof Sberbank No. 585512.100 Pestravskoye Branchof Sberbank No. 586512.101 Sovetskoye Branchof Sberbank No. 6994408 12.102NovokuybyshevskoyeBranch of Sberbank No.7723409 12.103 OtradnenskoyeBranch of Sberbank No.7802410 12.104 NeftegorskoyeBranch of Sberbank No.7914411 12.105 KomsomolskoyeBranch of Sberbank No.8212412 12.106 AvtozavodskoyeBranch of Sberbank No.8213413 12.107 PromyshlennoyeBranch of Sberbank No.823141412.108 Kirovskoye Branchof Sberbank No. 6991446150 Samara RegionBezenchuk urban-typesettlementul. Sovetskaya 56 (84676) 2-19-21446290 Samara Region B. Chernigovka village ul. Sovetskaya 138 (84672) 2-19-31446910 Samara Region Shentala village ul. Sovetskaya 9 (84652) 2-12-48446160 Samara Region Pestravka village ul. 50-letiya Oktyabrya 64 (84674) 2-11-76443066 Samara Region Samara ul. Dybenko 122 (846) 224-69-10446206 Samara Region Novokuybyshevsk ul. Dzerzhinskogo 29 (84635) 5-11-86446300 Samara Region Otradny ul. Pervomayskaya 30A (84661) 2-19-49446600 Samara Region Neftegorsk ul. Pobedy 9A (84670) 2-26-34445045 Samara Region Togliatti ul. L. Chaykinoy 79 (8482) 27-19-01445027 Samara Region Togliatti ul. Yubileynaya 55 (8482) 34-89-39443111 Samara Region Samara ul. N-Vokzalnaya 130 (846) 927-45-31443077 Samara Region Samara ul. Sovetskaya 2/144 (846) 954-33-44

415 13. Severo-Zapadny HeadOffice191124 Saint Petersburg Saint Petersburg ul. KrasnogoTekstilshchika2 (812) 329-86-53329-86-52416 13.1 KaliningradskoyeBranch of Sberbank No.8626417 13.2 Murmanskoye Branchof Sberbank No. 8627418 13.3 Karelskoye Branch ofSberbank No. 8628419 13.4 Novgorodskoye Branchof Sberbank No. 8629420 13.5 Pskovskoye Branch ofSberbank No. 8630236006 Kaliningrad Region Kaliningrad Moskovsky pr-t 24 (0112) 35-17-10183038 Murmansk Region Murmansk pr. Lenina 37 (8152) 28-03-78185035 Republic of Karelia Petrozavodsk ul. Antikaynena 2 (8142) 71-94-10173025 Novgorod Region Veliky Novgorod pr. Mira 44/20 (81629) 8-62-30180000 Pskov Region Pskov pr. Oktyabrsky 23/25 (8112) 19-88-48421 14. Dalnevostochny HeadOffice422 14.1 Pimorskoye Branch ofSberbank No. 8635423 14.2 BlagoveshchenskoyeBranch of Sberbank No.8636424 14.3 Nikolayevskoye Branchof Sberbank No. 692680011 Khabarovsk Territory Khabarovsk ul. Brestskaya 4 (4212) 78-32-35690950 Primorie Territory Vladivostok ul. Semyonovskaya 22 (4232) 42-20-1542-21-38675000 Primorie Territory Blagoveshchensk ul. Zeyskaya 240 (4162) 59-50-14682460 Khabarovsk Territory Nikolayevsk-on-Amur ul. Kantera 29 (2352) 2-37-64425 14.4 Sovgavanskoye Branchof Sberbank No. 4154682880 Khabarovsk Territory Sovetskaya Gavan ul. Ploshchad Pobedy 7 (238) 4-46-32426 14.5 BirobidzhanskoyeBranch of Sberbank No.4157682200 Jewish Autonomous Region,Khabarovsk TerritoryBirobidzhanul. Sholom-Aleykhema16 (42622) 4-02-09

427 14.6 Tsentralnoye Branch ofSberbank No. 4205681017 Khabarovsk Territory Komsomolsk-on-Amur ul. Alleya Truda 57/8 (27) 57-82-56428 14.7 ChegdomynskoyeBranch of Sberbank No.5529682030 Khabarovsk Territory Chegdomyn urbantypesettlementul. Tsentralnaya 48 (249) 5-48-49429 14.8 Ussuriyskoye Branch ofSberbank No. 4140692519 Primorie Territory Ussuriysk ul. Oktyabrskaya 56 (4234) 32-29-40430 14.9 Spasskoye Branch ofSberbank No. 4141692245 Primorie Territory Spassk-Dalny ul. Leninskaya 42 (42352) 2-29-43431 14.10 DalnerechenskoyeBranch of Sberbank No.4155692100 Primorie Territory Dalnerechinsk ul. Lenina 61 (42356) 22-0-66432 14.11 NakhodkinskoyeBranch of Sberbank No.7151692904 Primorie Territory Nakhodka ul. Portovaya 3 (4236) 67-90-41433 14.12 Okhinskoye Branch ofSberbank No. 4170694460 Sakhalin Region Okha ul. Sovetskaya 32 (42437) 2-36-79434 14.13 Poronayskoye Branchof Sberbank No. 7311694240 Sakhalin Region Poronaysk ul. Oktyabrskaya 68 (42431) 5-08-83435 14.14 Arsenyevskoye Branchof Sberbank No. 7718692337 Primorie Territory Arsenyev ul. Leninskaya 10A (42361) 4-46-62

436 14.15 Kurilskoye Branch ofSberbank No. 7320694530 Sakhalin Region Kurilsk ul. Kurilskaya 5 (42454) 42-1-70437 14.16 Yuzhno-Sakhalinskoye Branch ofSberbank No. 8567693020 Sakhalin Region Yuzhno-Sakhalinsk ul. Amurskaya 61 (4242) 77-11-49438 14.17 SvobodnenskoyeBranch of Sberbank No.1456676450 Amur Region Svobodny ul. Lenina 79 (41643) 2-57-08439 14.18 Tyndinskoye Branchof Sberbank No. 3707676080 Amur Region Tynda ul. KrasnayaPresnya1 (41656) 3-28-74440 14.19 Belogorskoye Branchof Sberbank No. 4133676850 Amur Region Belogorsk ul. Lenina 55 (41641) 2-33-22441 14.20 Zeyskoye Branch ofSberbank No. 4159676244 Amur Region Zeya ul. Svetly 55 (41658) 2-40-673-03-43442 14.21 SelemdzhinskoyeBranch of Sberbank No.4163676560 Amur Region Ekimchan settlement,Selemdzhinsky Districtul. Komsomolskaya 16 (41646) 2-15-85443 15. Severny Head Office 150028 Yaroslavl Region Yaroslavl pr. Oktyabrya 8 (0852) 40-77-44444 15.1 Arkhangelskoye Branchof Sberbank No. 8637163061 Arkhangelsk Region Arkhangelsk pr. Lomonosova 137 (8182) 65-66-5165-66-91445 15.2 Nyandomskoye Branchof Sberbank No. 1552164200 Arkhangelsk Region Nyandoma ul. Vokzalnaya 11 (81838) 6-24-92

446 15.3 Nenetskoye Branch ofSberbank No. 1582447 15.4 Onezhskoye Branch ofSberbank No. 405944844945045145215.5 Onezhskoye Branch ofSberbank No. 4059/06615.6 Onezhskoye Branch ofSberbank No. 4059/07515.7 Velskoye Branch ofSberbank No. 406515.8 Kotlasskoye Branch ofSberbank No. 409015.9 Kotlasskoye Branch ofSberbank No. 4090453 15.10 SeverodvinskoyeBranch of Sberbank No.5494454 15.11 NovodvinskoyeBranch of Sberbank No.8218455 15.12 Vologodskoye Branchof Sberbank No. 8638456 15.13 Ivanovskoye Branchof Sberbank No. 639457 15.14 Kostromskoye Branchof Sberbank No. 8640458 16. Severo-Kavkazsky HeadOffice459 16.1 Arzgirskoye Branch ofSberbank No. 5232166000 Nenets Autonomous District Naryan-Mar ul. Lenina 16 (81853) 4-24-43164840 Arkhangelsk Region Onega ul. Arkhangelskaya 10 (81839) 7-59-79164260 Arkhangelsk RegionPlesetsk urban-typesettlementul. Lenina 27 (81832) 7-10-81164170 Arkhangelsk Region Mirny ul. Lenina 33 (81834) 5-04-46165150 Arkhangelsk Region Velsk ul. Dzerzhinskogo 58 (81836) 6-16-32165300 Arkhangelsk Region Kotlas ul. Kuznetsova 16 (81837) 5-24-02165651 Arkhangelsk Region Koryazhma ul. Kirova 29 (81837) 3-01-63164501 Arkhangelsk Region Severodvinsk ul. Plyusnina 11 (8184) 58-15-98164900 Arkhangelsk Region Novodvinsk ul. Sovetov 7 (81852) 4-58-32160035 Vologda Region Vologda ul. Predtechenskaya 33 (8172) 72-83-1778-06-1678-06-56153009 Ivanovo Region Ivanovo ul. Lezhnevskaya 159 (0932) 24-03-4624-03-39156005 Kostroma Region Kostroma ul. Nikitskaya 33 (0942) 39-03-4939-03-43355035 Stavropol Territory Stavropol ul. Lenina 361 (8652) 30-83-31356570 Stavropol Territory Arzgir village ul. Matrosov 15A (86560) 2-12-96

459 16.2 AleksandrovskoyeBranch of Sberbank No.1861460 16.3 ApanasenkovskoyeBranch of Sberbank No.5241461 16.4 BudyonnovskoyeBranch of Sberbank No.1812462 16.5 BlagodarnenskoyeBranch of Sberbank No.1860463 16.6 Georgievskoye Branchof Sberbank No. 1811464 16.7 Dagestanskoye Branchof Sberbank No. 8590465 16.8 Ingushskoye Branch ofSberbank No. 8633466 16.9 Ipatovskoye Branch ofSberbank No. 1856467 16.10 Izobilnenskoye Branchof Sberbank No. 1858468 16.11 Kabardino-Balkarskoye Branch ofSberbank No. 1861469 16.12 KrasnogvardeyskoyeBranch of Sberbank No.1857470 16.13 Kurskoye Branch ofSberbank No. 5238471 16.14 Kirovskoye Branch ofSberbank No. 5231472 16.15 KochubeevskoyeBranch of Sberbank No.7799356300 Stavropol Territory Aleksandrovskoyevillageul. Kalinina 37A (86557) 9-11-61356720 Stavropol Territory Divnoye village ul. Sovetskaya 85 (86555) 5-29-45356800 Stavropol Territory Budyonnovsk ul. Oktyabrskaya 59/61 (86559) 4-26-59356420 Stavropol Territory Blagodarny ul. Sovetskaya 363A (886549) 2-13-40357820 Stavropol Territory Georgievsk ul. Kalinina 11 (87951) 2-87-96367000 Republic of Dagestan Makhachkala ul. Korkmasova 11A (8722) 67-60-86366720 Republic of Ingushetia Nazran ul. Moskovskaya 27 (8732) 22-92-69356630 Stavropol Territory Ipatovo ul. Gagarina 67A (86542) 2-43-26356140 Stavropol Territory Izobilny ul. Proletarskaya 51 (86545) 2-48-53360000 Kabardino-Balkarian Republic Nalchik ul. Khuranova 9 (8662) 40-47-95256030 Stavropol Territory Krasnogvardeyskoyevillageul. Lenina 55A (86541) 2-56-24357850 Stavropol Territory Kurskaya stanitsa per. Oktyabrsky 18 (87964) 5-58-925-55-05357300 Stavropol Territory Novopavlovsk pl. Lenina - (87938) 2-26-74357000 Stavropol Territory Kochubeevskoye village ul. Sovetskaya 105A (86550) 2- 37-86

473 16.16 Karachayevo-Cherkesskoye Branch ofSberbank No. 8585474 16.17 Kalmytskoye Branchof Sberbank No. 8579475 16.18 Levokumskoye Branchof Sberbank No. 5239476 16.19 NevinnomysskoyeBranch of Sberbank No.1583477 16.20NovoaleksandrovskoyeBranch of Sberbank No.1587478 16.21 NeftekumskoyeBranch of Sberbank No.7908479 16.22 Petrovskoye Branch ofSberbank No. 1859480 16.23 Pyatigorskoye Branchof Sberbank No. 0030481 16.24 Sovetskoye Branch ofSberbank No. 1872482 16.25 Severo-OsetinskoyeBranch of Sberbank No.8632483 16.26 Shpakovskoye Branchof Sberbank No. 5230484 17. Zapadno-Sibirsky HeadOffice485 17.1 Omskoye Branch ofSberbank No. 8634486 17.2 Tyumenskoye CityBranch No. 29487 17.3 Ishimskoye Branch ofSberbank No. 577369000 Karachayevo-CherkessianRepublicCherkessk ul. Krasnoarmeyskaya 66 (878 22) 5-32-94358000 Republic of Kalmykia Elista ul. Bratyev29 (84722) 2-78-54Alyokhinykh357960 Stavropol Territory Levokumskoye village ul. Gagarina 30 (86543) 2-23-93357100 Stavropol Territory Nevinnomyssk ul. Gagarina 55 (86554) 3-91-69356000 Stavropol Territory Novoaleksandrovsk per. Shevchenko 1 (86544) 3-10-08356880 Stavropol Territory Neftekumsk pr-t Neftyanikov 5 (86558) 3-64-57356530 Stavropol Territory Svetlograd ul. Pushkina 8 (86552) 3-49-66357500 Stavropol Territory Pyatigorsk pr-t Kirova 59 (879 33) 2-12-352-93-64357910 Stavropol Territory Zelenokumsk пл. Lenina 3 (86552) 6-46-69362003 Republic of North Ossetia-Alania Vladikavkaz ul. Kotsoeva 68 (8672) 53-25-54356240 Stavropol Territory Mikaylovsk ul. Lenina 121 (86553) 6-09-9182-33625023 Tyumen Region Tyumen ul. Rizhskaya 61 (3452) 41-98-77644024 Omsk Region Omsk ul. Marshala Zhukova 4/1 (3812) 39-07-85625048 Tyumen Region Tyumen ul. Melnikayte 54 (3452) 36-12-13627750 Tyumen Region Ishim ul. Rokossovskogo 15 (34551) 7-14-74

488 17.4 Zavodoukovskoye627140 Tyumen RegionBranch of Sberbank No.Zavodoukovsk ul. Glazunovskaya 1 (34542) 6-02-267917489 17.5 Nizhnetavdinskoye 626020 Tyumen RegionBranch of Sberbank No.Nizhnyaya Tavda ul. Mira 4 2-30-101656490 17.6 Tobolskoye 626150 Tyumen Region Tobolsk ul. Remezova 124 (34511) 4-15-83491 17.7 Tyumenskoye Branchof Sberbank No. 5772492 17.8 Uvatskoye Branch ofSberbank No. 1792493 17.9 Yarkovskoye Branch ofSberbank No. 1657494 17.10 Khanty-MansiyskoyeBranch of Sberbank No.1791495 17.11 Surgutskoye Branch ofSberbank No. 5940625008 Tyumen Region Tyumen ul. Moskovsky trakt 14A (3452) 24-18-14626170 Tyumen Region Uvat village ul. Oktyabrskaya 64A 2-10-09626050 Tyumen Region Yarkovo village ul. Lenina 107 (231) 2-53-35628011 Khanty-Mansijsk AutonomousDistrict – Yugra628400 Khanty-Mansijsk AutonomousDistrict – Yugra496 17.12 Urayskoye Branch No. 628285 Khanty-Mansijsk AutonomousDistrict – Yugra497 17.13 NefteyuganskoyeBranch of Sberbank No.7962498 17.14 Oktyabrskoye Branchof Sberbank No. 5934499 17.15 NizhnevartovskoyeBranch No. 5939628300 Khanty-Mansijsk AutonomousDistrict – Yugra628100 Khanty-Mansijsk AutonomousDistrict – Yugra628615 Khanty-Mansijsk AutonomousDistrict – YugraKhanty-Mansiysk ul. Dzerzhinskogo 16 2-90-02Surgut ul. Dzerzhinskogo 5 (167) 23-03-47Uray ul. Lenina 90 (34676) 2-63-72Nefteyugansk 1 25 (3461) 22-65-82Oktyabrskoye urban-typesettlementul. Kalinina 41A (34678) 2-05-80Nizhnevartovsk ul. Internatsionalnaya 10 (3466) 44-65-78(ext. 274)500 17.16 BeryozovskoyeBranch of Sberbank No.5931501 17.17 Kondinskoye Branchof Sberbank 5932628140 Khanty-Mansijsk AutonomousDistrict – Yugra628 200 Khanty-Mansijsk AutonomousDistrict – YugraBeryozovo settlement ul. Lenina 12 (34674) 2-21-85(ext. 108)Mezhdurechenskysettlementul. Volgogradskaya 12 (34674) 3-42-62

502 17.18 Sovetskoye Branch ofSberbank No. 7892628240 Khanty-Mansijsk AutonomousDistrict – YugraSovetsky ul. Sovetskaya 12A (34675) 3-39-65503 17.18 Megionskoye Branchof Sberbank No. 8564504 17.19 Kogalymskoye Branchof Sberbank No. 8413505 17.20 Nyaganskoye Branchof Sberbank No. 8448506 17.21 Beloyarskoye Branchof Sberbank No. 8540507 17.22 SalekhardskoyeBranch of Sberbank No.1790508 17.23 Nadymskoye509 17.24 Tazovskoye Branch ofSberbank 5937510 17.25 LabytnangskoyeBranch No. 8291511 17.26 NovourengoyskoyeBranch of Sberbank No.8369628680 Khanty-Mansijsk AutonomousDistrict – Yugra628481 Khanty-Mansijsk AutonomousDistrict – Yugra628181 Khanty-Mansijsk AutonomousDistrict – Yugra628162 Khanty-Mansijsk AutonomousDistrict – Yugra629008 Khanty-Mansijsk AutonomousDistrict – YugraYamalo-Nenets Autonomous629730District629350 Yamalo-Nenets AutonomousDistrict629400 Yamalo-Nenets AutonomousDistrict629300 Yamalo-Nenets AutonomousDistrict512 17.27 Noyabrskoye 629810 Yamalo-Nenets AutonomousDistrict513 17.28 Gubkinskoye Branchof Sberbank No. 8495629830 Yamalo-Nenets AutonomousDistrictMegion ul. Neftyanikov 33 (34663) 3-90-32(ext. 129)Kogalym ul. Molodyozhnaya 18 2-85-18Nyagan 1 mkr-n 33, blok (34672) 5-45-581Beloyarsky 3 mkr-n 31 (34670) 2-21-92Salekhard ul. Respubliki 41 (34922) 3-27-45Nadym pr-t Leningradsky 11 (34995) 37-3-18Tazovsky settlement ul. Pochtovaya 27 2-25-47Labytnangi ul. Pervomayskaya 27 (34992) 5-77-02(ext. 126)Novy Urengoy mkr-n Mirny 6 (349)Noyabrsk ul. Mira 76 (3496) 35-43-57Gubkinsky 9 mkrn 11 (34936) 3-37-38

22.9. Information Concerning Compliance by the Company with the Corporate Governance CodeINFORMATION CONCERNING COMPLIANCE BY JSC IDGC HOLDING WITH THE CORPORATE CODE OF CONDUCT(prepared pursuant to Ordinance of the Federal Commission for the Securities Market of the Russian Federation No. 03-849/r of April 30, 2003 “On theRecommended Guidelines for the Composition and Submission Form of Information About Compliance with the Corporate Code of Conduct in AnnualReports of Joint-Stock Companies”)Item Provision of the Corporate Governance Code Compliance or Noncompliance NotesGeneral Meeting of Shareholders1 Shareholders are notified of holding the general meeting ofshareholders at leas t 3 0 d ays p rior to th e date o f s uchmeeting ir respective o f is sues in cluded on its ag enda,unless a longer period is provided for in law2 Shareholders are able to familiarize themselves with the listof the persons entitled to participate in the general meetingof s hareholders, s tarting fro m t he da te o f n otice o f t hegeneral m eeting o f s hareholders u ntil th e g eneral m eetingof shareholders held in person is declared closed or, in thecase of t he g eneral m eeting o f s hareholders held inabsentia, before the deadline date for receiving ballots3 Shareholders ar e able t o f amiliarize t hemselves withinformation ( materials) that should b e provided i n t hecourse o f m aking preparations fo r t he g eneral me eting ofshareholders electronically, including via the InternetCompliance Provided for in paragraph 10.5 of Article 10of the Company’s Articles of Association.Compliance Provided for in paragraph 10.4 of Article 10of the Company’s Articles of Association.ComplianceProvided for in paragraph 5.2 of Article 5 o fthe Regulations f or t he Pr eparation a ndHolding Pr ocedure f or th e Gen eral M eetingof S hareholders of t he C ompany and i nparagraph 5.1 of Article 5 of the Company’sCorporate Governance Code.

4 Any shareholder is able to propose that an item be includedon th e agenda o f th e g eneral m eeting of s hareholders o rrequest th at the g eneral m eeting o f s hareholders beconvened without p roviding an ex tract f rom theshareholder r egister i f suc h s hareholder’s r ights t o sh aresare r egistered i n the shareholder r egister m aintenancesystem or , i f suc h sh areholder’s r ights to s hares a reregistered i n a c ustody a ccount, a c ustody a ccountstatement i s s ufficient for th e ex ercise of th e ab ovementionedrights5 The a rticles o f association or in ternal d ocuments o f t hejoint-stock co mpany s pecify that t he d irector general,members of the management board, members of the boardof directors, members of the internal audit commission, andthe a uditor of the joint-stock company a re ma ndatorilypresent at the general meeting of shareholdersPartial compliancePartial complianceProvided for in paragraphs 10.6 and 10.7 ofArticle 1 0 of th e C ompany’s Ar ticles o fAssociation.The Articles o f As sociation and in ternaldocuments of t he Com pany d o n ot c ontainthis p rovision a s t he l aws of t he Rus sianFederation do not prescribe that such personsbe mandatorily present at the general meetingof shareholders.However, in accordance with p aragraph 2 .3of Ar ticle 2 o f the R egulations f or th ePreparation and H olding Pr ocedure for th eGeneral M eeting o f Shareholders o f t heCompany, t he presidium o f th e GeneralMeeting of Shareholders is composed of theDirector General of th e C ompany a ndmembers of the Board of Directors.Pursuant to paragraph 2.11 of Article 2 of theRegulations for the Preparation and HoldingProcedure for the General Meeting ofShareholders o f the Company, the GeneralMeeting of Shareholders may be attended bythe Company’s Director General, members ofthe C ompany’s Management Boa rd, t heheads of the Company’s divisions, membersof t he Company’s I nternal A uditCommission, t he Auditor of t he Company,members o f t he C ommittees of t he

Company’s Board of Directors.6 Nominees are mandatorily present at the general meeting ofshareholders ad dressing the el ection o f m embers o f t heboard of d irectors, th e d irector g eneral, m embers o f th emanagement board, a nd m embers of th e internal au ditcommission, and th e ap proval o f th e auditor o f th e jo intstockcompanyComplianceThe la ws o f th e Russian Fe deration d o n otprescribe that such nominees be mandatorilypresent at th e g eneral m eeting o fshareholders.In a ccordance w ith s ubparagraph 27 ofparagraph 11.1 of A rticle 11 of t heCompany’s Ar ticles of A ssociation, theelection ( appointment) o f th e Dir ectorGeneral of the Company and members of theManagement Board and the early terminationof their powers fall within the competence ofthe Board of Directors of the Company.In accordance with paragraph 2.3 of Article 2of t he R egulations fo r t he P reparation a ndHolding Pr ocedure f or th e Gen eral M eetingof Shareholders of t he C ompany, t hepresidium of t he G eneral Meeting o fShareholders is c omposed o f the Dir ectorGeneral of the Company and members of theBoard of Directors.Pursuant to paragraph 2.11 of Article 2 of theRegulations for the Preparation and HoldingProcedure for the General Meeting ofShareholders o f th e Co mpany, the GeneralMeeting of Shareholders may be attended bythe Company’s Director General, members ofthe C ompany’s Management Boa rd, t heheads of the Company’s divisions, membersof t he Company’s I nternal A uditCommission, t he Auditor of t he Company,members o f t he C ommittees of t he

7 Internal documents of the joint-stock company contain theprocedure f or re gistering pa rticipants i n t he g eneralmeeting of shareholdersBoard of DirectorsComplianceCompany’s Board of Directors.Provided for in paragraph 7.1 of Article 7 ofthe Regulations f or t he Pr eparation a ndHolding Pr ocedure f or th e Gen eral M eetingof Shareholders of the Company.8 The a rticles o f a ssociation of th e j oint-stock c ompanyspecify the authority of the board of directors in relation tothe annual approval of the financial and economic plan ofthe joint-stock company9 The joint-stock company has a risk management procedureapproved by the board of directors10 The a rticles o f a ssociation of th e j oint-stock c ompanyspecify t he r ight of t he board of di rectors t o a dopt adecision t o su spend t he p owers of the director ge neralappointed by the general meeting of shareholders11 The articles of association of the joint-stock companyspecify the right of the board of directors to setrequirements applicable to qualifications and levels ofremuneration for the director general, members of themanagement board, and heads of main divisions of thejoint-stock companyComplianceSubparagraph 30 of paragraph 11.1 of Article11 of the Company’s Articles of Associationspecifies th at th e consolidated in come an dexpenditure b udget of t he C ompany i sreviewed.ComplianceThe B oard of Directors of t he C ompanydecided o n March 29 , 2010, to approve t heRisk Management Policy of the Company.Compliance In ac cordance wi th s ubparagraph 27 o fparagraph 11.1 of A rticle 11 of t heCompany’s Ar ticles of A ssociation, theelection ( appointment) o f th e Dir ectorGeneral of the Company and members of theManagement Board and the early terminationof their powers fall within the competence ofthe Board of Directors of the Company.ComplianceIn accordance with paragraph 12.5 of Article12 of the Company’s Articles of Association,the terms and conditions of the employmentcontract, including with respect to the term ofthe powers o f th e C ompany’s DirectorGeneral an d m embers o f th e C ompany’sManagement B oard, a re de fined b y t heChairman o f t he C ompany’s B oard ofDirectors or th e person au thorized b y t heCompany’s Board of D irectors t o sign t he

12 The articles of association of the joint-stock companyspecify the right of the board of directors to approve theterms and conditions of contracts with the director generaland members of the management board13 The a rticles o f as sociation or in ternal d ocuments o f t hejoint-stock company specify that as related to approving theterms and conditions of contracts with the director general(management company, m anager) and members of themanagement board, the votes cast by members of the boardof directors who a re t he director g eneral a nd me mbers o fthe m anagement board are n ot tak en in to acco unt f or theComplianceNoncomplianceemployment contract.The Board of Directors of the Company alsodecided o n November 19, 2 009, t o a pprovethe R egulations f or Fin ancial I ncentives f orSenior Ma nagers of t he C ompany, l ayingdown t he s ystem of re muneration fo rmembers o f the Company’s ManagementBoard. Additionally, paragraph 2.2 of Article2 of the Regulations for the Nomination andRemuneration C ommittee o f th e Bo ard o fDirectors s pecifies th at th e C ommittee’sobjectives include d eveloping principles a ndcriteria of determining levels of remunerationfor members of th e B oard o f Directors,members of the Management Board, DirectorGeneral o f th e C ompany, a nd t hemanagement company or the manager.In accordance with paragraph 12.5 of Article12 of the Company’s Articles of Association,the terms and conditions of the employmentcontract, including with respect to the term ofthe powers o f th e C ompany’s DirectorGeneral an d m embers o f th e C ompany’sManagement B oard, a re de fined b y t heChairman o f t he C ompany’s B oard ofDirectors or th e person au thorized b y t heCompany’s Board of D irectors to sign th eemployment contract.The Articles o f As sociation an d internaldocuments of t he Com pany d o n ot c ontainthis provision. T he c urrent c omposition ofthe Board of Directors does not include anymembers of t he Management B oard of theCompany except for the Director General ofthe Company.

purposes of tallying the votes14 The composition of the board of directors of the joint-stockcompany includes at least 3 independent directors fulfillingthe r equirements se t f orth i n t he Corporate G overnanceCode15 The composition of the board of directors of the joint-stockcompany does n ot i nclude a ny p ersons w ho have beenpronounced g uilty o f e conomic c rimes or c rimes a gainstpublic authorities, in terests of p ublic authorities, o r localgovernment au thorities o r wh o h ave r eceivedadministrative p enalties f or b usiness, f inance, tax , o rsecurities market offensesComplianceComplianceThe General Meeting of Shareholders of theCompany decided on June 23, 2010, to electmore than three (3 ) independent d irectors tothe Board of Directors.In a ccordance w ith O rder o f t he C ompanyNo. 1 02 of November 13, 2008, “ On t heProcedure for P reparing a nd S ubmitting theQuarterly Report of the Issuer of Issue-GradeSecurities of J SC IDGC Holding,” membersof the Board of Directors of the Company arerequested t o p rovide t his i nformation on aquarterly basis.16 The composition of the board of directors of the joint-stockcompany does not include any persons who are a member,the director g eneral ( manager), a m ember o f th emanagement bo dy, o r a n e mployee of a c orporate e ntitycompeting with the joint-stock company17 The a rticles o f a ssociation of th e j oint-stock c ompanyspecify the election of members of the board of directors bycumulative voteComplianceIn a ccordance w ith O rder o f t he C ompanyNo. 102 of N ovember 13 , 2 008, “ On t heProcedure for P reparing a nd S ubmitting theQuarterly Report of the Issuer of Issue-GradeSecurities of J SC IDGC Holding,” membersof the Board of Directors of the Company arerequested t o p rovide t his i nformation on aquarterly basis.Compliance Provided for in paragraph 10.11 of Article 10of the Company’s Articles of Association.

18 Internal documents of the joint-stock company specify thatmembers of the board of directors are obligated not to doany a cts t hat wil l o r may l ead to a c onflict of i nterestbetween them and th e joint-stock company and, if anyconflict o f in terest ar ises, ar e o bligated to d iscloseinformation about the c onflict of in terest to th e b oard ofdirectors19 Internal documents of the joint-stock company specify thatmembers o f t he bo ard of d irectors are ob ligated to notifythe board of directors in writing of their intention to enterinto t ransactions i nvolving s ecurities of the joint-stockcompany on w hose boa rd of di rectors t hey se rve or i tssubsidiaries or d ependent co mpanies an d ar e o bligated todisclose i nformation a bout t heir co mpleted tr ansactionsinvolving such securities20 Internal documents of the joint-stock company specify thatthe board of directors holds meetings at least once every sixweeks21 The board of d irectors of the joint-stock c ompany h oldsmeetings within the year for which the joint-stock companyprepares its annual report at least once every six weeksComplianceProvided f or i n sub paragraph 4.1.6. ofparagraph 4.1 of Article 4 of the Company’sCorporate Governance Code.Partial compliance In accordance with paragraph 4.1 of Article 4of the Regulations for Insider Information ofthe C ompany m embers of t he B oard ofDirectors of the Company, m embers of theCompany’s collegial e xecutive m anagementbody and the person performing the functionsof the sole executive body, including t hemanagement c ompany a nd i ts o fficers, a reobligated t o provide t he division r eceivingwritten declarations about co mpletedtransactions with information concerning theholding of the Company’s securities.Partial complianceImplemented.In accordance with paragraph 5.1 of Article5 of the Regulations for the Convening andHolding P rocedure fo r Meetings of t heBoard of Directors o f t he C ompany,meetings of the Board of Directors are heldin accordance with the approved Action Planfor the Board of Directors and as and whennecessary, but at least once a quarter.ComplianceIn t he re porting ye ar 20 10, the B oard ofDirectors of th e Company h eld m eetings atleast o nce ev ery s ix w eeks (a total of 2 5meetings were held).

22 Internal documents of the joint-stock company contain theprocedure for holding meetings of the board of directors23 Internal documents of the joint-stock company specify thatany of the joint-stock company’s transactions with the priceconstituting 10 or m ore pe rcent of t he value of t hecompany’s assets, except where entered into in the ordinarycourse of business, is subject to approval by the board ofdirectors24 Internal documents of the joint-stock company specify thatmembers o f th e b oard of d irectors are e ntitled to obtainfrom the executive bo dies a nd heads of m ain d ivisions ofthe joint-stock company the information necessary for themto perform their functions and that failure to provide suchinformation entails being held liable25 The b oard of d irectors h as established a co mmittee o nstrategic planning or has entrusted its functions to any othercommittee ( except f or th e au dit co mmittee o r th enomination and remuneration committee)ComplianceProvided f or in Ar ticles 6, 7 , an d 8 o f th eRegulations fo r t he C onvening a nd HoldingProcedure for Meetings of the Board ofDirectors of the Company.ComplianceIn a ccordance w ith s ubparagraph 23 ofparagraph 11.1 of A rticle 11 of t heCompany’s Ar ticles of A ssociation, thecompetence of the Board of Directors of theCompany i ncludes t entatively a pprovingdecisions to enter into transactions involvingthe C ompany’s n on-current as setsconstituting from ten (10) percent to twentyfive( 25) percent of t he bo ok va lue of su chassets as of the date of the decision to enterinto such transaction.Compliance In accordance with paragraph 3.2 of Article 3of the Regulations for t he C onvening a ndHolding Procedure for Meetings of the Boardof Directors of the Company, any member ofthe Board of Directors may in writingrequest, whether d irectly o r through t heSecretary of th e Board o f D irectors o f t heCompany, that the Director General of theCompany (o r a ny o ther p erson performingthe f unctions o f t he Company’s s oleexecutive b ody) pr ovide the d ocuments a ndinformation necessary to decide on the issuesfalling within the competence of the Board ofDirectors.ComplianceThe B oard of Directors of t he C ompanydecided o n A pril 29, 2 009, t o e stablish t heStrategy C ommittee o f th e Board ofDirectors.

26 The board of d irectors has es tablished a c ommittee ( auditcommittee) t hat provides th e board o f d irectors wit hrecommendations r egarding t he a uditor of the j oint-stockcompany an d i nteracts with t he a uditor and t he in ternalaudit commission of the joint-stock company27 The composition of th e audit co mmittee in cludes onlyindependent and non-executive directorsComplianceComplianceThe B oard of Directors of t he C ompanydecided on September 25, 2008, to establishthe Audit C ommittee o f the Board o fDirectors.The Audit C ommittee is co mposed o findependent and non-executive directors.28 The audit committee is chaired by an independent director Compliance The Chairman of the Audit Committee is anindependent director.29 Internal documents of the joint-stock company specify thatall m embers o f the a udit c ommittee ar e granted acce ss t oany documents and information of the joint-stock company,provided that they do not disclose any confidentialinformation30 The board o f d irectors h as es tablished a co mmittee(nomination and remuneration committee) to define criteriafor se lecting nom inees for m embers of t he b oard ofdirectors an d f ormulate th e jo int-stock c ompany’sremuneration policy31 The nomination and remuneration committee is chaired byan independent director32 The c omposition of t he nom ination a nd r emunerationcommittee does not include any officers of the joint-stockcompany33 The board of directors has established a committee on risksor ha s e ntrusted its f unctions t o any o ther committee(except f or th e a udit c ommittee o r th e nomination andremuneration committee)34 The b oard of d irectors h as established a co mmittee o ncorporate conflict resolution committee or has entrusted itsfunctions t o an y other committee (except for the a uditcommittee or the nomination and remuneration committee)ComplianceComplianceComplianceComplianceNoncomplianceNoncomplianceProvided f or in Ar ticle 9 of t he R egulationsfor th e Au dit Committee o f th e Board ofDirectors of the Company.The B oard of D irectors of the Com panydecided on September 25, 2008, to establishthe N omination a nd RemunerationCommittee of the Board of Directors.The Chairman o f the Nomination a ndRemuneration Committee is an independentdirector.The c omposition of th e No mination an dRemuneration C ommittee d oes not in cludeany officers of the Company.The C ompany ha s not established t he Ri skCommittee. The functions of this committeeare p erformed by t he A udit C ommittee ofthe Board of Directors of the Company.The Company has n ot e stablished t heCorporate Conflict Resolution Committee.

35 The c omposition of th e co rporate co nflict r esolutioncommittee does not include any officers of the joint-stockcompany36 The corporate conflict r esolution c ommittee is c haired byan independent director37 The j oint-stock c ompany has t he internal d ocumentsapproved by t he b oard o f d irectors t hat s pecify t heprocedure for forming committees of the board of directorsand performing their functions38 The a rticles o f a ssociation of th e j oint-stock companycontain the procedure for determining whether the board ofdirectors ha s t he q uorum t hat makes i t possible t o e nsurethat i ndependent d irectors m andatorily p articipate i nmeetings of the board of directorsNoncomplianceNoncomplianceComplianceNoncomplianceThe Company has n ot e stablished t heCorporate Conflict Resolution Committee.The Company has n ot e stablished t heCorporate Conflict Resolution Committee.The B oard of Directors of t he C ompanydecided to ap prove th e f ollowingRegulations:- Regulations for the Audit Committee of theBoard of Directors of JSC IDGC Holding;- Regulations for the Strategy Committee ofthe B oard of Dir ectors o f J SC I DGCHolding;- Regulations f or t he N omination a ndRemuneration C ommittee o f th e B oard ofDirectors of JSC IDGC Holding;- Regulations f or t he V aluation Co mmitteeof t he Boa rd of Directors of JS C I DGCHolding;- Regulations for the Investment Committeeof t he Boa rd of Directors of JS C I DGCHolding.The Articles of Association of the Companydo n ot c ontain a ny pr ovisions regarding t heprocedure for determining whether the Boardof Dir ectors h as th e q uorum that m akes i tpossible to ensure that independent directorsmandatorily participate in meetings of theBoard of Directors of the Company.The Articles of Association of the Companyis in accordance with the laws of the RussianFederation wh ereby a co mpany’s ar ticles ofassociation specify the quorum for a meeting

of suc h c ompany’s boa rd of di rectors b utsuch quorum should not be less than half theelected members of such company’s board ofdirectors.In accordance with paragraph 11.3 of Article11 of the Company’s Articles of Association,any d ecisions a dopted by t he B oard ofDirectors a re le gally q ualified if th eirdiscussion involved at least half the membersof the Company’s Board of Directors.39 The joint-stock company has established a collegialexecutive body (management board)40 The a rticles o f as sociation or in ternal d ocuments o f t hejoint-stock company specify that any transactions involvingreal property and the joint-stock company’s obtainingloans, ex cept f or m ajor tr ansactions a nd except w hereentered into in the ordinary course of business, are subjectto approval by the management board41 Internal documents of the joint-stock company contain theprocedure for obtaining approval of any transactions otherthan those conducted under the financial and economic planof the joint-stock companyExecutive BodiesComplianceNoncomplianceNoncomplianceThe B oard of Directors of t he C ompanydecided on December 28, 2009, to establishthe Management Board.The Articles o f As sociation and in ternaldocuments do not contain this provision.Subparagraph 20 of paragraph 11.1 of Article11 of the Company’s Articles of Associationprovides f or de fining a p olicy and a doptingdecisions c oncerning t he o btaining a ndgranting ( extending) o f l oans, a dvances,guarantees, p ledges a nd s uretyship i naccordance with the procedure defined by theCompany’s Board of Directors.

42 The composition of the executive bodies of the joint-stockcompany does not include any persons who are a member,the director g eneral ( manager), a m ember o f th emanagement bo dy, o r a n e mployee of a c orporate e ntitycompeting with the joint-stock company43 The composition of the executive bodies of the joint-stockcompany does n ot i nclude a ny p ersons w ho have beenpronounced g uilty o f e conomic c rimes or c rimes a gainstpublic au thorities, interests o f public au thorities, or lo calgovernment au thorities o r wh o h ave r eceivedadministrative p enalties f or b usiness, f inance, tax , o rsecurities m arket offenses. I f th e f unctions of th e s oleexecutive body are performed by a management companyor a manager, then the director general and members of themanagement boa rd of t he m anagement c ompany or t hemanager fulfill th e requirements applicable to th e directorgeneral and members of the management board of the jointstockcompany44 The a rticles o f as sociation or in ternal d ocuments o f t hejoint-stock company specify that the management company(manager) must not perform a ny s imilar fu nctions for acompetitor o r ha ve a ny property relations with t he jo intstockc ompany ot her than the pr ovision of managementcompany (manager) servicesComplianceComplianceNoncomplianceIn a ccordance w ith O rder o f t he C ompanyNo. 102 of N ovember 13 , 2 008, “ On t heProcedure for P reparing a nd S ubmitting theQuarterly Report of the Issuer of Issue-GradeSecurities of J SC IDGC Holding,” membersof the Board of Directors of the Company arerequested t o p rovide t his i nformation on aquarterly basis.In a ccordance w ith O rder o f t he C ompanyNo. 102 of N ovember 13 , 2 008, “ On t heProcedure for P reparing a nd S ubmitting theQuarterly Report of the Issuer of Issue-GradeSecurities of J SC IDGC Holding,” membersof the Board of Directors of the Company arerequested t o provide t his i nformation o n aquarterly basis.The Articles o f As sociation and in ternaldocuments do not contain this provision.

45 Internal documents of the joint-stock company specify thatthe e xecutive b odies ar e o bligated not to do a ny acts th atwill or may lead to a conflict of interest between them andthe j oint-stock c ompany an d, if an y co nflict o f in terestarises, a re obligated t o di sclose i nformation a bout t heconflict of interest to the board of directors46 The articles of association or internal documents of thejoint-stock company contain criteria for selecting themanagement company (manager)47 The e xecutive bodies o f th e j oint-stock c ompany s ubmitmonthly performance reports to the board of directors48 The a greements b etween t he joint-stock c ompany a nd t hedirector g eneral (ma nagement c ompany, ma nager) andmembers of the management board provide for liability forfailure to comply with the provisions regarding the use ofconfidential and proprietary informationComplianceNoncompliancePartial complianceComplianceSecretary of the CompanyProvided for in paragraph 4.2 of Article 4 o fthe Company’s Corporate Governance Code.The Articles o f As sociation and in ternaldocuments do not contain this provision.In a ccordance w ith p aragraph 4. 3 of t heCompany’s Corporate Governance Code, theManagement Bo ard s ubmits o n a quarterlybasis t o t he Board of D irectors r eports onfinancial an d ec onomic acti vities of t heCompany.These provisions ar e co ntained in thecontracts b etween th e C ompany an d t heDirector G eneral an d m embers of theManagement Board.49 The joint-stock company has a ppointed a spe cial officer(secretary of th e c ompany) t o ensure th at the joint-stockcompany’s bodies and officers comply with the proceduralrequirements g uaranteeing t he ex ercise an d p rotection o frights and statutory interests of the company’s shareholdersPartial compliance In accordance with paragraph 4.1 of Article 4of t he Regulations for t he C onvening a ndHolding Procedure for Meetings of the Boardof D irectors of t he C ompany, t echnical(information, do cument, protocol, se cretary)support fo r t he da y-to-day act ivities o f th eBoard of Directors i s pr ovided by t heSecretary of t he Board of D irectors of t heCompany a cting in a ccordance wi th t heArticles o f Association of th e C ompany,

50 The articles of association or internal documents of thejoint-stock company contain the procedure for appointing(electing) the secretary of the company and specify thefunctions of the secretary of the company51 The articles of association of the joint-stock companyspecify requirements applicable to the nomination as thesecretary of the companyComplianceNoncomplianceMaterial Corporate Actionthese R egulations, an d o ther i nternaldocuments of t he Com pany and o n t heinstructions of the Chairman of the Board ofDirectors.Compliance by the jo int-stock c ompany’sbodies a nd o fficers w ith t he p roceduralrequirements g uaranteeing the ex ercise a ndprotection of rights and statutory interests ofthe c ompany’s sha reholders i s e nsured bythe D epartment f or C orporate Go vernanceand Shareholder Relations.Provided f or i n paragraphs 4. 2 and 4. 3 ofArticle 4 of th e Re gulations f or th eConvening a nd H olding Procedure forMeetings o f th e Board o f Di rectors o f t heCompany.The Articles of Association of the Companydo not contain this provision.52 The a rticles o f as sociation or in ternal d ocuments o f t hejoint-stock c ompany spe cify t hat any major tr ansaction i ssubject to prior approval53 An i ndependent appraiser i s m andatorily e ngaged toappraise the market value of the property that is the subjectmatter of any major transaction54 The a rticles o f a ssociation of th e j oint-stock c ompanyspecify that the purchase of large shareholdings in the jointstockcompany ( acquisition) m ust n ot i nvolve any a ctsaimed at p rotecting the in terests o f the ex ecutive bodies(members of the executive bodies) or members of the boardNoncomplianceThe Articles o f As sociation and in ternaldocuments of t he Com pany d o n ot c ontainthis provision. I mplemented i n a ccordancewith the requirements set forth in the FederalLaw “On Joint-Stock Companies.”Compliance Implemented in accordance with therequirements set f orth i n the Fed eral Law“On Joint-Stock Companies.”NoncomplianceThe Articles of Association of the Companydo not contain this provision.

of d irectors o f th e jo int-stock c ompany or a ny a ctsimpairing the situation of shareholders as compared wi ththe ex isting situation ( specifically, t he b oard o f d irectorsmust not a dopt a ny de cision before t he e xpiration o f t heplanned period for acquiring shares to issue any additionalshares, issue any securities convertible into shares, or issueany s ecurities g ranting th e r ight to acquire s hares in thecompany even if such decision may be adopted inaccordance with the articles of association)55 The a rticles o f a ssociation of th e j oint-stock c ompanyspecify th at an i ndependent ap praiser is m andatorilyengaged to appraise the current market value of shares andpotential c hanges i n t heir m arket value due t o c ompanyacquisition56 The ar ticles of as sociation o f t he j oint-stock company d onot specify that any acquirer is not obligated to propose thatshareholders s ell th eir ordinary s hares in th e co mpany(issue-grade securities convertible i nto o rdinary s hares)upon company acquisition57 The a rticles o f as sociation or in ternal d ocuments o f t hejoint-stock company specify that an independent appraiseris m andatorily e ngaged t o d etermine t he s hare co nversionratio in the event of reorganization58 The board of directors has approved an internal documentthat l ays down th e jo int-stock c ompany’s ru les a ndapproaches ap plicable to disclosure of information(regulations for information policy)NoncomplianceComplianceNoncomplianceDisclosure of InformationComplianceThe Articles of Association of the Companydo not contain this provision.Implemented in acc ordance wi th t herequirements s et forth i n t he Fed eral L aw“On Joint-Stock Companies.”The Articles of Association of the Companydo not contain this provision.The Articles o f As sociation and in ternaldocuments of the Company do not containthis provision.Implemented in accordance with therequirements set f orth i n the Fed eral Law“On Joint-Stock Companies.”The B oard of Directors of t he C ompanydecided on N ovember 1 9, 200 9, t o approvethe Regulations for Information Policy of theCompany.

59 Internal d ocuments o f th e jo int-stock c ompany spe cifydisclosure of information concerning the purpose of shareplacement, co ncerning th e persons in tending to a cquireplaced s hares, i ncluding a ny l arge s hareholding, andconcerning whether th e jo int-stock c ompany’s se niorofficers will take part in the acquisition of placed shares inthe company60 Internal d ocuments of t he j oint-stock company c ontain alist of information, documents, and materials that should beprovided for shareholders for the purposes of resolving theissues submitted to the general meeting of shareholders61 The j oint-stock c ompany has a w ebsite a nd disclosesinformation ab out th e joint-stock c ompany on i ts w ebsiteon a regular basis62 Internal d ocuments o f th e jo int-stock c ompany spe cifydisclosure o f i nformation c oncerning t he j oint-stockcompany’s transactions with an y p ersons who, inaccordance with the articles of association, are deemed tobe se nior officers of t he j oint-stock c ompany a ndconcerning the joint-stock company’s transactions with anyentities in which the joint-stock company’s senior officersdirectly o r in directly h old 20 o r mo re p ercent o f t heauthorized capital or on which such persons may otherwisehave a material effect63 Internal d ocuments o f th e jo int-stock c ompany spe cifydisclosure o f in formation co ncerning all tr ansactions th atmay h ave a n ef fect o n th e m arket v alue o f s hares in t hejoint-stock companyNoncomplianceComplianceCompliancePartial complianceComplianceInformation is disclosed in accordance withthe requirements set forth in the laws of theRussian F ederation a nd t he Regulations forInformation Policy of the Company.Provided for in paragraph 5.3 of Article 5 ofthe Regulations f or t he Pr eparation an dHolding Procedure for the General Meetingof Shareholders of the Company.Provided for in paragraph 4.2 of Article 4 ofthe Regulations for Information Policy of theCompany.Information is disclosed in accordance withthe requirements set forth in the laws of theRussian Fe deration an d t he Regulations f orInformation Policy of the Company.Information is disclosed in accordance withthe requirements set forth in the laws of theRussian F ederation a nd t he Regulations forInformation Policy of the Company.

64 The board of directors has approved an internal documentthat governs the use of material information concerning thejoint-stock company’s activities and concerning shares andother s ecurities o f th e co mpany an d tr ansactions r elatedthereto, wh ich in formation is n ot p ublic an d, if d isclosed,may h ave a m aterial effect o n the market v alue o f sha resand other securities of the joint-stock companyComplianceThe B oard of Directors of t he C ompanydecided on N ovember 1 9, 200 8, t o approvethe R egulations for In sider Info rmation ofthe Company.Control of Financial and Economic Activities65 The b oard of d irectors h as approved i nternal controlprocedures applicable t o t he f inancial and e conomicactivities of the joint-stock company66 The joint-stock company has established a special unit thatensures co mpliance with in ternal co ntrol p rocedures(control and internal audit function)67 Internal documents of the joint-stock company specify thatthe board of d irectors d etermines th e s tructure andcomposition of the control and internal audit function of thejoint-stock company68 The composition of the control and internal audit functionof t he j oint-stock company does not include any personswho h ave been pr onounced g uilty of e conomic crimes orcrimes ag ainst public au thorities, in terests of p ublicauthorities, or lo cal g overnment au thorities o r wh o h avereceived administrative penalties for business, finance, tax,or securities market offensesComplianceComplianceNoncomplianceComplianceThe B oard of Directors of t he C ompanydecided on N ovember 1 9, 200 8, t o approvethe R egulations for Internal C ontrolProcedures.The C ompany h as th e I nternal Au dit an dRisk Management Department.Internal d ocuments of t he C ompany do notcontain this provision.In a ccordance w ith i nternal d ocuments, t hestaff lis t o f th e I nternal Au dit an d R iskManagement Department is approved by theDirector General of the Company.The c omposition o f th e I nternal Au dit an dRisk Management Dep artment d oes n otinclude these persons.

69 The composition of the control and internal audit functionof t he j oint-stock company does not i nclude a ny personswho are members of the executive bodies of the joint-stockcompany o r any persons w ho are a member, t he d irectorgeneral (manager), a member of the management body, oran employee of a corporate entity competing with the jointstockcompany70 Internal documents of the joint-stock company contain thedeadline f or p roviding th e control an d in ternal a uditfunction with documents and materials for the evaluation ofa financial and economic transaction and specify liability ofthe j oint-stock c ompany’s o fficers and employees forfailure to provide them within the prescribed period71 Internal documents of the joint-stock company specify thecontrol an d internal au dit f unction is obligated t o informthe audit committee or, in the absence thereof, the board ofdirectors o f th e jo int-stock c ompany of a ny f oundnonconformity72 The a rticles o f a ssociation of th e joint-stock c ompanyspecify that the control and internal audit function makes apreliminary ev aluation o f wh ether i t is r easonable t oconduct a ny t ransactions o ther t han t hose p rovided f or i nthe financial and economic plan of the joint-stock company(nonstandard transactions)73 Internal documents of the joint-stock company contain theprocedure fo r ob taining a pproval o f n onstandardtransactions from the board of directors74 The board of directors has approved an internal documentthat governs the procedure for internal audit commission’sauditing the joint-stock company’s financial and economicactivitiesComplianceThe c omposition o f th e I nternal Au dit an dRisk Management Dep artment d oes n otinclude these persons.Partial complianceIn a ccordance w ith su bparagraph 5 .1.2 o fparagraph 5.1 of Article 5 of the Regulationsfor I nternal C ontrol Procedures of t heCompany, organizational su pport a nd t hedocuments necessary for audits are providedby t he he ads of divisions of t he C ompany’sexecutive arm wit hin t hree (3) d ays a t t herequest of the Company’s authorized divisionin charge of internal control/audit.Compliance Provided for in paragraph 5.1.4 of Article 5of the Regulations for In ternal ControlProcedures of the Company.NoncomplianceNoncomplianceComplianceThe Articles of Association of the Companydo not contain this provision.Internal d ocuments o f t he C ompany d o notcontain this procedure.The General Meeting of Shareholders of theCompany decided on December 30, 2008, toapprove th e R egulations f or th e I nternalAudit Commission of the Company.

75 The audit committee evaluates the auditor’s report prior toits s ubmission t o shareholders at th e g eneral m eeting o fshareholdersComplianceProvided for in paragraph 3.1 of Article 3 ofthe Regulations for the Audit Committee ofthe Board of Directors of the Company.Dividends76 The board of directors has approved an internal documentthat g overns acceptance by t he b oard o f directors o frecommendations r egarding t he si ze of di vidends(regulations for dividend policy)77 The r egulations f or di vidend p olicy contain t he procedurefor d etermining the mi nimum p ortion of t he j oint-stockcompany’s ne t pr ofit to be p aid o ut as di vidends anddefining t he c onditions f or not pa ying or p artially pa yingdividends on preference shares the size of whose dividendsis specified in the articles of association of the joint-stockcompany78 Information concerning the joint-stock company’s dividendpolicy a nd a mendments t hereto i s publ ished i n t heperiodical s pecified in t he ar ticles of as sociation o f t hejoint-stock company f or t he pur poses of p ublishingannouncements about general meetings of shareholders andis posted on the joint-stock company’s websiteComplianceComplianceThe B oard of Directors of t he C ompanydecided o n S eptember 8, 2 010, t o approvethe Re gulations f or D ividend P olicy of t heCompany.Provided for in Articles 3, 4, and 5 of theRegulations f or Dividend P olicy of t heCompany.Partial compliance Information c oncerning t he C ompany’sdividend policy and amendments thereto isposted o n t he C ompany’s w ebsite i naccordance with th e R egulations f orInformation Policy of the Company.

22.10. List of Instructions Issued by the Government of the Russian Federation to JSC IDGC Holding in 2010List of Instructions Issued by the Government of the Russian Federation to JSC IDGC Holding in 2010Date of Registration Registration No. Document Overview Date of Issue Date of ImplementationDecember 14, 2009 5-4829 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Energy of the RussianFederation (Sinyugin, SV-9096/09 dated November 23, 2009)concerning the current situation with electricity supply inMakhachkalaDecember 11, 2009 5-4815 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Energy of the RussianFederation (Sinyugin, SV-8099/09) concerning the financing of JSCIDGC Holding’s activitiesJanuary 20, 2010 5-133 The instructions issued by the Government of the Russian Federationin relation to the letter (Binko, GB-3552) concerning agreements withOlympstroy State CorporationJanuary 18, 2010 12-106 The minutes of the meeting of the Council of General and ChiefDesigners . . . “On the Security of Energy Facilities”January 18, 2010 12-106 The minutes of the meeting of the Council of General and ChiefDesigners . . . “On the Security of Energy Facilities”January 11, 2010 5-1 The instructions issued by the Government of the Russian Federationconcerning the implementation of the Federal Law “On EnergyConservation and Energy Efficiency Enhancement and onAmendments to Certain Legislative Acts of the Russian Federation”January 18, 2010 12-106 The minutes of the meeting of the Council of General and ChiefDesigners . . . “On the Security of Energy Facilities”February 4, 2010 5-393 The instructions issued by the Government of the Russian Federationin relation to the letter from the Administration of the ArkhangelskRegion (Mikhalchuk, 06-01/90) concerning the collection of plannedelectricity distribution feesJanuary 26, 2010 5-238 The instructions issued by the Government of the Russian Federationin relation to the joint letter from FGC UES and Power Machines(Budargin, Mordashov, BO-5835) concerning the project to producehigh-voltage equipment for electricity networksJanuary 11, 2010 5-1 The instructions issued by the Government of the Russian Federationconcerning the implementation of the Federal Law “On EnergyConservation and Energy Efficiency Enhancement and onAmendments to Certain Legislative Acts of the Russian Federation”January 11, 2010 5-1 The instructions issued by the Government of the Russian Federationconcerning the implementation of the Federal Law “On EnergyConservation and Energy Efficiency Enhancement and onAmendments to Certain Legislative Acts of the Russian Federation”January 11, 2010 5-1 The instructions issued by the Government of the Russian Federationconcerning the implementation of the Federal Law “On EnergyConservation and Energy Efficiency Enhancement and onDecember 15, 2009 January 11, 2010December 11, 2009 January 22, 2010January 20, 2010 July 30, 2010January 19, 2010 January 27, 2010January 19, 2010 January 26, 2010January 14, 2010 February 1, 2010January 19, 2010 January 28, 2010February 5, 2010 February 10, 2010January 27, 2010 February 17, 2010January 11, 2010 March 3, 2010January 11, 2010 February 25, 2010January 14, 2010 March 3, 2010

Amendments to Certain Legislative Acts of the Russian Federation”February 18, 2010 5-665 The instructions issued by the Government of the Russian Federation February 19, 2010 March 1, 2010concerning the disclosure of information on the implementation ofinvestment programs and the production facilities planned to be putinto operation in 2009–2010March 1, 2010 5-813 The instructions issued by the Government of the Russian Federation March 1, 2010 March 18, 2010in relation to letter from Metalloinvest Management Companyconcerning increased electricity transportation tariffs of IDGC of theCenter (Belgorodenergo) for 2010February 24, 2010 5-730 The instructions issued by the Government of the Russian Federation February 25, 2010 March 12, 2010in relation to letter NSh-3485 (Shvets) concerning proposals foramendments to Russian laws with respect to network connectionMarch 12, 2010 12-1034 Concerning the development of a draft of the comprehensive strategy March 15, 2010 March 18, 2010for socioeconomic development of the North Caucasian FederalDistrictMarch 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 March 22, 2010March 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 March 30, 2010March 5, 2010 5-918 The instructions issued by the Government of the Russian Federation March 9, 2010 March 19, 2010in relation to the letter from Concord Management and Consulting(Prigozhin, 0310/1760) concerning power supply for a productionfacility under constructionMarch 12, 2010 5-1013 The instructions issued by the Government of the Russian Federation March 19, 2010 April 2, 2010(Shuvalov, 1022p-P9) concerning the Action Plan to Implement thePrincipal Measures of Governmental Tariff and Price Policy in theInfrastructure Sector for 2010–2011March 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 April 2, 2010January 11, 2010 5-1 The instructions issued by the Government of the Russian Federation January 11, 2010 March 31, 2010concerning the implementation of the Federal Law “On EnergyConservation and Energy Efficiency Enhancement and onAmendments to Certain Legislative Acts of the Russian Federation”March 16, 2010 5-1072 The instructions issued by the Government of the Russian Federation March 16, 2010 March 29, 2010concerning the List of Instructions Concerning Preparations for theEighth Visit of IOC Experts on Construction and Transportation April6–9, 2010January 11, 2010 5-1 The instructions issued by the Government of the Russian Federation January 11, 2010 March 31, 2010concerning the implementation of the Federal Law “On EnergyConservation and Energy Efficiency Enhancement and onAmendments to Certain Legislative Acts of the Russian Federation”April 9, 2010 5-1522 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Regional Development ofthe Russian Federation (Reylyan, 2-YuR/04) concerning an audit ofwhether the amount of financing for the construction of OlympicGames facilities is reasonableApril 9, 2010 April 13, 2010

April 12, 2010 5-1535 The instructions issued by the Government of the Russian Federation April 12, 2010 April 15, 2010based on the March 29, 2010, meeting of the Committee onOperational Matters of the Interdepartmental Commission for thePreparation and Holding of the 2014 Sochi XXII Winter Olympics andXI Paralympics of the Russian President’s Council for theDevelopment of Physical Culture and Sport, Excellence in Sports,Preparation and Organization of the 2014 Sochi XXII WinterOlympics and XI Paralympics, and the 2013 Kazan XXVII SummerWorld UniversiadeMarch 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 April 20, 2010March 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 April 20, 2010April 12, 2010 5-1534 The instructions issued by the Government of the Russian Federation April 12, 2010 April 22, 2010in relation to the letter from the Ministry of Energy of the RussianFederation (Sechin, SV-10194/09) concerning electricity tariffs in theRepublic of BuryatiaApril 15, 2010 5-1644 The instructions issued by the Government of the Russian Federation April 19, 2010 April 30, 2010in relation to the list of instructions of the President of the RussianFederation based on the March 23, 2010, meeting of the RussianPresident’s Commission for Modernization and TechnologicalDevelopment of Russia’s Economy (Pr-839)April 26, 2010 5-1795 Concerning the improvement of government (tariff) regulation in the April 26, 2010 May 13, 2010infrastructure sector for the purpose of enhancing the RussianEconomy’s attraction to investorsJanuary 11, 2010 5-1 The instructions issued by the Government of the Russian Federation January 14, 2010 May 20, 2010concerning the implementation of the Federal Law “On EnergyConservation and Energy Efficiency Enhancement and onAmendments to Certain Legislative Acts of the Russian Federation”March 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 May 19, 2010March 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 May 14, 2010May 13, 2010 12-2077 Concerning the development of the North Caucasus electric power May 14, 2010 May 24, 2010industryMay 17, 2010 12-2117 I. Concerning the establishment of the task force on energy efficiency May 18, 2010 September 2, 2010of the Government Commission on the Fuel and Energy Complexand Regeneration of the Mineral and Raw Materials Base II.Concerning the establishment of the task force on monitoring andmanagement of hydrocarbon reserves of the GovernmentCommission on the Fuel and Energy Complex and Regeneration ofthe Mineral and Raw Materials BaseOctober 14, 2009 12-3755 Concerning problems of the power plant industry in light ofOctober 16, 2009 May 12, 2010implementing the investment program for the development of theelectric power industryMay 13, 2010 12-2077 Concerning the development of the North Caucasus electric power May 14, 2010 May 21, 2010industryMarch 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 May 28, 2010

May 26, 2010 12-2296 Concerning the joint project of Power Machines and FGC UES to May 27, 2010 June 2, 2010commercialize the production of high-voltage equipment for electricitynetworksMay 20, 2010 5-2203 The instructions issued by the Government of the Russian Federation May 20, 2010 June 3, 2010in relation to the letter from Raspadskaya Coal Company (Kozovoy,01-01-506 dated May 11, 2010) concerning the financing of therehabilitation of external electricity supplyMay 21, 2010 5-2221 Concerning the dividend policy, KPI, and staff cost optimization for May 21, 2010 June 11, 2010IDGC Holding’s managerial armMay 21, 2010 5-2221 Concerning the dividend policy, KPI, and staff cost optimization for May 21, 2010 June 11, 2010IDGC Holding’s managerial armMay 21, 2010 5-2221 Concerning the dividend policy, KPI, and staff cost optimization for May 21, 2010 June 11, 2010IDGC Holding’s managerial armMay 26, 2010 12-2298 Concerning the progress in implementing the instructions of the April May 27, 2010 June 3, 201030, 2010, joint meeting in Sochi on the land planning of theImeretinskaya ValleyJune 3, 2010 12-2440 1. Concerning the scenario conditions, basic parameters of the June 4, 2010 June 11, 2010forecast of Russia’s socioeconomic development, and ceiling prices(tariffs) for products (services) of natural monopoly entities for 2011and the planning period of 2012 and 2013May 26, 2010 12-2296 Concerning the joint project of Power Machines and FGC UES to May 27, 2010 June 2, 2010commercialize the production of high-voltage equipment for electricitynetworksJune 2, 2010 5-2417 The instructions issued by the Government of the Russian Federation June 4, 2010 June 11, 2010in relation to the letter from Olympstroy State Corporation (Bolloev,TB-12131) concerning the improvement of planning the constructionof Olympic Games facilitiesMay 13, 2010 12-2077 Concerning the development of the North Caucasus electric power May 14, 2010 June 21, 2010industryJune 7, 2010 12-2490 1. Concerning the level of prices and regulated tariffs of gas, heat, June 7, 2010 June 30, 2010electricity, and capacity in 2011 and for the period until 2013June 3, 2010 12-2440 1. Concerning the scenario conditions, basic parameters of the June 4, 2010 June 30, 2010forecast of Russia’s socioeconomic development, and ceiling prices(tariffs) for products (services) of natural monopoly entities for 2011and the planning period of 2012 and 2013June 29, 2010 12-2856 On federal budget spending for 2011 and the planning period until June 29, 2010 July 6, 20102013 in relation to the development of industrial productionMarch 9, 2010 12-929 I. Concerning the investment program of the electricity industry March 10, 2010 June 30, 2010June 21, 2010 5-2710 The instructions issued by the Government of the Russian Federation June 21, 2010 July 12, 2010in relation to the letter from the Ministry of Energy of the RussianFederation (Shmatko, SSh-4307/08) concerning the issue ofLenenergo securitiesJune 23, 2010 5-2773 The instructions issued by the Government of the Russian Federationin relation to the letter from Sochi 2014 Autonomous NonprofitOrganization (Chernyshenko, DCh-1956) concerning constructioncost optimization for sport and infrastructure facilities of the mountainJune 24, 2010 July 12, 2010

clusterJuly 5, 2010 5-2919 The instructions issued by the Government of the Russian Federationin relation to the letter the Ministry of Regional Development of theRussian Federation (Reylyan, 104-YuR/OI) concerning an audit ofwhether the amount of financing for the construction of OlympicGames facilities is reasonableJuly 9, 2010 5-3004 Concerning the sending of the List of Instructions based on the June29, 2010, meeting of the Committee on Operational Matters of theInterdepartmental Commission for the Preparation and Holding of the2014 Sochi XXII Winter Olympics and XI Paralympics of the RussianPresident’s Council for the Development of Physical Culture andSport, Excellence in Sports, Preparation and Organization of the2014 Sochi XXII Winter Olympics and XI Paralympics, and the 2013Kazan XXVII Summer World UniversiadeJune 28, 2010 5-2827 The instructions issued by the Government of the Russian Federationin relation to the list of Olympic Games facilities with respect to whichthe Construction Schedule of Olympic Games Facilities is notcomplied withJuly 13, 2010 5-3045 The instructions issued by the Government of the Russian Federationin relation to the extract from Minutes of the Meeting of theSupervisory Board of Olympstroy State Corporation No. 39 (Kozak)concerning the approval of changes to the Construction Schedule ofOlympic Games FacilitiesJuly 16, 2010 12-3112 Concerning the draft resolution of the Government of the RussianFederation “On Indicative Prices of Electricity and Capacity for theRepublic of Dagestan and the Karachayevo-Cherkessian Republicfor 2010”July 2, 2010 5-2902 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Energy of the RussianFederation (Shishkin, ASh-4509/09) concerning the monitoring of theimplementation of electric power industry entities’ investmentprogramsJuly 9, 2010 5-3004 Concerning the sending of the List of Instructions based on the June29, 2010, meeting of the Committee on Operational Matters of theInterdepartmental Commission for the Preparation and Holding of the2014 Sochi XXII Winter Olympics and XI Paralympics of the RussianPresident’s Council for the Development of Physical Culture andSport, Excellence in Sports, Preparation and Organization of the2014 Sochi XXII Winter Olympics and XI Paralympics, and the 2013Kazan XXVII Summer World UniversiadeJuly 19, 2010 5-3140 The instructions issued by the Government of the Russian Federationin relation to the instructions issued by the Government of theRussian Federation (Putin, VP-P9-4752) in relation to the letter fromthe President of the Chechen Republic (Kadyrov, 01/503) concerningthe reimbursement for expenses related to the purchase of electricityin the wholesale marketJuly 5, 2010 July 19, 2010July 9, 2010 July 19, 2010June 29, 2010 July 14, 2010July 14, 2010 July 16, 2010July 19, 2010 July 21, 2010July 12, 2010 July 30, 2010July 9, 2010 July 19, 2010July 20, 2010 August 2, 2010

July 19, 2010 5-3138 The instructions issued by the Government of the Russian Federationin relation to the letter from the President of the Chechen Republic(Kadyrov, 01/503) concerning the reimbursement for expensesrelated to the purchase of electricity in the wholesale marketJuly 21, 2010 5-3194 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Economic Development ofthe Russian Federation (Voskresensky, 9734-SV/D07) concerningthe improvement of government (tariff) regulation in the infrastructuresector (instructions ISh-P9-2642)July 26, 2010 12-3269 Concerning measures to enhance the security of electrical powerfacilities located in the North Caucasian Federal District (BaksanHPP)July 19, 2010 5-3139 The instructions issued by the Government of the Russian Federationin relation to the instructions issued by the Government of theRussian Federation (Putin, VP-P12-4419) in relation to the letter fromthe Governor of the Tomsk Region (Kress, VK-02-3431) concerningthe financing of FC Tom in 2010July 26, 2010 12-3270 Concerning the Baksan HPP situation (Kabardino-BalkarianRepublic)July 26, 2010 12-3270 Concerning the Baksan HPP situation (Kabardino-BalkarianRepublic)August 4, 2010 5-3438 The instructions issued by the Government of the Russian Federationconcerning the List of Outstanding Instructions of the Government ofthe Russian Federation Based on the International OlympicCommittee Visits in Connection with Preparations for the XXIIOlympic Winter Games and the XI Paralympic Winter Games inSochi in 2014August 13, 2010 5-3610 The instructions issued by the Government of the Russian Federationin relation to the letter from the Federal Financial Markets Service ofthe Russian Federation (Milovidov) concerning violations of laws byMoscow Central Depository (MCD) (the change of the registrar)August 18, 2010 5-3682 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Energy of the RussianFederation (Shishkin, ASh-6884/10) concerning measures toenhance the security of fuel and energy sector facilitiesAugust 16, 2010 5-3631 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Energy of the RussianFederation (Kudryashov, SK-5990/09) concerning the monitoring ofthe implementation of the Action Plan of Transition to RAB-BasedLong-Term Electricity Distribution Tariffs (Ordinance 30-r of January19, 2010)August 30, 2010 5-3880 The List of Instructions based on the August 25, 2010, meeting of theCommittee on Operational Matters of the InterdepartmentalCommission for the Preparation and Holding of the 2014 Sochi XXIIWinter Olympics and XI Paralympics of the Russian President’sCouncil for the Development of Physical Culture and Sport,Excellence in Sports, Preparation and Organization of the 2014 SochiXXII Winter Olympics and XI Paralympics, and the 2013 Kazan XXVIIJuly 20, 2010 August 2, 2010July 23, 2010 August 6, 2010July 26, 2010 July 27, 2010July 20, 2010 August 20, 2010July 26, 2010 August 6, 2010July 26, 2010 August 2, 2010August 9, 2010 August 13, 2010August 13, 2010 August 20, 2010August 18, 2010 August 20, 2010August 16, 2010 August 23, 2010August 30, 2010 September 6, 2010

Summer World UniversiadeSeptember 6, 2010 6-3989 Concerning the progress in implementing the instructions issued by September 7, 2010 September 10, 2010the Government of the Russian Federation (Kozak, DK-P9-6pr) inrelation to environmental protection in implementing measuresconnected with preparations for the XXII Olympic Winter Games andthe XI Paralympic Winter Games in Sochi in 2014September 6, 2010 6-3989 Concerning the progress in implementing the instructions issued by September 6, 2010 September 10, 2010the Government of the Russian Federation (Kozak, DK-P9-6pr) inrelation to environmental protection in implementing measuresconnected with preparations for the XXII Olympic Winter Games andthe XI Paralympic Winter Games in Sochi in 2014September 9, 2010 12-4053 Concerning the programs of innovative development andSeptember 10, 2010 September 22, 2010technological modernization of natural monopoly entities and majorstate-run companies (Minutes of the Meeting of the GovernmentCommission on High Technologies and Innovations No. 4 of August3, 2010)August 20, 2010 12-3731 Concerning the status of the Raspadskaya mine accident recovery August 23, 2010 September 27, 2010August 27, 2010 5-3863 The instructions issued by the Government of the Russian Federation August 30, 2010 September 27, 2010(instructions from Medvedev Pr-2468) in relation to the letter from theGovernment of the Russian Federation (Sechin, 4178p-P24)concerning ensuring the counterterrorism security of fuel and energysector facilitiesSeptember 6, 2010 5-3977 The instructions issued by the Government of the Russian Federation September 7, 2010 September 23, 2010in relation to letter from the Government of the Kurgan Region(Bogomolov, 01-01-377) concerning the implementation of a pilotproject as part of activities of the task force on the improvement ofthe regulatory environment and investment climate in theinfrastructure sector and housing and utility services (Kurganenergo)September 13, 2010 5-4097 The instructions issued by the Government of the Russian Federation September 13, 2010 September 24, 2010in relation to the letter from the Ministry of Economic Development ofthe Russian Federation (Voskresensky, 15941-SV/D07) concerningtransition to regulation based on the return on invested capitalmethodSeptember 27, 2010 6-4340 Concerning the sending of the list of instructions issued by the September 28, 2010 October 1, 2010Government of the Russian Federation and concerning the financingof the construction of Olympic Games facilitiesJune 30, 2010 5-2884 The instructions issued by the Government of the Russian Federation July 2, 2010 September 27, 2010in relation to the list of instructions based on the second visit of IOCexperts on environmental protectionJanuary 11, 2010 5-1 The instructions issued by the Government of the Russian Federation January 11, 2010 October 7, 2010concerning the implementation of the Federal Law “On EnergyConservation and Energy Efficiency Enhancement and onAmendments to Certain Legislative Acts of the Russian Federation”September 23, 2010 5-4303 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Natural Resources andEnvironmental Protection of the Russian Federation (Levi, 03-12-September 23, 2010 October 11, 2010

07/13909) concerning the implementation of instructions DK-P9-4292September 23, 2010 5-4307 The instructions issued by the Government of the Russian Federation September 23, 2010 October 12, 2010in relation to the letter from the Ministry of Energy of the RussianFederation (Shishkin, ASh-4508/09) concerning the renovationprogram for the distribution grid sector (Minutes of the Meeting of theCouncil of General and Chief Designers . . . No. 4 of December 7,2009)October 12, 2010 5-4640 The List of Instructions based on the September 29, 2010, meeting of October 12, 2010 October 13, 2010the Committee on Operational Matters of the InterdepartmentalCommission for the Preparation and Holding of the 2014 Sochi XXIIWinter Olympics and XI Paralympics of the Russian President’sCouncil for the Development of Physical Culture and Sport,Excellence in Sports, Preparation and Organization of the 2014 SochiXXII Winter Olympics and XI Paralympics, and the 2013 Kazan XXVIISummer World UniversiadeAugust 2, 2010 5-3388 The instructions issued by the Government of the Russian Federation August 3, 2010 October 18, 2010in relation to the letter from the Executive Office of the Government ofthe Russian Federation (Kokunov, 3-P42-10591) concerning accessto the databank of the federal management personnel reserveOctober 27, 2010 5-4940 The instructions issued by the Government of the Russian Federation November 1, 2010 November 10, 2010in relation to the letter from the Federal Tariff Service of the RussianFederation (Novikov, SN-7993/11) concerning the holding of the 10thEnergy Investment and Regulation Conference of the EnergyRegulators Regional Association (ERRA) in Saint Petersburg May16–17, 2011August 2, 2010 5-3388 The instructions issued by the Government of the Russian Federation August 3, 2010 November 13, 2010in relation to the letter from the Executive Office of the Government ofthe Russian Federation (Kokunov, 3-P42-10591) concerning accessto the databank of the federal management personnel reserveOctober 19, 2010 5-4779 The instructions issued by the Government of the Russian Federation October 20, 2010 November 10, 2010concerning the improvement of regulation efficiency for the electricaland thermal power industries and the attraction of investment in theinfrastructure sectorOctober 27, 2010 6-4941 Concerning the sending of Minutes No. P9-31pr of October 21, 2010, November 1, 2010 November 15, 2010“On the Progress in Implementing the Instructions Issued by theGovernment of the Russian Federation in Connection with theFinancing of the Construction of Olympic Games facilities”October 28, 2010 12-4967 1. Concerning the preliminary results of the 4th visit of theNovember 1, 2010 November 26, 2010Coordinating Commission of the 2. Concerning the implementationprogress of the Construction Schedule of Olympic Games FacilitiesNovember 22, 2010 12-5505 Concerning the gradual dissolution of last mile contracts November 23, 2010 December 3, 2010December 2, 2010 12-5712 1. Concerning the preliminary results of the 2nd visit of the IOCexperts on transportation (October 4–6, 2010) II. Concerning theimplementation progress of the Construction Schedule of OlympicGames FacilitiesDecember 3, 2010 6-5749 Concerning an audit of investment projects for the efficiency of usingfederal budget fundsDecember 3, 2010 December 10, 2010December 3, 2010 December 10, 2010

December 9, 2010 6-5862 Concerning the implementation of paragraph 15 of the instructions ofNovember 17, 2010 (DK-P9-142pr)November 29, 2010 5-5613 The instructions issued by the Government of the Russian Federationin relation to the instructions issued by the Government of theRussian Federation (VP-P9-7457) in relation to the letter fromEnergoauditcontrol Engineering Center concerning cooperation inenergy conservationDecember 14, 2010 5-5950 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Energy of the RussianFederation (Shmatko, SSh-9239/09) concerning the draft resolutionof the Government of the Russian Federation “On the Approval of theRules for Agreement of Leasing Electric Grid Facilities Included in theUnified National (All-Russian) Electric Grid to Territorial GridOrganizations” (IS-P9-6176)December 23, 2010 5-6140 The instructions issued by the Government of the Russian Federationin relation to the letter from the Ministry of Energy of the RussianFederation (Shmatko, SSh-10909/09) concerning the efficiency ofimplementing investment programs and the proper use of fundsDecember 30, 2010 12-6289 Concerning measures to remedy the consequences of naturaldisastersDecember 9, 2010 December 20, 2010November 30, 2010 December 21, 2010December 14, 2010 December 27, 2010December 23, 2010 December 28, 2010December 30, 2010 January 12, 2011List of Instructions Issued by the Government of the Russian Federation to JSC IDGC Holding in 2010 Through the Ministry of Energy of theRussian FederationDate of Registration Registration No. Document Overview Date of Issue Date of ImplementationDecember 25, 2009 10-5078 The instructions issued by the Ministry of Energy of the Russian December 28, 2009 December 30, 2009Federation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-7529) inrelation to the letter from the Ministry of Energy of the RussianFederation (Sinyugin) concerning a reduction in the debt ofTractor Plants entities to Chuvash Power Sales Company forconsumed electricity and capacityJanuary 12, 2010 10-31 The instructions issued by the Ministry of Energy of the Russian January 12, 2010 January 18, 2010Federation in relation to the instructions issued by theGovernment of the Russian Federation (Shuvalov, ISh-P9-7837)in relation to the letter from the Federal Tariff Service of theRussian Federation (Novikov) concerning a reduction in indicativeprices of purchased electricity for North Caucasian regions for2010December 25, 2009 10-5079 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-7538) inrelation to the letter from the Governor of the KrasnoyarskTerritory (Khloponin, 1-010402) concerning electricity tariffs forconsumers in the Krasnoyarsk TerritoryDecember 28, 2009 January 14, 2010

January 20, 2010 10-147 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Kozak, DK-P9-197) inrelation to the letter (Binko, GB-3552) concerning agreements withOlympstroy State CorporationOctober 28, 2009 10-4045 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Shuvalov, ISh-P9-6111)in relation to the letter from the Ministry of Energy of the RussianFederation (Sinyugin) concerning the development of a packageof measures to provide electricity industry entities with moreopportunities of long-term borrowingFebruary 5, 2010 10-430 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-538) inrelation to the letter from the Administration of the ArkhangelskRegion (Mikhalchuk, 06-01/90) concerning the collection ofplanned electricity distribution feesFebruary 5, 2010 10-430 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-538) inrelation to the letter from the Administration of the ArkhangelskRegion (Mikhalchuk, 06-01/90) concerning the collection ofplanned electricity distribution feesJanuary 29, 2010 10-299 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-328 datedJanuary 22, 2010) in relation to the joint letter from FGC UES(Budargin, BO-5835) and Power Machines (Mordashov)concerning the production of high-voltage equipment for electricitynetworksFebruary 10, 2010 10-520 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-590) inrelation to the letter from the Governor of the Arkhangelsk Region(Mikhalchuk, 06-01/89) concerning the development of the WhiteSea Energy pilot projectFebruary 1, 2010 10-338 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Ivanov, SI-P7-332) inrelation to the letter from the Ministry of Economic Development ofthe Russian Federation (Klepach) concerning the requirementsapplicable to formulating innovative development programsFebruary 19, 2010 10-708 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-881)concerning the disclosure of information on investment programsJanuary 21, 2010 July 30, 2010October 30, 2009 January 26, 2010February 8, 2010 February 10, 2010February 5, 2010 February 10, 2010February 1, 2010 February 17, 2010February 12, 2010 February 25, 2010February 2, 2010 March 4, 2010February 24, 2010 March 1, 2010

February 26, 2010 10-775 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Shuvalov, ISh-P9-959) inrelation to the letter (Shvets, NSh-3485) concerning proposals foramendments to Russian lawsMarch 1, 2010 10-827 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-1043) inrelation to the letter from the Federal Antimonopoly Service of theRussian Federation (Artemyev) concerning the draft resolution ofthe Government of the Russian Federation on electricity networkconnectionMarch 1, 2010 10-817 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Putin, VP-P13-1113)concerning the List of Instructions of the President of the RussianFederation (Medvedev, Pr-339) based on the February 2, 2010,meeting on economic issuesMarch 10, 2010 10-970 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-1204) inrelation to the letter from Concord (Prigozhin) concerning powersupply for socially important facilitiesMarch 15, 2010 10-1051 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Shuvalov, ISh-P9-1381)concerning the Action Plan to Implement the Principal Measuresof Governmental Tariff and Price Policy in the InfrastructureSector for 2010–2011February 10, 2010 10-521 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Kozak, DK-P9-611) inrelation to the instructions issued by the Government of theRussian Federation (Putin, VP-P15-231) concerning the plannedholding of the “governmental hour” during the springtime sessionof the State Duma in 2010December 16, 2009 10-4900 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P7-7241) inrelation to the letter from Rosatom (Kirienko) concerning theconstruction of Power Unit 5 of the Kursk NPPApril 16, 2010 10-1654 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Putin, VP-P9-2324)concerning the List of Instructions of the President of the RussianFederation (Pr-839 of March 29, 2010)April 14, 2010 10-1612 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theMarch 1, 2010 March 12, 2010March 2, 2010 March 19, 2010March 1, 2010 March 19, 2010March 11, 2010 March 19, 2010March 19, 2010 April 2, 2010February 11, 2010 April 6, 2010December 21, 2009 April 19, 2010April 20, 2010 April 30, 2010April 16, 2010 May 4, 2010

Government of the Russian Federation (Sechin, IS-P9-2250)concerning the guaranteed connection of investment-gradefacilities to infrastructural networksApril 30, 2010 10-1911 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Zhukov, AZh-P9-2690)inrelation to the letter from the Government of the Republic ofBuryatia (Nagovitsyn) concerning equalizing tariffs for theRepublic of Buryatia and the Irkutsk RegionMay 21, 2010 10-2232 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Putin, VP-P9-3235) inrelation to the letter from Raspadskaya Coal Company (Kozovoy)concerning the rehabilitation of electricity supplyMay 19, 2010 10-2194 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-3153) inrelation to the letter from the Plenipotentiary Representative of thePresident of the Russian Federation (Ishaev, A56-2270)concerning the modernization program for regional power supplysystems using distributed generation technologyJune 4, 2010 10-2476 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P13-3623)concerning proposals to increase Russian budget revenuesJuly 26, 2010 10-3281 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Putin, VP-P16-4811)concerning the preparation of reports on the condition ofeconomic sectors and the social sphere in the Volga FederalDistrictJuly 19, 2010 10-3150 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-4753) inrelation to the instructions issued by the Government of theRussian Federation (Putin, VP-P9-4752) in relation to the letterfrom the President of the Chechen Republic (Kadyrov, 01/503)concerning the reimbursement for expenses related to thepurchase of electricity in the wholesale marketJuly 19, 2010 10-3151 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Putin, VP-P9-4752) inrelation to the letter from the President of the Chechen Republic(Kadyrov, 01/503) concerning the reimbursement for expensesrelated to the purchase of electricity in the wholesale marketJuly 21, 2010 10-3213 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Putin, VP-P16-4811)May 4, 2010 May 11, 2010May 24, 2010 June 3, 2010May 20, 2010 June 8, 2010June 4, 2010 June 8, 2010July 26, 2010 July 29, 2010July 20, 2010 August 2, 2010July 20, 2010 July 29, 2010July 22, 2010 August 13, 2010

concerning the preparation of reports on the condition ofeconomic sectors and the social sphere in the Volga FederalDistrictAugust 5, 2010 10-3464 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-5316)concerning the emergency situation in the Northwest energysystem July 29–30, 2010, and proposals to ensure reliable powersupply (the outage of the Volkhov Aluminium Smelter)July 26, 2010 10-3289 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Zhukov, AZh-P9-4931) inrelation to the letter from the Ministry of Sport, Tourism and YouthPolicy of the Russian Federation (Novikov) concerning thefinancing of facilities in the Tashtagol District, Kemerovo RegionAugust 18, 2010 10-3699 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-5681) inrelation to the letter from the Ministry of Energy of the RussianFederation (Shishkin, ASh-6884/10) concerning measures toenhance the security of fuel and energy sector facilitiesAugust 18, 2010 10-3693 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-5592) inrelation to the letter from the Ministry of Energy of the RussianFederation (Shmatko, SSh-6753/10) concerning the emergencysituation in the Northwest energy system (power supply for theVolkhov Aluminium Smelter)August 18, 2010 10-3695 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Shuvalov, ISh-P9-5605)in relation to the letter from the Ministry of Energy of the RussianFederation (Kudryashov, SK-5990/09) concerning the monitoringof the implementation of the Action Plan of Transition to RAB-Based Long-Term Electricity Distribution TariffsAugust 6, 2010 10-3499 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Putin, VP-P9-5253)concerning the List of Instructions based on the meeting of theGovernment Commission on Regional Development oneliminating administrative barriers to construction (Volgograd, July15, 2010)August 16, 2010 10-3644 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-5567) inrelation to the letter from the Ministry of Energy of the RussianFederation (Shishkin, ASh-6127/09) concerning the reorganizationof Kuzbassenergo-RES, a branch of IDGC of Siberia, into aAugust 5, 2010 August 6, 2010July 27, 2010 August 17, 2010August 18, 2010 August 20, 2010August 19, 2010 August 20, 2010August 20, 2010 August 20, 2010August 9, 2010 August 27, 2010August 18, 2010 September 6, 2010

separate divisionSeptember 7, 2010 10-4008 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Kozak, DK-P9-6116)concerning the necessity for improving the procedure forconnection to utility support networksSeptember 2, 2010 10-3950 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Zubkov, VZ-P9-5764)concerning the restoration of gasification for the places affectedby natural firesAugust 27, 2010 10-3870 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-5875) inrelation to the letter from Ampilogov concerning clearings foroverhead distribution linesSeptember 17, 2010 10-4196 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Kozak, DK-P9-6351)concerning participation in the conciliation meeting on theresolution of unsettled controversies connected with the draftresolution of the Government of the Russian Federation “OnAmendments to Certain Acts of the Government of the RussianFederation in Relation to the Necessity for Improving theProcedure for Connection to Utility Support Networks,” 1 p.m.,September 20, 2010September 16, 2010 10-4187 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Shuvalov, ISh-P9-6261)concerning transition to regulation based on the return on investedcapital methodSeptember 24, 2010 10-4332 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-6434) inrelation to the letter from the Ministry of Energy of the RussianFederation (Shishkin, ASh-4508/09) concerning the renovationprogram for the distribution grid sectorOctober 1, 2010 10-4457 The instructions issued by Shmatko in relation to the instructionsissued by the Government of the Russian Federation (Sechin, IS-P9-6434) in relation to the letter from the Ministry of Energy of theRussian Federation (Shishkin, ASh-4508/09) concerning therenovation program for the distribution grid sectorOctober 7, 2010 10-4572 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-6767) inrelation to the letter from the Ministry of Energy of the RussianFederation (Shishkin, ASh-7630/09) concerning the analysis ofSeptember 7, 2010 September 14, 2010September 3, 2010 September 15, 2010August 30, 2010 September 13, 2010September 17, 2010 September 20, 2010September 17, 2010 September 24, 2010September 29, 2010 October 12, 2010October 1, 2010 October 11, 2010October 8, 2010 October 27, 2010

the Tver Region’s starting conditions (Zelenin) with respect totransition to RAB regulation (instructions IS-P9-5792)November 9, 2010 10-5197 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Putin, VP-P9-7520) inrelation to the letter from Sechin concerning proposals for themore extensive use of long-term contracts for the supply of heavyengineering productsNovember 9, 2010 10-5201 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Zhukov, AZh-P2-7527) inrelation to the letter from the Ministry of Economic Development ofthe Russian Federation (Slepnev, 20669-AS/D24) concerning theresults of the 27th meeting of the Russian-French Council onEconomic, Financial, Industrial and Trade IssuesNovember 17, 2010 10-5413 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Kozak, DK-P10-7727) inrelation to the letter from the Ministry of Communications andMass Media of the Russian Federation (Marder) concerning thedevelopment of the Concept for a single information space forpreparing and holding the OlympicsDecember 2, 2010 10-5719 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Kozak, DK-P9-8079)concerning the implementation progress of the CommissioningSchedule of Facilities for the 2011 Alpine Ski Russian Cup andthe 2011 Alpine Ski European CupDecember 14, 2010 10-5959 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Kozak, DK-P9-8472) inrelation to the letter from the Ministry of Economic Development ofthe Russian Federation (Voskresensky, 23009-SV/D07)concerning the control of growth rates of tariffs of electricity andutility servicesOctober 22, 2010 10-4855 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Shuvalov, ISh-P9-7160)in relation to the letter from the Ministry of Economic Developmentof the Russian Federation (Voskresensky, 18544-SV/D07)concerning the meeting on the improvement of regulationefficiency for the electrical and thermal power industries and onthe implementation of pilot projects to attract investment in theinfrastructure sectorDecember 7, 2010 10-5813 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Sechin, IS-P9-8247) inrelation to the letter from the Federal Antimonopoly Service of theNovember 10, 2010 November 17, 2010November 10, 2010 November 22, 2010November 17, 2010 December 7, 2010December 2, 2010 December 9, 2010December 14, 2010 December 21, 2010October 25, 2010 December 20, 2010December 8, 2010 December 24, 2010

Russian Federation (Tsarikovsky, ATs/3858-PR) concerning thedraft resolution of the Government of the Russian Federation onthe approval of model contracts for connection to electricitynetworksDecember 30, 2010 10-6294 The instructions issued by the Ministry of Energy of the RussianFederation in relation to the instructions issued by theGovernment of the Russian Federation (Shuvalov, ISh-P9-8974)in relation to the letter from the Ministry of Economic Developmentof the Russian Federation (Klepach, 25514-AK/D07) on the draftordinance of the Government of the Russian Federation ontransition to RAB tariff regulationDecember 30, 2010 December 31, 2010

M I N U T E Sof the Meeting of the Board of DirectorsMarch 4, 2010 No. 28MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N . N. Shvets, G . F. Binko, E. V. Dod, V . V. Kudryavy,S. V. Maslov, S. Remes, S . V. Serebryannikov, O . V. Surikov, V . V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky.V. M. Kravchenko and M. Yu. Kurbatov did not participate in the voting.Agenda:1. Determination of the fee for the services provided by the Auditor of JSCIDGC Holding.2. Approval of t he a greement f or t he us e of a n e lectronic doc umentexchange sy stem t o be e ntered i nto by a nd a mong JSC I DGC Ho lding, OAOKubanenergo, and Gazprombank (Open Joint-Stock Company), which is a relatedparty transaction.3. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the South.4. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the items on the agendas of general meetings of shareholdersand m eetings of boa rds o f directors of JSC IDGC H olding subsidiaries an ddependent companies:The Company’s holding a stake in OAO IDGC of the Urals Training Center(Non-state Educational Institution).5. Tentative a pproval of J SC ID GC H olding’s e ntering into a transactionassociated w ith transferring t itle to the property that is c onstruction-in-progressfacilities intended for use other than the generation, transmission, dispatching, anddistribution o f e lectricity a nd heat (construction-in-progress fa cilities of the

2production pl ant l ocated at : Republic of I ngushetia, Nazran, Plievsky M unicipalDistrict, ul. Oskanova, w/o No.).6. Agreement u pon m embers of t he M anagement B oard o f JSC ID GCHolding simultaneously holding office in m anagement bo dies of ot herorganizations.7. JSC ID GC H olding’s t ransferring title to 2 5% + 1 sha re i n O AOBureyaGESstroy.8. Improvement of corporate governance, particulars of in-person work ofthe Board of D irectors and intensified w ork of a ll c ommittees of t he B oard ofDirectors, and the structure of J SC IDGC Holding’s interacting with subsidiariesand dependent companies.1. Determination of the fee for the services provided by the Auditor of JSCIDGC HoldingIT WAS RESOLVED AS FOLLOWS:The initial (c eiling) p rice payable by t he Co mpany for the A uditor’sservices i n r elation t o t he mandatory audit of JSC I DGC H olding’s financial(accounting) st atements in a ccordance w ith R ussian A ccounting St andards for2010 shall be four million, two hundred thousand (4,200,000) rubles, inclusive ofVAT.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. V. Kudryavy, S. V. Maslov,S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov,D. V. Fedorov, P. O. Shatsky voted “For.”.E. V. Dod voted “Against.”Approved by a majority of votes.2. Approval of t he ag reement fo r t he u se o f an el ectronic documentexchange sy stem t o be e ntered i nto by a nd a mong JSC I DGC Ho lding, OAOKubanenergo, and Gazprombank (Open Joint-Stock Company), which is a relatedparty transaction.IT WAS RESOLVED AS FOLLOWS:The agreement for the use of an electronic document exchange s ystemamong JSC ID GC H olding, O AO Kubanenergo, and Gazprombank (Open J oint-Stock Company), which is a related party transaction, shall be approved (Appendix1).S. I. Shmatko, E. V. Dod, V. V. Kudryavy, S. V. Maslov, S. Remes,S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov,P. O. Shatsky voted “For.”N. N. Shvets and G. F. Binko, failing to be i ndependent directors, did notparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.

33. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the South.IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the South “OAO IDGC of the South’s membership in NonprofitPartnership Council for Organizing Efficient System of T rading at Wholesale andRetail Electricity and Capacity Market (Market Council),” representatives of JSCIDGC Holding shall be instructed to vote “For” the following decision:OAO IDGC of the South’s membership in Nonprofit Partnership Councilfor Organizing Efficient System of Trading at Wholesale and Retail Electricity andCapacity Market (Market Council) shall be approved subject to the following termsand conditions:- admission (lump-sum) membership fee: one million (1,000,000) rubles;- admission (lump-sum) membership fee payment method: cash;- admission (l ump-sum) membership fee p ayment p rocedure: by ba nktransfer i n a ccordance w ith t he pro cedure se t fo rth i n the Charter of N onprofitPartnership Council for Organizing Efficient System of T rading at Wholesale andRetail Electricity and Capacity Market (Market Council);- current (re gular) membership fe e for t he 1st quarter o f 2010: thirty-sixthousand (36,000) rubles;- the sub sequent amount a nd payment procedure of c urrent (re gular)membership fe es shall be determined by the Supervisory B oard of N onprofitPartnership Council for Organizing Efficient System of T rading at Wholesale andRetail Electricity and Capacity Market (Market Council).S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.4. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the items on the agendas of general meetings of shareholdersand m eetings of boards of directors o f JSC IDGC H olding subsidiaries a nddependent companies:The Co mpany’s holding a st ake i n OAO I DGC of t he U rals Tr ainingCenter (Non-state Educational Institution).IT WAS RESOLVED AS FOLLOWS:4.1. Concerning t he item o n t he agenda of the meeting of the Board ofDirectors of OAO IDGC of the Urals “OAO IDGC of the Urals’s holding a stake inOAO I DGC o f the U rals Training Center (N on-state Educational I nstitution)through its establishment,” representatives o f JS C I DGC H olding sha ll beinstructed to vote “For” the approval of OAO IDGC of the Urals’s holding a stake

4in OAO IDGC of t he Urals Training Center ( Non-state Educational I nstitution)through its establishment subject to the following terms and conditions:- OAO IDGC of the Urals is the sole founder of OAO IDGC of the UralsTraining Center (Non-state Educational Institution);- OAO IDGC of the Urals transfers into the operating management of OAOIDGC of t he U rals T raining C enter (Non-state E ducational I nstitution) certainproperty with a t otal b ook value of sixty-one m illion, eight hu ndred eighty-onethousand, one hundred ninety-one (61,881,191) rubles and 70 kopecks;- the composition of transferred property is described in Appendix 2;- title t o transferred p roperty continues t o b e held by OAO I DGC o f theUrals.4.2. It shall be recommended that the Director General of OAO IDGC ofthe Urals (V. N. Rodin) cause measures to be taken to terminate OAO IDGC of theUrals’s holding a stake in Training Facility Nonprofit.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.5. Tentative approval of JSC IDGC Holding’s entering into a transactionassociated w ith transferring t itle to the property that is c onstruction-in-progressfacilities intended for use other than the generation, transmission, dispatching, anddistribution o f e lectricity a nd heat (construction-in-progress f acilities of t heproduction pl ant l ocated at : Republic of I ngushetia, Nazran, Plievsky M unicipalDistrict, ul. Oskanova, w/o No.).IT WAS RESOLVED AS FOLLOWS:5.1. The Company’s entering into a transaction associated with transferringtitle to the property that is construction-in-progress facilities intended for use otherthan the generation, t ransmission, di spatching, a nd d istribution o f e lectricity andheat shall be approved subject to the following terms and conditions:- composition of transferred property: construction-in-progress facilities ofthe pr oduction pl ant l ocated at: Republic of Ingushetia, Nazran, PlievskyMunicipal District, ul. Oskanova, w/o No. (Appendix 3);- book val ue of t ransferred property as of D ecember 31, 20 09: thirteenmillion, f ive h undred sixteen t housand, o ne h undred t wenty-five ( 13,516,125)rubles and 31 kopecks;- method for transferring title to the property: sale at a public auction with aProperty Disposal Agent engaged;- starting pr ice of transferred pr operty: equal t o t he market v aluedetermined by an i ndependent appraiser, OOO Diskont P roperty V aluation a ndExamination Agency, (Property Market Value Appraisal Report No. 543/09 datedNovember 9, 2009) in the amount of fifteen million, nine hundred eighty-sixthousand (15,986,000) rubles and 00 kopecks, inclusive of 18% VAT;

5- payment procedure (period) for transferred pr operty: cash, before thetransfer of t itle t o property, bu t not l ater t han 14 ban king day s a fter t he dat e ofexecution of the purchase and sale agreement.5.2. If the pu blic auction f or t he sa le of t he construction-in-progressfacilities specified in paragraph 5.1 above is held invalid, an independent PropertyDisposal Agent s hall be e ngaged t o s ell the construction-in-progress fa cilities inaccordance with the methods and procedure approved by Decision of the Board ofDirectors of JSC IDGC Holding No. 4 of September 25, 2008.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.6. Agreement u pon memb ers of t he M anagement Bo ard of J SC I DGCHolding simultaneously holding office in m anagement bo dies of ot herorganizations.IT WAS RESOLVED AS FOLLOWS:6.1. Simultaneously h olding of fice i n management bodies of theorganizations l isted b elow sha ll be a pproved w ith respect to m ember of t heManagement Bo ard of J SC I DGC Holding Gennady Fe liksovich B inko, DeputyDirector General of JSC IDGC Holding:- as a memb er of t he B oard of Directors of OAO United Pow er SalesCompany;- as a member of the Board of Directors of RAO Energy System of East;- as a memb er of t he Board of Tr ustees o f the Federal F oundation f orPromoting Housing Construction Development.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.6.2. Simultaneously h olding of fice in man agement bo dies of t heorganizations l isted b elow sha ll be a pproved w ith respect t o member of t heManagement Board of J SC I DGC H olding Aleksey V ladimirovich Demidov,Deputy Director General for Economic Affairs and Finance of JSC IDGC Holding:- as a member of the Board of Directors of OAO Moscow United PowerGrid Company;- as a member of the Board of Directors of OAO Tyumenenergo;- as a member of the Board of Directors of OAO Lenenergo;- as a memb er o f t he Bo ard o f Directors o f OAO I DGC o f the No rthCaucasus;- as a member of the Board of Directors of OAO IDGC of the Northwest;

6- as a member of t he Board of Directors of OAO IDGC of the Center andVolga Region;- as a member of the Board of Directors of OAO IDGC of Siberia;- as a member of the Board of Directors of OAO IDGC of the Urals.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.6.3. Simultaneously h olding of fice i n management bodies of theorganizations l isted b elow sha ll be a pproved w ith respect to m ember of t heManagement Board of JSC ID GC H olding Pavel Ivanovich Okley, DeputyDirector General and Technical Director of JSC IDGC Holding:- as a member of the Board of Directors of OAO IDGC of the Volga;- as a member of the Board of Directors of OAO IDGC of the South;- as a member of t he Board of Directors of OAO IDGC of the Center andVolga Region;- as a member of the Board of Directors of OAO IDGC of Siberia;- as a member of the Board of Directors of OAO Lenenergo;- as a member of the Board of Directors of OAO Tyumenenergo;- as a member of the Board of Directors of ZAO APBE;- as a member of the Supervisory Board of Innovations in Electric PowerIndustry Non-profit Partnership (INVEL).S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.6.4. Simultaneously holding office as a member of the Board of Directorsof O AO ID GC of t he South s hall b e a pproved w ith r espect t o member of t heManagement Board of JSC IDGC Holding Aleksey Yurievich Perepyolkin, DeputyDirector General for Corporate Governance and Property of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.6.5. Simultaneously h olding of fice i n management bodies of theorganizations l isted b elow sha ll be a pproved w ith respect t o member of t heManagement Board of JSC IDGC Holding Aleksey Valeryevich Sannikov, DeputyDirector General of JSC IDGC Holding:- as a member of the Board of Directors of OAO Tyumenenergo;- as a me mber of the Partnership Council of ENERGOSTROY NonprofitPartnership and President of ENERGOSTROY Nonprofit Partnership.

7S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.6.6. Simultaneously h olding of fice i n management bodies of theorganizations l isted b elow sha ll be a pproved w ith respect t o member of t heManagement Board of JSC IDGC Holding Sergey Vyacheslavovich Vasilyev,Director for Legal Affairs of JSC IDGC Holding:- as a member of the Board of Directors of OAO IDGC of the South;- as a m ember of t he B oard of Directors of OAO Tomsk Di stributionCompany;- as a member of t he Bo ard of D irectors o f O AO C enter f or U PSSettlements Optimization;- as a member of the Board of Directors of OAO Tyumenenergo.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.7. JSC I DGC H olding’s t ransferring title to 25% + 1 share i n OAOBureyaGESstroy.IT WAS RESOLVED AS FOLLOWS:7.1. The transfer of title to 25% + 1 share in OAO BureyaGESstroy held byJSC ID GC H olding shall be a pproved s ubject t o the following t erms a ndconditions:- category, t ype, pa r va lue, and qu antity of transferred sh ares: 2, 251registered ordinary shares, each with a par value of 10 rubles;- method for t ransferring t itle t o shares: sale a t a pu blic auction w ith a nindependent Selling Agent engaged;- starting pr ice of shares: equal t o t he market va lue determined by anindependent appraiser in the amount of two hundred million (200,000,000) rubles;- payment procedure (period) for shares: cash, before the transfer of title toshares, b ut no t l ater t han 1 0 bus iness da ys a fter t he da te of e xecution o f t hepurchase and sale agreement.7.2. If t he pub lic auction i s h eld i nvalid du e t o participation of only o nebidder, entering into the agreement with such bidder for the purchase and sale of2,251 shares i n OAO B ureyaGESstroy (subject t o l egal re quirements) shall beapproved subject to the following terms and conditions:- selling price: equal to the starting price of the auction held invalid;- payment procedure (period) for shares: cash, before the transfer of title toshares, b ut no t l ater t han 1 0 bus iness da ys a fter t he d ate o f ex ecution of t hepurchase and sale agreement.

8S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.8. Improvement of co rporate governance, particulars of in-person work ofthe Board of D irectors and intensified w ork of a ll c ommittees of t he B oard ofDirectors, and the structure of J SC IDGC Holding’s interacting with subsidiariesand dependent companies.IT WAS RESOLVED AS FOLLOWS:Note sha ll be t aken of i nformation c oncerning the improvement ofcorporate governance, particulars of i n-person work of t he Board of D irectors andintensified work of all committees of the Board of Directors, and the structure ofJSC ID GC H olding’s i nteracting with su bsidiaries and dependent c ompanies(Appendix 4).S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsMarch 18, 2010 No. 29MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and V. N. Titov.E. V. Dod, M. Yu. Kurbatov, O. V. Surikov, D. V. Fedorov, andP. O. Shatsky did not participate in the voting.Agenda:1. Approval of the expense budget of the Audit Committee of the Board ofDirectors of JSC IDGC Holding for the first half of 2010.2. Approval o f the expense budget of the Valuation Committee of theBoard of Directors of JSC IDGC Holding for the first half of 2010.3. Approval of the expense b udget of t he Nomination an d Remun erationCommittee of t he Board o f D irectors of J SC ID GC H olding for t he fi rst half o f2010.4. Approval of the expense budget of the Strategy Committee of the Boardof Directors of JSC IDGC Holding for the first half of 2010.5. Program of energy conservation and energy efficiency enhancement.6. Defining of t he po sition of JSC ID GC H olding ( representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of Siberia “The Company’s holding a stake in the Association ofKrasnoyarsk Territory Energy Sector Enterprises (Nonprofit Organization).”7. Defining of t he po sition of JSC ID GC H olding (representatives of JSCIDGC Holding) on the item on the agenda of the General Meeting of Shareholdersof OAO IDGC of S iberia “The Company’s holding a stake in the Association ofKrasnoyarsk Territory Energy Sector Enterprises (Nonprofit Organization).”

28. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals “The Company’s entering into a transaction associatedwith t ransferring t itle t o t he re al pr operty i ntended fo r use ot her t han thegeneration, transmission, dispatching, and distribution of electricity and heat.”9. Approval of the agreement for the purchase and sale of property betweenJSC IDGC Holding and OAO Nurenergo, which is a related party transaction.10. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof O AO Nurenergo concerning O AO Nurenergo’s e ntering i nto a t ransactionassociated w ith t ransferring title to t he pr operty t hat i s construction-in-progressfacilities intended for the transmission, dispatching, and distribution of electricityand heat in favor of JSC IDGC Holding.11. Approval of the Offsetting Agreement between JSC IDGC Holding andOAO Nurenergo, which is a related party transaction.1. Approval of the expense budget of the Audit Committee of the Board ofDirectors of JSC IDGC Holding for the first half of 2010.IT WAS RESOLVED AS FOLLOWS:The expense budget of the Audit Committee of the Board of Directors ofJSC IDGC Holding of four hundred thirty-eight thousand, nine hundred seventyeight(438,978.60) rubles and 60 ko pecks shall b e a pproved fo r t he p eriod fromJanuary 1, 2010, to June 30, 2010 (Appendix 1).S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.2. Approval o f the expense budget of the Valuation Committee of theBoard of Directors of JSC IDGC Holding for the first half of 2010.IT WAS RESOLVED AS FOLLOWS:The expense budget of the Valuation Committee of the Board of Directorsof J SC I DGC H olding of one million, one hundred sixty-one thousand, eighthundred twenty (1,161,820) rubles shall be approved for the period from January 1,2010, to June 30, 2010 (Appendix 2).S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.

33. Approval of the expense b udget of t he Nomination a nd R emunerationCommittee of t he Board o f D irectors of J SC ID GC H olding for t he fi rst half o f2010.IT WAS RESOLVED AS FOLLOWS:The expense budget of the Nomination and Remuneration Committee of theBoard of D irectors o f J SC I DGC Holding of three h undred sev enty-two, n inehundred (372,900) rubles shall be approved for the period from January 1, 2010, toJune 30, 2010 (Appendix 3).S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.4. Approval of the expense budget of the Strategy Committee of the Boardof Directors of JSC IDGC Holding for the first half of 2010.IT WAS RESOLVED AS FOLLOWS:The expense budget of the Strategy Committee of the Board of Directors ofJSC IDGC Holding of one million, four hundred thirty-eight thousand, six hundredtwenty-six (1,438,626.60) rubles and 60 kopecks shall be approved for the periodfrom January 1, 2010, to June 30, 2010 (Appendix 4).S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.5. Program of energy conservation and energy efficiency enhancement.IT WAS RESOLVED AS FOLLOWS:5.1. Draft programs of energy co nservation an d energy ef ficiencyenhancement and their implementation plans shall be developed and submitted tothe Government of the Russian Federation before April 15, 2010.5.2. Metering devices shall be provided for all purchased and sold energyresources and the transition to the use of metering devices for payments for energyresources (as r elated t o fa cilities for business and production activities of theCompany and its subsidiaries and dependent companies) shall be completed beforeJanuary 1, 2011.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.

46. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of Siberia.IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof O AO ID GC of Si beria “Agenda of t he G eneral M eeting of Shareholders ofOAO IDGC of Siberia,” representatives of JSC IDGC Holding shall be instructedto v ote “ For” t he i nclusion of t he fol lowing i tem on t he a genda of t he G eneralMeeting of Shareholders of OAO IDGC of Siberia:- The C ompany’s ho lding a st ake i n the Association of K rasnoyarskTerritory Energy Sector Enterprises (Nonprofit Organization).S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.7. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the General Meeting of Shareholdersof OAO IDGC of Siberia.IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the General Meeting of Shareholdersof OAO IDGC of S iberia “The Company’s holding a s take in the Association ofKrasnoyarsk T erritory E nergy Se ctor E nterprises (Nonprofit O rganization),”representatives of JSC ID GC H olding shall be instructed t o vote “ For” t hefollowing decision:The Company’s holding a stake in the Association of Krasnoyarsk TerritoryEnergy Sect or En terprises (Nonprofit O rganization) sha ll be a pproved sub ject t othe following terms and conditions:- Admission membership fee: none;- Monthly membership fee: six thousand (6,000) rubles;- Monthly membership fee payment method: cash;- Payment procedure (period) for monthly membership fees: as decided bythe General Meeting of the Association;- Payment amount, procedure, and period for other regular fees: as decidedby the General Meeting of the Association.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.

58. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals.IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals “The Company’s entering into a transaction associatedwith t ransferring t itle t o t he re al pr operty i ntended fo r use ot her t han thegeneration, t ransmission, dispatching, a nd di stribution of e lectricity a nd heat,”representatives of JSC ID GC H olding shall be instructed t o vote “ For” t heCompany’s entering into a transaction associated with transferring title to the realproperty intended for use other than the generation, transmission, dispatching, anddistribution of electricity and heat subject to the following terms and conditions:- subject mat ter of t he transaction: TETs-ZhBI N ovo-Sverdlovskayainternal automobile roa d, 8 ,200 meters i n l ength, located i n: Sverdlovsk R egion,Yekaterinburg, Kirovsky District;- book (residual) value of transferred property as of January 1, 2010: thirtymillion, one hundred ninety-three thousand, eighty-six (30,193,086.97) rubles and97 kopecks;- method for transferring title to the property: transfer of property withoutcompensation to t he mu nicipal ow nership of t he ci ty of Yekaterinburg u nder anagreement and acceptance certificate.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.9. Approval of the agreement for the purchase and sale of property betweenJSC IDGC Holding and OAO Nurenergo, which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:9.1. The pr operty shall be pu rchased b y JSC ID GC Holding un der t heagreement for the purchase and sale to be entered into by and between JSC IDGCHolding and OAO Nurenergo at a price of t wo bi llion, fi fty-one mi llion, onehundred e ighty-two thousand, on e hu ndred forty-nine ( 2,051,182,149.26) rublesand 26 kopecks, inclusive of 18% V AT o f three hu ndred t welve mi llion, ei ghthundred ninety-two thousand, one hundred ninety-two (312,892,192.26) rubles and26 kopecks.9.2. The agreement fo r the purchase an d sal e of property b etween JSCIDGC H olding a nd O AO N urenergo, w hich i s a re lated pa rty t ransaction,(hereinafter, the “Agreement”) shall be approved subject to the following materialterms and conditions:Parties to the Agreement:JSC IDGC Holding as the Buyer

6OAO Nurenergo as the SellerSubject matter of the Agreement:The Seller agrees t o t ransfer t o t he ow nership of t he Buy er the pro pertyspecified in Annexes 1, 2, 3, 4, 5, and 6 to the Agreement, and the Buyer agrees toaccept such property and pay its price upon the terms and cond itions provided forin the Agreement.Price of the Agreement:The price of t he pr operty t o b e transferred t o t he B uyer u nder t heAgreement is two billion, fifty-one million, one hundred eighty-two thousand, onehundred fo rty-nine (2,051,182,149.26) r ubles an d 26 kop ecks, i nclusive of 18%VAT o f three hundred t welve mi llion, ei ght hun dred ni nety-two t housand, onehundred ninety-two (312,892,192.26) rubles and 26 kopecks.Payment procedure for property:The B uyer sha ll, w ithin 90 days a fter t he e xecution o f t he Agreement,accept the property and pay its price in cash as invoiced.S. I. Shmatko, V. M. Kravchenko, V. V. Kudryavy, S. V. Maslov,S. Remes, S. V. Serebryannikov, V. V. Tatsiy, V. N. Titov voted “For.”N. N. Shvets and G. F. Binko, fa iling to be i ndependent d irectors, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere n ot r elatedparties to the transaction.10. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof O AO Nurenergo concerning O AO Nurenergo’s e ntering i nto a t ransactionassociated w ith t ransferring title to t he pr operty t hat i s construction-in-progressfacilities intended for the transmission, dispatching, and distribution of electricityand heat in favor of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Representatives of JSC IDGC Holding on the Board of Directors of OAONurenergo shall be instructed to vote “For” the approval of a transaction associatedwith OAO N urenergo’s transferring t itle t o t he property that is c onstruction-inprogressf acilities intended for the t ransmission, dispatching, a nd di stribution o felectricity and heat subject to the following terms and conditions:Composition of transferred property: construction-in-progress faci litiesof OAO Nurenergo (Appendices 5–10).Book value of transferred property: one billion, fou r hu ndred onemillion, f ive hundred s eventy-three t housand, n ine hundred s eventy(1,401,573,970.79) rubles and 79 kopecks.Market value of transferred property: as determined by an independentappraiser, exclusive of VAT, one billion, seven hundred thirty-eight million, twohundred eighty-nine thousand, nine hundred fifty-seven (1,738,289,957) rubles andVAT o f three hundred t welve mi llion, ei ght hun dred ni nety-two t housand, on e

7hundred n inety-two (312,892,192.26) rubles an d 26 kopecks, or a total of t wobillion, fifty-one million, one hundred eighty-two thousand, one hundred forty-nine(2,051,182,149.26) rubles and 26 kopecks, inclusive of VAT.Selling price: equal t o the market value determined b y an independentappraisal.Sale method: sale in favor of JSC IDGC Holding.Payment procedure: cash, as invoiced, within 90 days after the executionof the purchase and sale agreement.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov voted “For.”Approved unanimously.11. Approval of the Offsetting Agreement between JSC IDGC Holding andOAO Nurenergo, which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:11.1. The price of the reciprocal homogeneous claims to be offset under theOffsetting Agreement between JSC IDGC Holding and OAO Nurenergo shall beone bi llion, nine hu ndred ni nety-seven m illion, one hu ndred two t housand, threehundred twenty-four (1,997,102,324.45) rubles and 45 kopecks, inclusive of VAT.11.2. The O ffsetting A greement between JSC I DGC H olding and OAONurenergo, which is a related party transaction, shall be approved (Appendix 11).S. I. Shmatko, V. M. Kravchenko, V. V. Kudryavy, S. V. Maslov,S. Remes, S. V. Serebryannikov, V. V. Tatsiy, V. N. Titov voted “For.”N. N. Shvets and G. F. Binko, fa iling to be i ndependent d irectors, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsDate of the Meeting: March 26, 2010 No. 30Date of the Minutes of the Meeting: March 29, 2010MoscowPresiding Officer: member of the Board of Directors of JSC IDGC HoldingV. V. TatsiyPresent were:- members of t he Board of D irectors: N. N. Shvets, G. F. Binko,V. M. Kravchenko, V. V. Kudryavy, S. V. Maslov, S. Remes,S. V. Serebryannikov, and V. N. Titov;- Chairman of the B oard of D irectors S. I. Shmatko and members o f theBoard of D irectors E. V. Dod, M. Yu. Kurbatov, O. V. Surikov, D. V. Fedorov,and P. O. Shatsky provided their written opinions on the items on the agenda of themeeting;- responsible officers of JSC IDGC Holding:A. V. Demidov, A. Yu. Perepyolkin, I. A. Alimuradova, andA. A. Zakharov;- Department Director of the Ministry of Energy of the Russian FederationM. G. Tikhonova;Secretary of the Board of Directors of JSC IDGC Holding S. I. Kozlov.Of t he 15 el ected memb ers o f t he Bo ard of D irectors of J SC I DGCHolding, nine attended the meeting.Six members of the Board of Directors sent their written opinions.

2The meeting of t he Boar d of D irectors of JS C ID GC H olding h ad aquorum.Agenda1. Increase in the authorized capital of JSC IDGC Holding by means of theplacement of additional shares.2. Convocation o f the Ex traordinary G eneral M eeting o f Shareholders ofJSC IDGC Holding.3. Approval of the Decision on the Additional Securities Issue of JSC IDGCHolding.4. Approval of the Securities Prospectus of JSC IDGC Holding.5. Approval of:Concept of D eveloping a nd Im proving t he Int ernal C ontrol a nd A uditSystem and the Risk Management System of JSC IDGC Holding;Risk Management Policy of JSC IDGC Holding;Internal Control Policy of JSC IDGC Holding;Guidelines f or O rganizing In ternal Co ntrol an d Ri sk M anagement o f JSCIDGC Holding.6. Placement by JSC IDGC Holding of Series 01 bonds.7. Placement by JSC IDGC Holding of Series 02 bonds.8. Approval of the Decision on the Securities Issue of JSC IDGC Holding(inconvertible i nterest-bearing ce rtificated b earer bonds sub ject t o mandatorycentralized custody, Series 01).9. Approval of the Decision on the Securities Issue of JSC IDGC Holding(inconvertible i nterest-bearing ce rtificated b earer bonds sub ject t o mandatorycentralized custody, Series 02).10. Approval of the Securities Pr ospectus o f JSC ID GC Holding(inconvertible i nterest-bearing ce rtificated b earer bonds sub ject t o mandatorycentralized custody, Series 01 and Series 02).11. Additional justification for JSC IDGC Holding expenses of consultancyservices broken down into groups of services for 2010.1. THE FOLLOWING PERSON WAS HEARD:A. Yu. PerepyolkinIncrease in the authorized capital of JSC IDGC Holding by means of theplacement of additional shares.THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, S. Remes, G. F. Binko, M. G. TikhonovaIT WAS RESOLVED AS FOLLOWS:The authorized capital of JSC I DGC Holding shall be increased by meansof t he p lacement of on e b illion, nine hundred t wenty-two million, t hree hundredthirteen thousand, ninety-seven (1,922,313,097) additional uncertificated registeredordinary shares, each with a par value of 1 ruble, with the total par value of one

3billion, nine hundred twenty-two million, three hundred thirteen thousand, ninetyseven(1,922,313,097) rubles, subject to the following basic terms and conditions:1) Placement method: public offering.2) Offering price (including with respect to the persons included on the listof the persons having the preemptive right to acquire placed additional shares) ofone additional ordinary share: four (4) rubles and fourteen (14) kopecks.The pr ice i s d etermined o n t he basis of the w eighted a verage p rice oftransactions closed in the process of MICEX Stock Exchange trading in relation toordinary s hares i n J SC I DGC H olding fo r a pe riod of 3 m onths ending t hreebusiness days prior to the date of this meeting of the Boar d of Directors of JSCIDGC Holding.3) Method of payment for additional shares: payment for additional sharesis made in cash in Russian rubles by bank transfer i nto JSC IDGC Holding’ssettlement account.Approved unanimously.FOR THE RECORD ONLY:Member of t he Board of Directors and Director General of JSC ID GCHolding N. N. Shvets s hall prepare a nd submit f or c onsideration by the St rategyCommittee of t he Board o f D irectors of JSC ID GC H olding the i ssue related t owhether it is reasonable to base the market value appraisal of shares in JSC IDGCHolding on an i ndependent a ppraiser’s o pinion f or the purposes of future shareissues.Deadline: August 31, 2010.2. THE FOLLOWING PERSON WAS HEARD:A. Yu. PerepyolkinConvocation of the Extraordinary General Meeting of Shareholders of JSCIDGC Holding.THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, G. F. Binko, S. RemesIT WAS RESOLVED AS FOLLOWS:2.1. The Extraordinary G eneral M eeting of S hareholders of JSC IDGCHolding in the form of a meeting with absentee voting shall be convened on May17, 2010.2.1.1. The deadline date for receiving completed ballots for voting at theCompany’s Extraordinary General Meeting of Shareholders shall be May 17, 2010.2.1.2. Completed ballots shall be sent to:- Russia, 109544, Moscow, ul. Dobrovolcheskaya, 1/ 64, ZAO STATUSRegistration Company; or- Russia, 107996, Moscow, GSP-6, Ulansky pereulok, 26, str. 1, JSC IDGCHolding.

42.1.3. The fol lowing a genda of t he C ompany’s E xtraordinary G eneralMeeting of Shareholders shall be approved:- “Increase in the authorized capital of JSC IDGC Holding by means of theplacement of additional shares.”2.1.4. The d ate of t he l ist of t he p ersons e ntitled t o pa rticipate i n t heCompany’s Extraordinary General Meeting of Shareholders shall be April 7, 2010.2.1.5. The f orm an d t ext of t he no tice o f t he Co mpany’s Ex traordinaryGeneral Meeting of Shareholders shall be approved (Appendix 1).2.1.6. Member of t he B oard of Directors a nd D irector G eneral of J SCIDGC Holding N. N. Shvets shall cause the notice of the Company’s ExtraordinaryGeneral M eeting o f Shareholders to be published i n the Izvestia newspaper a ndposted on the Company’s corporate website at www.holding-mrsk.ru on or prior toApril 16, 2010.2.1.7. The form and text of ballots shall be approved for voting on the issueon the agenda of the Company’s Extraordinary General Meeting of Shareholders(Appendix 2).2.1.8. Ballots for v oting on the i ssue on the a genda of t he Company’sExtraordinary General Meeting of Shareholders shall be sent by registered mail ordelivered, against a signed acknowledgement of receipt, to each person specified inthe list o f t he pe rsons entitled t o participate i n t he C ompany’s E xtraordinaryGeneral Meeting of Shareholders on or prior to April 26, 2010.2.1.9. The Company’s preference share holders shall have a right to vote onthe issue on t he agenda of the Extraordinary General Meeting of Shareholders ofthe Company.2.1.10. Information (materials) provided for shareholders in the course ofmaking pre parations fo r the C ompany’s Extraordinary G eneral M eeting o fShareholders shall be as follows:- the draft of a decision of t he Company’s Extraordinary General Meetingof Shareholders on the issue on the agenda;- information about the weighted average price of transactions closed in theprocess of MICEX Stock Exchange trading in relation to ordinary shares in JSCIDGC Holding for the period from December 22, 2009, to and including March 22,2010;- recommendations of the Board of Directors JSC IDGC Holding regardingthe issue on the agenda of the Company’s Extraordinary General Meeting ofShareholders.2.1.11. The information (materials) specified above shall be available to thepersons entitled to participate in the Company’s Extraordinary General Meeting ofShareholders from 10:00 a.m. to 5:00 p.m. (Moscow time), from April 26, 2010, toand including May 17, 2010, (except nonbusiness days and public holidays):- from JSC IDGC Holding at: Russia, 107996, Moscow, Ulansky pereulok,26, str. 1; and- from ZAO STATUS Registration Company at: Russia, 109544, Moscow,ul. Dobrovolcheskaya, 1/64;and on the Company’s corporate website at www.holding-mrsk.ru.

52.1.12. The c ost estimate i n relation t o p reparing a nd holding t heCompany’s E xtraordinary G eneral M eeting of Sha reholders sha ll be a pproved(Appendix 3).2.1.13. D. L. Guryanov, F irst D eputy Head of t he D epartment fo rCorporate Governance and Shareholder Relations of JSC IDGC Holding, shall beelected the Secretary o f the Co mpany’s Extraordinary G eneral M eeting ofShareholders.2.2. It shall b e re commended t hat t he Ex traordinary G eneral Meeting ofShareholders of JSC I DGC H olding adopt the fo llowing d ecision o n t he i ssue“Increase i n the authorized c apital of JSC ID GC H olding by means o f t heplacement of additional shares”:The authorized capital of JSC I DGC Holding shall be increased by meansof t he p lacement of on e b illion, nine hundred t wenty-two million, t hree hundredthirteen thousand, ninety-seven (1,922,313,097) additional uncertificated registeredordinary shares, each with a par value of 1 ruble, with the total par value of onebillion, nine hundred twenty-two million, three hundred thirteen thousand, ninetyseven(1,922,313,097) rubles, subject to the following basic terms and conditions:1) Placement method: public offering.2) Offering price (including with respect to the persons included on the listof the persons having the preemptive right to acquire placed additional shares) ofone additional ordinary share: four (4) rubles and fourteen (14) kopecks.The price i s determined on t he basis o f t he w eighted a verage p rice oftransactions closed in the process of MICEX Stock Exchange trading in relation toordinary shares in JSC IDGC Holding for the period from December 22, 2009, toand including March 22, 2010.3) Method of payment for additional shares: payment for additional sharesis made in cash in Russian rubles by bank transfer into JSC IDGC Holding’ssettlement account.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes,S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov,P. O. Shatsky voted “Against.”Not approved.3. THE FOLLOWING PERSON WAS HEARD:A. Yu. PerepyolkinApproval of t he Decision on the Additional Securities Issue of JSC IDGCHolding.THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, G. F. Binko, S. RemesIT WAS RESOLVED AS FOLLOWS:

6The Decision on t he Additional Securities Issue of JSC IDGC Holding(uncertificated registered ordinary shares placed through a public offering) shall beapproved according to Appendix 4 hereto.Approved unanimously.4. THE FOLLOWING PERSON WAS HEARD:A. Yu. PerepyolkinApproval of the Securities Prospectus of JSC IDGC Holding.THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, G. F. Binko, S. RemesIT WAS RESOLVED AS FOLLOWS:The Securities Prospectus of JSC IDGC Holding (uncertificated registeredordinary shares placed through a public offering) shall be approved according toAppendix 5 hereto.Approved unanimously.5. THE FOLLOWING PERSON WAS HEARD:I. A. AlimuradovaApproval of:- Concept of Developing a nd Improving t he Internal Co ntrol and A uditSystem and the Risk Management System of JSC IDGC Holding;- Risk Management Policy of JSC IDGC Holding;- Internal Control Policy of JSC IDGC Holding;- Guidelines for Organizing Internal Control and Risk Management of JSCIDGC Holding.THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, V. V. Kudryavy, S. V. Serebryannikov, N. N. Shvets,S. Remes,G. F. Binko, M. G. TikhonovaIT WAS RESOLVED AS FOLLOWS:5.1. The following shall be approved:- Concept of Developing a nd Improving t he Internal Co ntrol and A uditSystem and the Risk Management System of JSC IDGC Holding (Appendix 6);- Risk Management Policy of JSC IDGC Holding (Appendix 7);- Internal Control Policy of JSC IDGC Holding (Appendix 8);- Guidelines for Organizing Internal Control and Risk Management of JSCIDGC Holding (Appendix 9).5.2. Member of the Board of Directors and Director General of JSC IDGCHolding N. N. Shvets shall:

75.2.1. Organize t he i mplementation of t he approved l ocal documentsrelated t o i mproving a nd developing i nternal control, r isk management, andinternal audit a nd e nsure the functioning a nd e ffectiveness of t he Company’sinternal control procedures;5.2.2. On a quarterly basis, submit for consideration by a meeting of theBoard of D irectors o f JSC ID GC H olding reports on the i ntroduction andimplementation of the appr oved l ocal d ocuments r elated t o improving a nddeveloping internal control, risk management, and internal audit;5.3. Sum up and make known to members of the Board of Directors of JSCIDGC Holding international practices in internal control and risk management inthe electric power industry.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, P. O. Shatsky voted“For.”E. V. Dod “Abstained.”Approved by a majority of votes.6. THE FOLLOWING PERSON WAS HEARD:A. V. DemidovPlacement by JSC IDGC Holding of Series 01 bonds.THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, V. N. TitovIT WAS RESOLVED AS FOLLOWS:Five m illion (5,000,000) i nconvertible i nterest-bearing c ertificated b earerbonds, Se ries 01, ( hereinafter re ferred t o a s t he “ Bonds”) o f JS C I nterregionalDistribution Grid C ompanies H olding ( hereinafter, t he “ Issuer”), subject tomandatory centralized custody, each with a par value of one thousand (1,000)rubles, w ith the t otal par va lue of f ive billion (5,000,000,000) rubles, shall beplaced through a p ublic offering at a p rice equal to one hundred (100) percent ofthe par v alue of t he Bo nds, or one t housand (1,000) ru bles for one ( 1) Bo nd.Starting from the second (2nd) day of the placement of the Bonds, any buyer shall,when making a purchase and sale transaction in relation to the Bonds, also pay theamount of accrued coupon income from the Bonds calculated as of the start date ofthe placement of the Bonds in accordance with the following formula:ACI = R1 * PV * (T – T0) / 365 / 100%, wherePV is the par value of one Bond,R1 is the interest rate of the 1st coupon period (interest per annum),T0 i s t he st art da te o f t he placement of t he B onds, T i s the date o f t heplacement of the Bonds.The calculated amount of accrued coupon income shall be rounded up ordown to t he n earest whole kopeck according to mathematical rounding rules. Inthis context, “ mathematical ro unding ru les” s hall mean t he ro unding m ethod

8prescribing that any whole kopeck(s) shall not be changed if the digit immediatelyfollowing the rounded-off digit is in the range of 0 to and including 4 and shall beincreased by one kopeck if the digit immediately following the rounded-off digit isin the range of 5 to and including 9.The Bo nds s hall b e p laced t hrough pur chase a nd sa le t ransactions in t heprocess o f M ICEX St ock E xchange t rading a t t he o ffering price of t he B onds.Payment for the placed Bonds shall be made in cash in the currency of the RussianFederation by ba nk transfer. Pa yment for the Bonds m ay n ot be m ade i ninstallments. Other t erms a nd c onditions of the placement of the Bonds a recontained in the Decision on the Securities Issue and the Securities Prospectus.Any expenses in connection with making credit entries for initial holders’(acquirers’) pl aced securities de posited i n a cust ody a ccount w ith a de positary(responsible for the centralized custody of the Bonds) shall be paid by such initialholders of the Bonds.Income from the Bonds sha ll be pa id i n t he f orm of i nterest on t he p arvalue of t he B onds. Inc ome fr om t he B onds sha ll be pa id fo r c ertain p eriods(coupon periods). The number of coupon periods is ten (10).The redemption dat e fo r t he Bon ds i s t he on e hu ndred, ei ght hundredtwentieth (1,820th) day after the start date of the placement (hereinafter, the “BondRedemption Date”). The Bonds shall be redeemed and income related thereto shallbe paid in cash in the currency of the Russian Federation by bank transfer in favorof holders of the Bonds. N o h older of t he B onds m ay c hoose a ny redemptionmethod for the Bonds. The Bonds shall be redeemed and coupon income relatedthereto shall be paid by a paying agent acting on the instructions and at the expenseof the Issuer (hereinafter, the “Paying Agent”) on the Bond Redemption Date. Ifthe Bond Redemption Date falls on a nonbusiness day, whether a public holiday ora day on which settlement operations are not conducted, then the amount due shallbe paid on the first business day following such nonbusiness day. No holder of theBonds shall be entitled to demand that interest accrue or any other compensationbe p aid f or such delay i n payment. T he Pa ying A gent shall, on t he B ondRedemption Date, pay the amounts due by bank transfer into the accounts of thepersons authorized t o re ceive the re demption value of t he Bon ds in favor of t heholders of the Bonds specified in the List of Holders and/or Nominee Holders ofthe B onds. I n t he e vent t hat one pe rson i s a uthorized b y se veral ho lders o f t heBonds to receive the redemption value of the Bonds, then the total amount shall bepaid to such p erson w ithout be ing broken d own i nto a mounts pa yable to e achholder of t he Bonds. The start date and end date for the redemption of t he Bondsshall fall on the same day.The Bonds are redeemable earlier at the request of their holders and at theoption of the Issuer.Any holder of the Bonds shall have the right to demand that the Bonds beredeemed earlier and such holder receive the accrued coupon income related to theBonds and calculated as of the date of performance of the obligations to redeemthe Bonds e arlier i f t he B onds a re de listed fr om a ll of t he st ock exchanges t hathave i ncluded t he B onds on t heir qu otation l ists, provided t hat t he B onds w erepreviously included on Quotation List V on any of the stock exchanges.

9Any holder of the Bonds shall also have the right to demand that the Bondsbe redeemed earlier and such holder receive the accrued coupon income related tothe Bonds if:- the performance by the Issuer of its obligations to pay any coupon incomerelated to the Bonds is delayed for more than seven (7) business days from the duedate of such coupon income specified in the Decision on the Securities Issue andthe Securities Prospectus;- the performance by the Issuer of its obligations to pay any coupon incomerelated to any of the Issuer’s bonds issued in the Russian Federation is delayed formore t han se ven (7) b usiness d ays f rom the due date of s uch coupon i ncomespecified in the Decision on the Securities Issue and the Securities Prospectus;- the Issuer declares that it is not able to perform its financial obligationsrelated to the Bonds;- the pe rformance by the I ssuer of its o bligations t o re deem (i ncludingredeeming e arlier) any bonds i ssued by the Is suer i n t he R ussian Fe deration isdelayed for more than thirty (30) business days;- holders of a ny other bonds i ssued by t he Is suer a nd/or se cured b y t heIssuer a s a sur ety d emand t hat suc h b onds, including, but not l imited t o, ru blebonds, f oreign c urrency bo nds, a nd E urobonds, w hether they ha ve a lready beenplaced or will be placed in the future, be redeemed earlier in accordance with theterms and co nditions of their issue (provided, however, that the acquisition by theIssuer of any outstanding bonds upon agreement with and/or at the request of theirholders with t he potential s ubsequent trading i n such b onds s hall not e ntail t heright to demand the early redemption of the Bonds).The Bonds shall be redeemed earlier at the option of the Issuer as providedfor in the Decision on the Securities Issue and at the request of t heir holders at aprice equal to 100% of the par value of the Bonds. This price shall be paid togetherwith the accrued coupon income related to the Bonds and calculated as of the dateof performance of the obligations to redeem the Bonds earlier in accordance withthe procedure set forth in the Decision on the Securities Issue and the SecuritiesProspectus. The Bonds shall be redeemed earlier at the request of their holders andat the option of the Issuer by the Paying Agent acting on the instructions and at theexpense of t he Iss uer. No e arly redemption may pre cede t he da te of t he st ateregistration of the Bond Issue Report or, if the Bonds are issued without the stateregistration of the securities issue report in accordance with the Federal Law “Onthe S ecurities M arket” or a ny ot her fe deral l aws, t he da te of s ubmission by t heIssuer of the Notice of the Bond Issue to the registration agency and the date whenpayment for the Bonds is made in full. If the date of early redemption of the Bondsfalls on a nonbusiness day, whether a public holiday or a day on which settlementoperations are not conducted, then the amount due shall be paid on the firstbusiness d ay f ollowing suc h n onbusiness day. N o h older of t he B onds sha ll beentitled to demand that interest accrue or any other compensation be paid for suchdelay in payment. The Paying Agent shall, on the date of early redemption of theBonds, pa y t he a mounts due by bank t ransfer i nto t he a ccounts o f t he pe rsonsauthorized to r eceive the ear ly redemption value of the Bonds in favor of theholders of the Bonds specified in the List of Holders and/or Nominee Holders of

10the B onds. I n t he e vent t hat one pe rson i s a uthorized b y se veral ho lders o f t heBonds to receive the early redemption value of the Bonds, then the total amountshall be paid to such person without being broken down into amounts payable toeach holder of the Bonds. The start date and end date for the early redemption ofthe Bonds shall fall on the same day. If the Bonds are redeemed earlier, their parvalue and accrued coupon income related thereto shall be paid in Russian rubles bybank transfer.Other terms and conditions of and the procedure for the early redemption ofthe Bonds a t the option o f t he Iss uer a nd a t t he re quest of their holders arecontained in the Decision on the Securities Issue and the Securities Prospectus.Approved unanimously.7. THE FOLLOWING PERSON WAS HEARD:A. V. DemidovPlacement by JSC IDGC Holding of Series 02 bonds.THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, V. N. TitovIT WAS RESOLVED AS FOLLOWS:Seven million (7,000,000) inconvertible interest-bearing certificated bearerbonds, Se ries 02, ( hereinafter re ferred t o a s t he “ Bonds”) of J SC Int erregionalDistribution Grid C ompanies H olding ( hereinafter, t he “Issuer”), su bject t omandatory centralized custody, each with a par value of one thousand (1,000)rubles, w ith t he t otal pa r value o f se ven b illion (7,000,000,000) rubles, sha ll b eplaced through a p ublic offering at a p rice equal to one hundred (100) percent ofthe par v alue of t he Bo nds, or one t housand (1,000) ru bles for one ( 1) Bo nd.Starting from the second (2nd) day of the placement of the Bonds, any buyer shall,when making a purchase and sale transaction in relation to the Bonds, also pay theamount of accrued coupon income from the Bonds calculated as of the start date ofthe placement of the Bonds in accordance with the following formula:ACI = R1 * PV * (T – T0) / 365 / 100%, wherePV is the par value of one Bond,R1 is the interest rate of the 1st coupon period (interest per annum),T0 i s t he st art da te o f t he placement of t he B onds, T i s the date o f t heplacement of the Bonds.The calculated amount of accrued coupon income shall be rounded up ordown t o the nearest w hole kopeck ac cording t o ma thematical ro unding rules. Inthis context, “ mathematical ro unding ru les” s hall mean t he ro unding m ethodprescribing that any whole kopeck(s) shall not be changed if the digit immediatelyfollowing the rounded-off digit is in the range of 0 to and including 4 and shall beincreased by one kopeck if the digit immediately following the rounded-off digit isin the range of 5 to and including 9.The B onds sha ll be pl aced t hrough p urchase a nd sa le t ransactions in t heprocess o f M ICEX St ock E xchange t rading a t t he of fering price o f t he Bo nds.

11Payment for the placed Bonds shall be made in cash in the currency of the RussianFederation by ba nk transfer. Pa yment for the Bonds m ay n ot be m ade ininstallments. Other t erms a nd c onditions of the placement of the Bonds a recontained in the Decision on the Securities Issue and the Securities Prospectus.Any expenses in connection with making credit entries for initial holders’(acquirers’) pl aced s ecurities d eposited i n a c ustody acco unt w ith a d epositary(responsible for the centralized custody of the Bonds) shall be paid by such initialholders of the Bonds.Income from the Bonds sha ll be pa id i n t he f orm of i nterest on t he p arvalue of t he B onds. Inc ome fr om t he B onds sha ll be pa id fo r c ertain p eriods(coupon periods). The number of coupon periods is ten (10).The redemption dat e fo r t he Bon ds i s t he on e hu ndred, ei ght hundredtwentieth (1,820th) day after the start date of the placement (hereinafter, the “BondRedemption Date”). The Bonds shall be redeemed and income related thereto shallbe paid in cash in the currency of the Russian Federation by bank transfer in favorof holders of the Bonds. N o h older of t he B onds m ay c hoose a ny redemptionmethod for the Bonds. The Bonds shall be redeemed and coupon income relatedthereto shall be paid by a paying agent acting on the instructions and at the expenseof the Issuer (hereinafter, the “Paying Agent”) on the Bond Redemption Date. Ifthe Bond Redemption Date falls on a nonbusiness day, whether a public holiday ora day on which settlement operations are not conducted, then the amount due shallbe paid on the first business day following such nonbusiness day. No holder of theBonds shall be entitled to demand that interest accrue or any other compensationbe paid for s uch de lay in payment. T he Paying Agent shall, on t he BondRedemption Date, pay the amounts due by bank transfer into the accounts of thepersons a uthorized to receive t he redemption v alue of t he B onds in favor o f t heholders of the Bonds specified in the List of Holders and/or Nominee Holders ofthe B onds. I n t he e vent t hat one pe rson i s a uthorized b y se veral ho lders o f t heBonds to receive the redemption value of the Bonds, then the total amount shall bepaid to such p erson w ithout be ing broken d own i nto a mounts pa yable t o eachholder of t he Bonds. The start date and end date for the redemption of t he Bondsshall fall on the same day.The Bonds are redeemable earlier at the request of their holders and at theoption of the Issuer.Any holder of the Bonds shall have the right to demand that the Bonds beredeemed earlier and such holder receive the accrued coupon income related to theBonds and calculated as of the date of performance of the obligations to redeemthe Bonds e arlier i f t he B onds a re de listed fr om a ll of t he st ock exchanges t hathave i ncluded t he B onds on t heir qu otation l ists, provided t hat t he B onds w erepreviously included on Quotation List V on any of the stock exchanges.Any holder of the Bonds shall also have the right to demand that the Bondsbe redeemed earlier and such holder receive the accrued coupon income related tothe Bonds if:- the performance by the Issuer of its obligations to pay any coupon incomerelated to the Bonds is delayed for more than seven (7) business days from the due

12date of such coupon income specified in the Decision on the Securities Issue andthe Securities Prospectus;- the performance by the Issuer of its obligations to pay any coupon incomerelated to any of the Issuer’s bonds issued in the Russian Federation is delayed formore t han se ven (7) b usiness d ays f rom the due date of s uch coupon i ncomespecified in the Decision on the Securities Issue and the Securities Prospectus;- the Issuer declares that it is not able to perform its financial obligationsrelated to the Bonds;- the pe rformance by the I ssuer of its o bligations t o re deem (i ncludingredeeming e arlier) any bonds i ssued by the Is suer i n t he R ussian Fe deration isdelayed for more than thirty (30) business days;- holders of a ny other bonds i ssued by t he Is suer a nd/or se cured b y t heIssuer a s a sur ety d emand t hat suc h b onds, including, but not l imited t o, ru blebonds, f oreign c urrency bo nds, a nd E urobonds, w hether they ha ve a lready beenplaced or will be placed in the future, be redeemed earlier in accordance with theterms and co nditions of their issue (provided, however, that the acquisition by theIssuer of any outstanding bonds upon agreement with and/or at the request of theirholders with t he potential s ubsequent trading i n such b onds s hall not e ntail t heright to demand the early redemption of the Bonds).The Bonds shall be redeemed earlier at the option of the Issuer as providedfor in the Decision on the Securities Issue and at the request of their holders at aprice equal to 100% of the par value of the Bonds. This price shall be paid togetherwith the accrued coupon income related to the Bonds and calculated as of the dateof performance of the obligations to redeem the Bonds earlier in accordance withthe procedure set forth in the Decision on the Securities Issue and the SecuritiesProspectus. The Bonds shall be redeemed earlier at the request of their holders andat the option of the Issuer by the Paying Agent acting on the instructions and at theexpense of t he Iss uer. No e arly redemption may pre cede t he date of t he st ateregistration of the Bond Issue Report or, if the Bonds are issued without the stateregistration of the securities issue report in accordance with the Federal Law “Onthe S ecurities M arket” or a ny ot her fe deral l aws, t he da te of s ubmission by theIssuer of the Notice of the Bond Issue to the registration agency and the date whenpayment for the Bonds is made in full. If the date of early redemption of the Bondsfalls on a nonbusiness day, whether a public holiday or a day on which settlementoperations are not conducted, then the amount due shall be paid on the firstbusiness d ay f ollowing suc h n onbusiness day. N o h older of t he B onds sha ll beentitled to demand that interest accrue or any other compensation be paid for suchdelay in payment. The Paying Agent shall, on the date of early redemption of theBonds, pa y t he a mounts due by bank t ransfer i nto t he a ccounts o f t he pe rsonsauthorized t o re ceive the early redemption value of the Bonds in favor of theholders of the Bonds specified in the List of Holders and/or Nominee Holders ofthe B onds. I n t he e vent t hat one pe rson i s a uthorized b y se veral ho lders o f t heBonds to receive the early redemption value of the Bonds, then the total amountshall be paid to such person without being broken down into amounts payable toeach holder of the Bonds. The start date and end date for the early redemption ofthe Bonds shall fall on the same day. If the Bonds are redeemed earlier, their par

13value and accrued coupon income related thereto shall be paid in Russian rubles bybank transfer.Other terms and conditions of and the procedure for the early redemption ofthe Bonds a t the option o f t he Iss uer a nd a t t he re quest of their holders a recontained in the Decision on the Securities Issue and the Securities Prospectus.Approved unanimously.8. THE FOLLOWING PERSON WAS HEARD:A. V. DemidovApproval of t he D ecision on t he Securities Is sue o f JSC IDGC H olding(inconvertible i nterest-bearing ce rtificated b earer bonds sub ject t o mandatorycentralized custody, Series 01).THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, V. N. TitovIT WAS RESOLVED AS FOLLOWS:The Decision on the Securities Issue of JSC IDGC Holding (five million(5,000,000) i nconvertible interest-bearing certificated bear er bonds subject t omandatory centralized custody, Series 01, each with a par value of one thousand(1,000) rubles, with the total par value of five billion (5,000,000,000) rubles, withthe redemption date falling on the one hundred, eight hundred twentieth (1,820th)day after the start date of the placement of the issued Bonds, redeemable earlier atthe request of their holders and at the option of the Issuer, placed through a publicoffering) shall be approved according to Appendix 10 hereto.Approved unanimously.9. THE FOLLOWING PERSON WAS HEARD:A. V. DemidovApproval of t he D ecision on t he Securities Is sue o f JSC IDGC H olding(inconvertible i nterest-bearing ce rtificated b earer bonds sub ject t o mandatorycentralized custody, Series 02).THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, V. N. TitovIT WAS RESOLVED AS FOLLOWS:The Decision on the Securities Issue of JSC IDGC Holding (seven million(7,000,000) i nconvertible interest-bearing certificated bear er bonds subject tomandatory centralized custody, Series 02, each with a par value of one thousand(1,000) r ubles, w ith t he t otal pa r va lue of seven billion ( 7,000,000,000) r ubles,with t he re demption date falling on t he o ne h undred, e ight hundred t wentieth(1,820th) day after the start date of the placement of the issued Bonds, redeemable

14earlier at the request of their holders and at the option of the Issuer, placed througha public offering) shall be approved according to Appendix 11 hereto.Approved unanimously.10. THE FOLLOWING PERSON WAS HEARD:A. V. DemidovApproval of the Securities Prospectus of JSC IDGC Holding (inconvertibleinterest-bearing certificated bearer bonds subject to mandatory centralized custody,Series 01 and Series 02).THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, V. N. TitovIT WAS RESOLVED AS FOLLOWS:The Securities Prospectus of JSC IDGC Holding (five million (5,000,000)inconvertible i nterest-bearing ce rtificated b earer bonds s ubject t o mandatorycentralized c ustody, Se ries 0 1, e ach w ith a pa r va lue o f o ne t housand (1,000)rubles, w ith t he t otal pa r value of five bi llion (5,000,000,000) r ubles, with theredemption date falling on the one hundred, eight hundred twentieth (1,820th) dayafter the start date of the placement of the issued Bonds, redeemable earlier at therequest of t heir holders an d at the o ption of the Is suer, pl aced t hrough a pu blicoffering; seven m illion (7,000,000) i nconvertible i nterest-bearing cer tificatedbearer bonds subject to mandatory centralized custody, Series 02, each with a parvalue of one thousand (1 ,000) ru bles, with the t otal pa r va lue of se ven bi llion(7,000,000,000) rubles, with the redemption date falling on the one hundred, eighthundred twentieth (1,820th) day after the start date of the placement of the issuedBonds, redeemable earlier at the request of their holders and at the option of theIssuer, placed through a public offering) shall be approved according to Appendix12 hereto.Approved unanimously.11. THE FOLLOWING PERSON WAS HEARD:A. V. DemidovAdditional j ustification f or JSC I DGC H olding e xpenses of consultancyservices broken down into groups of services for 2010.THE FOLLOWING PERSONS REPORTED:V. V. Tatsiy, V. M. Kravchenko, G. F. Binko, S. Remes, N. N. Shvets,V. V. Kudryavy, V. N. Titov, S. V. Serebryannikov, M. G. TikhonovaIT WAS RESOLVED AS FOLLOWS:11.1. Note s hall be t aken of the justification for b udgeted expenses ofconsultancy services broken down into groups of services for 2010.

1511.2. Member of the Board of Directors and Director General of JSC IDGCHolding N. N. Shvets shall:11.2.1. Prepare and cause to be agreed upon by the Ministry of Energy ofthe Russian Federation a list of consultancy services in relation to amendments toFederal Laws;11.2.2. Submit for consideration by a meeting of the Board of Directors ofJSC IDGC Holding a report on incurred expenses of consultancy services for 2010.Deadline: February 2011.Approved unanimously.The directive of the Government of the Russian Federation on Items 1 and2 on the agenda of the meeting attached hereto (Appendix 13).Written o pinion by Chairman of t he B oard of D irectors S. I. Shmatko onthe items on the agenda of the meeting attached hereto (Appendix 14).Written opinion by member of the Board of Directors of JSC IDGCHolding E. V. Dod on the i tems on the a genda of t he meeting a ttached her eto(Appendix 15).Written opinion by member of the Board of Directors of JSC IDGCHolding M. Yu. Kurbatov on t he i tems on t he ag enda o f t he meet ing at tachedhereto (Appendix 16).Written opinion by member of the Board of Directors of JSC IDGCHolding O. V. Surikov on the items on the agenda of the meeting attached hereto(Appendix 17).Written opinion by member of the Board of Directors of JSC IDGCHolding D. V. Fedorov on the items on the agenda of the meeting attached hereto(Appendix 18).Written opinion by member of the Board of Directors of JSC IDGCHolding P. O. Shatsky on the items on the agenda of the meeting attached hereto(Appendix 19).V. V. TatsiyPresiding OfficerS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsApril 5, 2010 No. 31MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, V. N. Titov, and D. V. Fedorov.M. Yu. Kurbatov and P. O. Shatsky did not participate in the voting.Agenda:1. Consideration of pr oposals pu t forward by shareholders of JS C IDGCHolding r egarding t he inclusion of i tems on t he a genda of the Annual GeneralMeeting of Shareholders of JSC IDGC Holding and regarding the nomination ofcandidates for JSC IDGC Holding’s management and control bodies.1. Consideration of pr oposals pu t forward by shareholders of JS C IDGCHolding r egarding t he inclusion of i tems on t he a genda of the Annual GeneralMeeting of Shareholders of JSC IDGC Holding and regarding the nomination ofcandidates for JSC IDGC Holding’s management and control bodies.IT WAS RESOLVED AS FOLLOWS:In a ccordance w ith A rticle 53 of the Federal Law “ On J oint-StockCompanies” and the proposals received by the Board of Directors of the Companyfrom shareholders (Appendixes 1–4):1.1. The following items shall be included on the agenda of the Company’sAnnual General Meeting of Shareholders to discuss performance results for 2008:1. Approval of the Annual Report of the Company;

22. Approval of annual accounting statements, including pr ofit a nd l ossstatements (profit and loss accounts), of the Company;3. Approval o f t he C ompany’s profit di stribution based on performanceresults in 2009;4. Amount, period, and f orm of di vidend pa yment ba sed on pe rformanceresults in 2009;5. Payment of r emuneration fo r s erving on the Board of Directors tomembers of the Board of Directors other than those who hold public office in theamount specified in the Company’s internal documents.6. Election of members of the Company’s Board of Directors;7. Election of members of the Company’s Internal Audit Commission;8. Approval of the Company’s Auditor.S. I. Shmatko, N . N. Shvets, G . F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S . V. Serebryannikov, O . V. Surikov,V. V. Tatsiy, V. N. Titov, and D. V. Fedorov voted “For.”Approved unanimously.1.2. The following candidates shall be included on the list of nominees forelection to the Board of Directors of JSC IDGC Holding:No. Full Name ofNomineePosition of Nominee NominatingShareholder1. Sergey RenatovichBorisov2. VyacheslavMikhailovichKravchenko3. Viktor VasilyevichKudryavy4. Georgy PetrovichKutovoy5. Sergey VladimirovichMaslov6. Sergey VladimirovichSerebryannikovNo.Full Name ofNominee7. Vladimir VitalyevichTatsiyPresident, OPORA RUSSIA All-Russian Public Organization ofSmall and Medium Business andAssociation of EntrepreneurialOrganizations of Russia(OPORA) Nonprofit PartnershipChief Executive Officer, OOORN-EnergoAdvisor to President,EUROCEMENT Group ZAOAdvisor to President on Energy,United Metallurgical CompanyChief Executive Officer, SaintPetersburg InternationalCommodity ExchangeRector, Moscow PowerEngineering Institute (TechnicalUniversity)Position of NomineeFirst Vice President,Gazprombank (Open Joint-StockCompany)Federal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyNominatingShareholderFederal Agency forManagement of FederalProperty

8. Alexander PavlovichTerekhov9. Vasily NikolayevichTitov10. Igor VladimirovichKhvalin11. Nikolay NikolayevichShvets12. Sergey IvanovichShmatko13. Kirill GennadievichSeleznev14. Pavel OlegovichShatsky15. Stanislav OlegovichAshirov16. Valery AlekseyevichGulyaev17. Oleg VyacheslavovichSurikov3Advisor to Director General andChairman of the SupervisoryBoard, ZAO PEM-InvestFirst Deputy President and FirstDeputy Chairman of theManagement Board, VTB BankDirector General, ZAO VolgaEngineering GroupDirector General, JSC IDGCHoldingMinister of Energy of theRussian FederationMember of the ManagementCommittee and Head of theDepartment of Marketing andProcessing of Gas and LiquidHydrocarbons, OAO GazpromFirst Deputy Director General,OOO Gazprom EnergoholdingDirector General, OAOMezhregionenergosbytDeputy General Director forProcurement and Logistics andMember of the ManagementBoard, OAO OGK-6Director of the CorporateDepartment, MMC NorilskNickelFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyOOO GazpromEnergoholdingOOO GazpromEnergoholdingOOO GazpromEnergoholdingOOO GazpromEnergoholdingMMC Norilsk Nickel18. Seppo Juha Remes Director General, OOO Kiuru SEB Bank JSCS. I. Shmatko, N . N. Shvets, G . F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S . V. Serebryannikov, O . V. Surikov,V. V. Tatsiy, V. N. Titov, and D. V. Fedorov voted “For.”Approved unanimously.1.3. The following candidates shall be included on the list of nominees forelection to the Internal Audit Commission of JSC IDGC Holding:No. Full Name ofNomineePosition of Nominee NominatingShareholder1. Dmitry MikhailovichGorevoy2. Andrey SergeyevichKolyadaLead Specialist and Expert,Ministry for EconomicDevelopment of the RussianFederationChief Specialist and Expert,Federal Agency for Managementof State Property of the RussianFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalProperty

3. AlexanderMikhailovichKuryanov4. Oleg AnatolyevichOreshkin5. Galina VasilyevnaUpatova6. Lyudmila NikolayevnaNaryshkina4FederationDivision Advisor, FederalAgency for Management of StateProperty of the RussianFederationDivision Head, Federal Agencyfor Management of StateProperty of the RussianFederationDeputy Division Director,Ministry of Energy of theRussian FederationHead of the Internal Control andAudits Department, OOOGazprom EnergoholdingFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyFederal Agency forManagement of FederalPropertyOOO GazpromEnergoholdingS. I. Shmatko, N . N. Shvets, G . F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S . V. Serebryannikov, O . V. Surikov,V. V. Tatsiy, V. N. Titov, and D. V. Fedorov voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsApril 20, 2010 No. 32MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N . N. Shvets, G . F. Binko, E . V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S . V. Serebryannikov, O . V. Surikov,V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky.M. Yu. Kurbatov did not participate in the voting.Agenda:1. Acquisition by JSC IDGC Holding of shares in OAO Kubanenergo.2. Approval of an agreement fo r the acquisition of additional shares inOAO Kubanenergo between JSC IDGC Holding and OAO Kubanenergo, which isa related party transaction.3. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO Kubanenergo.4. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the items on the agendas of meetings of the boards of directorsand general meetings of shareholders of subsidiaries and dependent companies ofJSC IDGC Holding.5. Report on the implementation of the JSC IDGC Holding Cost Budget for2009.6. Approval of a n a greement f or se rvices i n relation t o t he m andatorycentralized custody of securities issue certificates to be entered into by and betweenJSC IDGC H olding a nd T he N ational D epository Center (Closed J oint-StockCompany), which is a related party transaction.

27. Approval of proprietary information protection agreements between JSCIDGC Holding and subsidiaries and dependent companies of JSC IDGC Holding,which are related party transactions.8. Approval of a p roprietary i nformation disclosure a greement be tweenJSC IDGC Holding and JSC FGC UES, which is a related party transaction.9. Approval o f a pr oprietary i nformation disclosure a greement be tweenJSC IDGC Holding and Financial Settling Center (Closed Joint-Stock Company),which is a related party transaction.10. Approval of a master agreement for the general terms and conditions ofdeposit operations to be entered into by and between JSC IDGC Holding and VTBBank (Open Joint-Stock Company), which is a related party transaction.11. Organization of c ontract-based special-purpose y oung em ployeetraining for JSC IDGC Holding and subsidiaries and dependent companies of JSCIDGC H olding at t he Moscow St ate I nstitute of International R elations(University) of the Ministry of Foreign Affairs of the Russian Federation.1. Acquisition by JSC IDGC Holding of shares in OAO Kubanenergo.IT WAS RESOLVED AS FOLLOWS:The a cquisition by JSC ID GC H olding of fifteen m illion, se ven h undredeighty t housand, s ix hundred ( 15,780,600) additional o rdinary s hares i n OAOKubanenergo in the total amount of one billion, nine hundred ninety-two million,four hundred fifty-eight thousand, five hundred fifty-six (1,992,458,556) rubleswith the offering price of one additional ordinary share in OAO Kubanenergo, asdetermined by the decision of the Board of Directors of OAO Kubanenergo, equalto 126.26 rubles shall be approved.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. V. Kudryavy, S. V. Maslov,S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov,D. V. Fedorov, and P. O. Shatsky voted “For.”E. V. Dod “Abstained.”V. M. Kravchenko did not participate in the voting.Approved by a majority of votes.2. Approval of an agreement for t he a cquisition of additional shares inOAO Kubanenergo between JSC IDGC Holding and OAO Kubanenergo, which isa related party transaction.IT WAS RESOLVED AS FOLLOWS:2.1. The value of additional shares in OAO Kubanenergo that are acquiredunder an agreement to be entered into by and between OAO Kubanenergo и JSCIDGC Holding, shall be one billion, nine hundred ninety-two million, four hundredfifty-eight thousand, five hundred fifty-six (1,992,458,556) rubles.

32.2. The related party transaction, namely the agreement for the acquisitionof additional shares in OAO Kubanenergo (hereinafter, the “Agreement”) shall beapproved subject to the following terms and conditions:Parties t o t he Agreement: OAO K ubanenergo (“Issuer”) and JSC ID GCHolding (“Acquirer”).Subject mat ter of t he A greement: the Issuer agrees t o transfer t o t heownership of the Acquirer, and the Acquirer agrees to accept and pay for fifteenmillion, se ven hu ndred eighty thousand, si x hu ndred (1 5,780,600) additionalordinary shares in accordance with the terms and conditions of the Agreement.Total price of the Agreement: one billion, nine hundred ninety-two million,four hundred fifty-eight thousand, five hundred fifty-six (1,992,458,556) rubles.Other material terms and conditions of the Agreement:Payment da te for sha res: not l ater t han t he deadline f or p ayment f oradditional sha res i n O AO K ubanenergo as s et fo rth i n the D ecision on t heAdditional Securities Issue of OAO Kubanenergo.Method of payment for shares: in cash in Russian rubles.Price of one share of the Issuer: 126.26 rubles.S. I. Shmatko, V. V. Kudryavy, S. V. Maslov, S. Remes,S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov,and P. O. Shatsky voted “For.”E. V. Dod “Abstained.”V. M. Kravchenko, deemed t o be a re lated pa rty t o the t ransaction, andN. N. Shvets and G. F. Binko, failing t o b e i ndependent d irectors, did n otparticipate in the voting.Approved by a m ajority of votes of i ndependent di rectors w ho w ere n otrelated parties to the transaction.3. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO Kubanenergo.IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO Kubanenergo “Agenda of the Annual General Meeting of Shareholders ofOAO Kubanenergo,” representatives of JSC IDGC Holding shall be instructed tovote “For” the inclusion of the following item on the agenda of the Annual GeneralMeeting of Shareholders of OAO Kubanenergo:“Approval of an agreement for the acquisition of additional shares in OAOKubanenergo between O AO Kubanenergo and JSC IDGC Holding, which is arelated party transaction.”S. I. Shmatko, N. N. Shvets, G. F. Binko, V. V. Kudryavy, S. V. Maslov,S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov,D. V. Fedorov, and P. O. Shatsky voted “For.”E. V. Dod “Abstained.”

4V. M. Kravchenko did not participate in the voting.Approved by a majority of votes.4. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the items on the agendas of meetings of the boards of directorsand general meetings of shareholders of subsidiaries and dependent companies ofJSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Representatives of JSC IDGC Holding shall be instructed to vote “For” theinclusion of the following item on the agendas of general meetings of shareholdersof subsidiaries and dependent companies of JSC IDGC Holding:- Amendments a nd s upplements t o t he A rticles of A ssociation of t heCompany (Approval of a re stated ve rsion of t he A rticles of Association of t heCompany).Planned st andard amendments and supplements to the articles ofassociation of subsidiaries a nd dependent c ompanies of JSC ID GC H olding areattached hereto (Appendix 1).S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”Approved unanimously.2009.5. Report on the implementation of the JSC IDGC Holding Cost Budget forIT WAS RESOLVED AS FOLLOWS:Note shall be taken of the report on the implementation of the JSC IDGCHolding Cost Budget for 2009 (Appendix 2).S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”E. V. Dod voted “Against.”Approved by a majority of votes.6. Approval of a n a greement for services i n relation t o t he m andatorycentralized custody of securities issue certificates to be entered into by and betweenJSC IDGC H olding a nd T he N ational D epository Center (Closed J oint-StockCompany), which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:

5The agreement for services in relation to the mandatory centralized custodyof securities issue certificates (hereinafter, t he “Agreement”), w hich is a relatedparty t ransaction, s hall be a pproved subject t o t he fo llowing m aterial t erms andconditions:Parties to the Agreement:JSC IDGC Holding as the Issuer;The National Depository Center (Closed Joint-Stock Company).Subject matter of the Agreement:In a ccordance w ith t he A greement, The N ational D epository Center(Closed J oint-Stock C ompany) agrees to a ccept for c entralized c ustody t hecertificates of t he Iss uer-issued certificated bearer b onds subject t o m andatorycentralized custody (hereinafter, the “Bonds”), with each certificate to be issued forthe entire volume of the relevant issue of the Bonds.Price of the Agreement:Payment f or the services p rovided by T he N ational D epository Center(Closed Joint-Stock Company) to the Issuer under this Agreement shall be made inaccordance with the procedure, within the period, and in the amount specified in aseparate i ssuer c ustody account a greement t o b e si gned by t he P arties up on t hestate registration of the Bonds with the Federal Financial Markets Service of theRussian Federation. When entered into, the issuer custody account agreement withThe N ational D epository Center (C losed Joint-Stock C ompany) will e nsure thatnecessary act s are d one in fav or o f the Issuer in the process o f pl acing, trading,buying back, and redeeming the Bonds, including before their maturity date, and inthe process of paying income related to the Bonds.Term of the Agreement:The term of the agreement is perpetual.The A greement be comes e ffective a s of t he da te of i ts a pproval b y t heIssuer’s m anagement b ody i n accordance with t he procedure pr ovided f or inArticle 83 of Fe deral Law No. 20 8-FZ of D ecember 26, 1995, “On J oint-StockCompanies” and retroactively applies to the relationship between the Parties thatcame into existence prior to the effective date.The Agreement terminates:- 12 months after the date of execution of the Agreement unless the Partieshave entered into the issuer custody account agreement;- upon termination of the issuer custody account agreement.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. N. Titov,D. V. Fedorov, and P. O. Shatsky voted “For.”V. V. Tatsiy, deemed t o be a related party t o t he t ransaction, andN. N. Shvets and G. F. Binko, failing t o b e i ndependent d irectors, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.

67. Approval of proprietary information protection agreements between JSCIDGC Holding and subsidiaries and dependent companies of JSC IDGC Holding,which are related party transactions,IT WAS RESOLVED AS FOLLOWS:7.1. The proprietary information protection agreement between JSC IDGCHolding a nd OAO ID GC of the N orthwest, w hich i s a re lated pa rty t ransaction,shall be approved subject to the following material terms and conditions:Parties to the agreement:JSC IDGC HoldingOAO IDGC of the NorthwestSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources co ntaining p roprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe agreement, then the breaching party indemnifies the other party for its losses inaccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly t ermination or e xpiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.

7Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as supplementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov,D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets, deemed to be a related party to the transaction and failing tobe a n i ndependent di rector, S. Remes, deemed t o b e a r elated p arty t o t hetransaction, and G. F. Binko, failing t o b e an i ndependent d irector, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.2. The proprietary information protection agreement between JSC IDGCHolding and OAO IDGC of the Urals, which is a related party transaction, shall beapproved subject to the following material terms and conditions:Parties to the agreement:JSC IDGC HoldingOAO IDGC of the UralsSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.

8Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, or the execution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements si gned by t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets, deemed to be a related party to the transaction and failing tobe an independent director, and G. F. Binko, failing to be an independent director,did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.3. The proprietary information protection agreement between JSC IDGCHolding and OAO IDGC of Siberia, which is a related party transaction, shall beapproved subject to the following material terms and conditions:Parties to the agreement:JSC IDGC HoldingOAO IDGC of SiberiaSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r i mproper p erformance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.

9Neither party is released f rom i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, V. N. Titov,D. V. Fedorov, and P. O. Shatsky voted “For.”O. V. Surikov, deemed t o be a re lated pa rty to t he t ransaction, andN. N. Shvets and G. F. Binko, failing t o b e i ndependent d irectors, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.4. The proprietary information protection agreement between JSC IDGCHolding and OAO IDGC of the Center and Volga Region, which is a related partytransaction, shall be a pproved subject t o t he f ollowing m aterial t erms andconditions:Parties to the agreement:JSC IDGC HoldingOAO IDGC of the Center and Volga RegionSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources co ntaining p roprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm of the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice prior

10to the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets, deemed to be a related party to the transaction and failing tobe an independent director, and G. F. Binko, failing to be an independent director,did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.5. The proprietary information protection agreement between JSC IDGCHolding and OAO IDGC of the Volga, which is a related party transaction, shall beapproved subject to the following material terms and conditions:Parties to the agreement:JSC IDGC HoldingOAO IDGC of the VolgaSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i n

11accordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither p arty i s re leased from its obligations u nder the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets and G. F. Binko, failing to be i ndependent directors, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.6. The proprietary information protection agreement between JSC IDGCHolding and OAO IDGC of the South, which is a related party transaction, shall beapproved subject to the following material terms and conditions:Parties to the agreement:JSC IDGC HoldingOAO IDGC of the SouthSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective information r esources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:

12If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled by the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets and G. F. Binko, failing to be i ndependent directors, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.7. The proprietary information protection agreement between JSC IDGCHolding a nd OAO ID GC of t he N orth C aucasus, w hich i s a re lated p artytransaction, s hall be approved su bject to the f ollowing m aterial t erms andconditions:Parties to the agreement:JSC IDGC HoldingOAO IDGC of the North CaucasusSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection and

13use of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly t ermination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets and G. F. Binko, failing to be i ndependent directors, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.8. The proprietary information protection agreement between JSC IDGCHolding a nd OAO Len energo, w hich i s a re lated pa rty t ransaction, sha ll b eapproved subject to the following material terms and conditions:Parties to the agreement:JSC IDGC HoldingOAO LenenergoSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a gree

14upon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm of the a greement i s one (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov,D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets, deemed to be a related party to the transaction and failing tobe a n i ndependent di rector, S. Remes, deemed t o b e a r elated p arty t o t hetransaction, and G. F. Binko, failing to b e an i ndependent d irector, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.9. The proprietary information protection agreement between JSC IDGCHolding a nd OAO Ty umenenergo, which i s a re lated party t ransaction, sh all beapproved subject to the following material terms and conditions:Parties to the agreement:

15JSC IDGC HoldingOAO TyumenenergoSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch o ther with a ccess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither p arty i s re leased from i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, termination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets, deemed to be a related party to the transaction and failing tobe an independent director, and G. F. Binko, failing to be an independent director,did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.

167.10. The proprietary information protection agreement between JSC IDGCHolding and OAO Moscow United Power Grid Company, which is a related partytransaction, shall be a pproved subject t o t he f ollowing m aterial t erms andconditions:Parties to the agreement:JSC IDGC HoldingOAO Moscow United Power Grid CompanySubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper p erformance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”

17N. N. Shvets, deemed to be a related party to the transaction and failing tobe an independent director, and G. F. Binko, failing to be an independent director,did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.11. The proprietary information protection agreement between JSC IDGCHolding a nd OAO Y antarenergo, which is a related party transaction, shall beapproved subject to the following material terms and conditions:Parties to the agreement:JSC IDGC HoldingOAO YantarenergoSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm of the a greement is on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.

18Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets, deemed to be a related party to the transaction and failing tobe an independent director, and G. F. Binko, failing to be an independent director,did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.12. The proprietary information protection agreement between JSC IDGCHolding a nd OAO K ubanenergo, w hich is a related pa rty transaction, shall beapproved subject to the following material terms and conditions:Parties to the agreement:JSC IDGC HoldingOAO KubanenergoSubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with acc ess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither party is released f rom i ts o bligations under the a greement b y t heearly termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:

19Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. V. Kudryavy, S. V. Maslov, S. Remes,S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov,and P. O. Shatsky voted “For.”V. M. Kravchenko, deemed t o be a re lated pa rty t o the t ransaction, andN. N. Shvets and G. F. Binko, failing t o b e i ndependent d irectors, did n otparticipate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.7.13. The proprietary information protection agreement between JSC IDGCHolding a nd OAO T omsk D istribution C ompany, w hich i s a r elated par tytransaction, shall be a pproved subject t o t he f ollowing m aterial t erms andconditions:Parties to the agreement:JSC IDGC HoldingOAO Tomsk Distribution CompanySubject matter of the agreement:The p arties t o t he ag reement pro vide ea ch ot her with a ccess t o t heirrespective i nformation resources c ontaining pr oprietary i nformation a nd a greeupon the terms and conditions governing the disclosure of proprietary information.Either pa rty a grees t o be o bligated not t o d isclose t he ot her party’sproprietary information, undertakes to apply special measures to the protection anduse of such information, and agrees to be held liable for noncompliance with suchobligations i n accordance w ith t he laws of t he R ussian Federation and theagreement.Liability of the parties:If either party causes any damage to the other party, which is the owner ofproprietary i nformation, du e t o t he nonperformance o r improper performance ofthe a greement, t he bre aching pa rty i ndemnifies the ot her pa rty f or i ts l osses i naccordance with the laws of the Russian Federation.Term of the agreement:The t erm o f the ag reement i s on e (1) y ear, effect ive f rom t he d ate o f itsexecution. Unless terminated by either party upon at least one month’s notice priorto the expiration date, the agreement is deemed to be renewed upon the same termsand conditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.Neither par ty i s r eleased from its o bligations under the a greement b y t he

20early termination or expiration of the agreement in re lation t o a ny proprietaryinformation received by such party before the early termination or expiration of theagreement. Such obligations survive t he agreement for a period of two (2) yearsafter its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties and a re e ffective i f e xecuted as sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. V. Kudryavy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatskyvoted “For.”V. M. Kravchenko and O. V. Surikov, deemed t o b e rel ated p arties t o t hetransaction, and N. N. Shvets and G. F. Binko, failing to be independent directors,did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.8. Approval of a proprietary information disclosure agreement between JSCIDGC Holding and JSC FGC UES, which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:The pr oprietary i nformation disclosure a greement b etween J SC ID GCHolding and JSC FGC UES, which is a related party transaction, shall be approvedsubject to the following material terms and conditions:Parties to the agreement:JSC IDGC Holding as the Disclosing Party;JSC FGC UES as the Receiving Party.Subject matter of the agreement:The Disclosing Party provides access to its information resourcescontaining p roprietary i nformation, a nd the parties a gree up on t he t erms a ndconditions go verning t he di sclosure of the D isclosing Party’s p roprietaryinformation.The Receiving Party agrees to be obligated not to disclose the DisclosingParty’s pr oprietary i nformation, undertakes t o a pply special m easures t o t heprotection a nd use o f suc h i nformation, a nd a grees t o be held liable f ornoncompliance with such obligations in accordance with the laws of the RussianFederation and the agreement.Liability of the parties:If the Receiving Party causes any damage to the Disclosing Party due tothe nonperformance o r i mproper p erformance o f t he ag reement, the Receiving

21Party indemnifies the Disclosing Party for its losses in accordance with the laws ofthe Russian Federation.Term of the agreement:The t erm of t he agreement is one (1 ) ye ar, e ffective fro m i ts e xecution.Unless t erminated by e ither party up on a t l east one m onth’s not ice pr ior t o t heexpiration date, the agreement is deemed to be renewed upon the same terms andconditions and for the same period.The agreement may be terminated earlier by either party at any time uponseven days’ prior notice in writing to the other party.The Receiving Pa rty is no t re leased fr om its obligations un der t heagreement by the early termination or expiration of the agreement in relation to anyproprietary information r eceived by the Receiving P arty before the earlytermination or expiration of the agreement. Such obligations survive the agreementfor a period of two (2) years after its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, o r t he ex ecution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties a nd a re e ffective i f e xecuted a s sup plementary a greements s igned b y t heparties.V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”S. I. Shmatko, E. V. Dod, S. V. Maslov, and V. V. Tatsiy, deemed to berelated parties t o t he t ransaction, and N. N. Shvets and G. F. Binko, failing to beindependent directors, did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.9. Approval of a proprietary information disclosure agreement between JSCIDGC H olding a nd Fi nancial Se ttling Center (Closed Joi nt-Stock Co mpany),which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:The p roprietary i nformation d isclosure ag reement b etween J SC I DGCHolding and Financial Settling Center (Closed Joint-Stock Company), which is arelated party transaction, shall be approved subject to the following material termsand conditions:Parties to the agreement:JSC IDGC Holding as the Disclosing Party;Financial Settling Center (Closed Joint-Stock Company) as the ReceivingParty.Subject matter of the agreement:

22The D isclosing Party pr ovides a ccess to i ts i nformation re sourcescontaining pr oprietary i nformation, a nd the parties a gree up on t he t erms a ndconditions go verning t he di sclosure of the D isclosing Party’s p roprietaryinformation.The Receiving Party agrees to be obligated not to disclose the DisclosingParty’s proprietary information, undertakes t o a pply special m easures t o t heprotection a nd use o f suc h i nformation, a nd a grees t o be held liable f ornoncompliance with such obligations in accordance with the laws of the RussianFederation and the agreement.Liability of the parties:If the Receiving Party causes any damage to the Disclosing Party due to thenonperformance o r improper performance o f t he agreement, t he Rec eiving P artyindemnifies the Disclosing Party for its losses in accordance with the laws of t heRussian Federation.Term of the agreement:The t erm of t he a greement i s o ne ( 1) year, e ffective from i ts e xecution.Unless t erminated by e ither party up on a t l east one m onth’s not ice pr ior t o theexpiration date, the agreement is deemed to be renewed upon the same terms andconditions and for the same period.The agreement may be terminated earlier by ei ther party at any time uponseven days’ prior notice in writing to the other party.The R eceiving Pa rty is no t re leased fr om its obligations un der theagreement by the early termination or expiration of the agreement in relation to anyproprietary information r eceived by the Receiving P arty before the earlytermination or expiration of the agreement. Such obligations survive the agreementfor a period of two (2) years after its expiration or early termination.Dispute resolution:Any dispute, controversy, or claim which may arise out of or in connectionwith the agreement, or the execution, amendment, p erformance, breach,repudiation, t ermination, o r va lidity thereof, s hall be s ettled b y the M oscowArbitration Court.Any amendments and supplements to the agreement are agreed upon by theparties a nd a re e ffective i f e xecuted a s sup plementary a greements s igned b y t heparties.S. I. Shmatko, E. V. Dod, V. V. Kudryavy, S. Remes,S. V. Serebryannikov, O. V. Surikov, V. N. Titov, D. V. Fedorov, andP. O. Shatsky voted “For.”V. M. Kravchenko, S. V. Maslov, and V. V. Tatsiy, deemed t o b e rel atedparties to t he t ransaction, and N. N. Shvets and G. F. Binko, failing to beindependent directors, did not participate in the voting.

23Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.10. Approval of a master agreement for the general terms and conditions ofdeposit operations to be entered into by and between JSC IDGC Holding and VTBBank (Open Joint-Stock Company), which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:10.1. The master agreement for the general terms and conditions of depositoperations between JSC ID GC H olding and VTB Ban k (Open Joi nt-StockCompany), which is a related party transaction, shall be approved (Appendix 3).10.2. The transaction value m ust not c onstitute 2 or m ore percent of thebook value of the Company’s assets according to its accounting statements as ofthe date of this decision.S. I. Shmatko, V. M. Kravchenko, V. V. Kudryavy, S. V. Maslov,S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, D. V. Fedorov, andP. O. Shatsky voted “For.”E. V. Dod voted “Against.”V. N. Titov, deemed t o b e a r elated par ty t o t he t ransaction, andN. N. Shvets and G. F. Binko, failing t o b e i ndependent d irectors, did n otparticipate in the voting.Approved by a majority of v otes of independent d irectors w ho w ere notrelated parties to the transaction.11. Organization of contract-based special-purpose y oung emp loyeetraining for JSC IDGC Holding and subsidiaries and dependent companies of JSCIDGC H olding at t he Moscow St ate I nstitute of I nternational Relations(University) of the Ministry of Foreign Affairs of the Russian Federation.IT WAS RESOLVED AS FOLLOWS:Contract-based speci al-purpose young e mployee t raining fo r JS C ID GCHolding and subsidiaries and dependent companies of JSC IDGC Holding shall beorganized in c ollaboration w ith t he M oscow St ate Inst itute of InternationalRelations (University) of the Ministry of Foreign Affairs of the Russian Federation,starting from 2010 (Appendix 4).S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”Approved unanimously.Ballots attached.

24S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsMeeting date: May 05, 2010 No. 33Minutes issued on: May 11, 2010MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko, V. V. Kudryaviy, S.V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N.Titov, D. V. Fedorov, P. O. Shatsky.The following members of the Board of Directors did not participate in thevoting: E. V. Dod, M. Yu. KurbatovAgenda:1. Convening of the annual General Meeting of Shareholders of JSC IDGCHolding.2. Payment of remuneration for members of the Board of Directors who arenot public officers for their work, the amount of the remuneration to be as definedin the bylaws of the Company.3. Approval of the new version of the draft Regulations for Remunerationand Compensation for Members of the Board of Directors of JSC IDGC Holding.4. Determining of t he pos ition of J SC ID GC Holding ( representatives ofJSC IDGC Holding) regarding the following issue on the agenda of the meeting ofthe Board of Directors of JSC IDGC of North-West: “The Company’s entering intoa t ransaction re lated t o di sposal of a ssets used f or g eneration, t ransmission,dispatch and distribution of electric and thermal energy”.1. Convening of the annual General Meeting of Shareholders of JSC IDGCHolding.IT WAS RESOLVED AS FOLLOWS:1.1. The an nual G eneral M eeting o f Sh areholders of J SC I DGC H olding(hereinafter, t he “ Company”) sh all b e c onvened i n t he fo rm of a m eeting (jointpresence) on June 23, 2010.

21.2. The t ime of t he a nnual General Meeting of Sha reholders of t heCompany shall be 11:00 a.m. (Moscow time).1.3. The annual General Meeting of Shareholders of the Company shall beheld a t: R ussian Federation, M oscow, Pro spect M ira, d. 1 19, s troenie 5 5, A ll-Russia Exhibition Center (VVTs), exhibition building 551.4. The t ime for beginning of the registration of persons participating inthe a nnual G eneral M eeting of S hareholders of t he C ompany s hall be 9 :00 a .m.(Moscow time).1.5. It s hall b e spe cified t hat pe rsons participating i n t he a nnual GeneralMeeting of Shareholders of the Company will be registered at the place of holdingthe annual General Meeting of Shareholders of the Company.1.6. The following agenda of t he annual General Meeting of Shareholdersshall be approved:1) Approval of the annual report of the Company;2) Approval of annual accounting statements, including profit and lossstatements (profit and loss accounts) of the Company;3) Approval of the distribution of the Company’s profit by the performancein 2009;4) Amount, dates and form of payment of dividends by the performance in2009;5) Election of members of the Board of Directors of the Company;6) Election of members of the Internal Audit Commission of the Company.7) Approval of the Auditor of the Company;8) Payment of remuneration for members of the Board of Directors who arenot public officers for their work, the amount of the remuneration to be as definedin the bylaws of the Company.9) Approval of the new version of the Regulations for Remuneration andCompensation for Members of the Board of Directors of the Company.1.7. The following date of t he list of persons entitled to participate in theannual General Meeting of Shareholders of the Company shall be specified – May11, 2010.1.8. The f ormat and w ording o f t he an nouncement of the m eeting o f theCompany’s Board of Directors (Appendix 1).1.9. Director General of the Company to act to get the announcement of themeeting of the Company’s Board of Directors published in the Izvestia paper andposted to the Company’s official Website at www.holding-mrsk.ru not later than21 May 2010.1.10. It s hall be s pecified t hat i nformation (materials) t o be i ssued t oshareholders while preparation for the annual General Meeting of Shareholders ofthe Company shall be the following:- annual report of the Company for 2009;- annual accounting statements, particularly, the auditor’s opinion, opinionof the Internal Audit Commission of the Company based on the results of the auditof t he ann ual acco unting s tatements, regarding authenticity o f t he i nformationcontained in the Company’s annual report;

3- assessment of the Company’s auditor’s opinion by the Audit Committeeof the Board of Directors;- recommendations of the Company’s Board of D irectors regardingdistribution of the Company’s profit, particularly, by the size of the share dividend,by t he p riority of e ntitlement t o t he di vidend and by t he s ize o f l oss af ter thefinancial year;- Company’s Board of Directors member candidates information;- Company’s Internal Audit Commission member candidates information;- Company’s auditor candidate information;- information regarding whether or not written consents for being electedas members of the Company’s Board of Directors or Internal Audit Commissionare available;- draft re solution of t he a nnual G eneral M eeting of S hareholders o f theCompany with respect to all issues constituting the agenda;- currently effect ive v ersion of t he R egulations fo r Remu neration andCompensation for Members of the Board of Directors of JSC IDGC Holding;- draft new version of the Regulations for Remuneration and Compensationfor Members of the Board of Directors of JSC IDGC Holding.1.11. It shall be specified that the information (materials) stated in clause1.10 sha ll be a vailable t o pe rsons e ntitled to pa rticipate i n t he a nnual GeneralMeeting of Shareholders of t he Co mpany during t he p eriod from June 03, 2010through June 23, 2010 (10:00 a.m. – 5:00 p.m., Moscow time, excepting the daysoff and public holidays) at:- 107996 Moscow, Ulansky P ereulok, d. 26, stroenie 1, JSC ID GCHolding,- 109544 Moscow, ul. N ovorogozhskaya, d. 32, stroenie 1, ZAOSTATUS Registration Company,- the Company’s official Website at www.holding-mrsk.ru.It shall be specified that persons entitled to participate in the annual GeneralMeeting of Shareholders o f the Company m ay have the i nformation (materials)stated in clause 1.10 at the date of the annual General Meeting of Shareholders atthe meeting venue at: Russian Federation, Moscow, Prospect Mira, d. 119, stroenie55, All-Russia Exhibition Center (VVTs), exhibition building 55.1.12. It shall be specified that the shareholders holding preference shares inthe Company have t he right to vote on all issues on t he agenda of t he annualGeneral Meeting of Shareholders of the Company.1.13. It shall be specified t hat ba llots fo r vo ting on the issues on t heagenda of the annual General Meeting of Shareholders of the Company will besent by registered mail or delivered against receipt to each person stated in the listof the persons entitled to participate in the annual General Meeting ofShareholders of the Company not later than June 02, 2009.1.14. The completed voting ballots shall be sent to:- 109544 Moscow, ul. Novorogozhskaya, d. 32, stroenie 1, ZAO STATUSRegistration Company;- 107996 Moscow, GSP-6, Ulansky Pereulok, d. 26, stroenie 1, JSC IDGC

4Holding.1.15. It shall be specified that when defining a quorum and counting votes,votes given by ballot and received not later than June 21, 2009 will be taken intoconsideration.1.16. The fo llowing da te of the meeting o f t he B oard of D irectors of theCompany for consideration of the issues related to holding of the annual GeneralMeeting of Shareholders of the Company shall be specified – May 21, 2010.S. I. Shmatko, N . N . S hvets, G . F. Binko, V . M. K ravchenko, V . V .Kudryaviy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V.Tatsiy, V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For”.Approved unanimously.2. Payment of remuneration for members of the Board of Directors who arenot public officers for their work, the amount of the remuneration to be as definedin the bylaws of the Company.IT WAS RESOLVED AS FOLLOWS:It shall be suggested at the annual General Meeting of Shareholders of theCompany t hat t he m embers of t he C ompany’s Board o f D irectors w ho a re notpublic officers be paid remuneration for their work as members of the Company’sBoard of D irectors, t he am ount o f w hich i s de fined i n t he R egulations forRemuneration and Comp ensation fo r M embers of t he Board of Directors of JS CIDGC Holding approved under t he r esolution of the annual G eneral M eeting ofShareholders of J SC IDGC Holding, dated June 29, 2009 (minutes dated July 14,2009).S. I. Shmatko, N . N . S hvets, G . F. Binko, V . M. K ravchenko, V . V .Kudryaviy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V.Tatsiy, V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For”.Approved unanimously.3. New v ersion of t he dra ft R egulations fo r R emuneration andCompensation for Members of the Board of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:3.1. The ne w ve rsion of the draft R egulations fo r Remuneration a ndCompensation for Members of t he B oard of D irectors of J SC ID GC H olding(Appendix 2) shall be approved.N. N. Shvets, G. F. Binko, V. M. Kravchenko, V. V. Kudryaviy, S. Remes,S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy, V. N. Titov, voted “For”.S. I. Shmatko S. V. Maslov, D. V. Fedorov, P. O. Shatsky “Abstained”.Approved by a majority of votes.

54. Determining of t he pos ition of J SC ID GC Holding ( representatives ofJSC IDGC Holding) regarding the following issue on the agenda of the meeting ofthe Board of Directors of JSC IDGC of the North-West: “The Company’s enteringinto a t ransaction r elated t o disposal o f a ssets u sed f or generation, transmission,dispatch and distribution of electric and thermal energy”.IT WAS RESOLVED AS FOLLOWS:Representatives of JSC IDGC Holding shall be instructed to vote “FOR”the C ompany’s entering i nto a transaction related t o di sposal of a ssets use d f orgeneration, transmission, dispatch and distribution of electric and thermal energyon the following issue on the agenda of the meeting of the Board of Directors ofJSC IDGC of North-West: “The Company’s entering into a transaction related todisposal of assets used f or generation, t ransmission, dispatch and di stribution ofelectric and thermal energy”, subject to the following conditions:- assets to be disposed of: real and movable property (503 items) being partof diesel power plants in the Komi Republic (as stated in Appendix 3 being part ofthese minutes);- the b ook (dep reciation) value of t he a ssets to be di sposed of , as ofJanuary 01, 2010 was eighty-two m illion five h undred fi fty-six thousand f ourhundred ninety-eight (82,556,498.64) roubles 64 kopecks;- the assets to be disposed of through a single-lot sale in a public auction;- the offer price (initial auction price) shall be the market value as assessedby an independent appraiser;- the market value of t he a ssets t o be d isposed o f, a s a ssessed by theindependent ap praiser ( ZAO R OSEKO) is one hu ndred t hirty-seven million fourhundred t hirty thousand (137,430,000) roubles (VAT-exclusive) (Market ValueAppraisal Report No. 01I02А01-1704-09, d ated N ovember 18, 2009, b y ZAOROSEKO regarding the diesel power plants);- the payment terms shall be the following: payment in cash, which can bemade in installments over the period of not more than 5 (five) years.S. I. Shmatko, N . N . S hvets, G . F. Binko, V . M. K ravchenko, V . V .Kudryaviy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V.Tatsiy, V. N. Titov, D. V. Fedorov, P. O. Shatsky voted “For”.Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsMeeting date: May 19, 2010 No. 34Minutes issued on: May __, 2010MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N . N . S hvets, G . F. B inko, E. V . D od, V . M . K ravchenko, V. V .Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov, O.V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, P. O. Shatsky.Agenda:1. Consideration of issues relating to preparation and holding of the annualGeneral Meeting of Shareholders of JSC IDGC Holding.2. JSC IDGC Holding Annual Report for 2009.3. JSC IDGC Holding annual accounting statements for 2009, particularlyprofit and loss statement (profit and loss account).4. Recommendations o n di stribution o f the profit of JSC ID GC Holdingafter 2009.5. Recommendations on the amount of JSC IDGC Holding share dividendsand procedure for payment of the dividends after 2009.6. Proposed candidates for au ditor of JSC ID GC H olding for t he annualGeneral Meeting of Shareholders of JSC IDGC Holding.7. Report of t he Management Board of J SC I DGC H olding for t he 1 stquarter in 2010 and action plan for the 2 nd quarter in 2010.8. Approval of t ransaction ( interrelated t ransactions) between JSC ID GCHolding and t he National Depository Center (Closed J oint Stock C ompany)relating to placement of JSC IDGC Holding bonds and constituting a related-partytransaction.

21. Consideration of issues relating to preparation and holding of the annualGeneral Meeting of Shareholders of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:1.1. The format a nd w ording of ballots for v oting on t he i ssues on t heagenda of t he annual G eneral M eeting of S hareholders o f JSC I DGC H olding(Appendices 1 - 3) shall be approved.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky voted“For”.Approved unanimously.1.2. The c omposition o f t he Pre sidium of the an nual General Meeting ofShareholders of JSC IDGC Holding (the Presidium shall consist of the members ofthe Board of Directors of JSC IDGC Holding) shall be approved.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.1.3. It shall b e sp ecified t hat S. I. Shmatko, Chairman o f t he Bo ard ofDirectors o f JSC I DGC H olding, s hall be the Presiding O fficer o f t he G eneralMeeting of S hareholders of JSC I DGC Holding, or, i n cas e o f ab sence o f theformer, a member of t he Board of D irectors of JSC IDGC Holding shall presideover the meeting.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.1.4. The composition of the Secretariat of the annual General Meeting ofShareholders of JSC IDGC Holding (Appendix 4) shall be approved.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.

31.5. The estimate of costs relating to preparation and holding of the annualGeneral M eeting of S hareholders o f JSC I DGC H olding (Appendix 5) shall b eapproved.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.2. JSC IDGC Holding Annual Report for 2009.IT WAS RESOLVED AS FOLLOWS:2.1. JSC ID GC H olding Annual R eport f or 2 009 (Appendix 6) s hall bepreliminarily approved.2.2. JSC ID GC H olding Annual R eport f or 2 009 s hall be s ubmitted forapproval in the annual General Meeting of Shareholders of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.3. JSC IDGC Holding annual accounting statements for 2009, particularlyprofit and loss statement (profit and loss account).IT WAS RESOLVED AS FOLLOWS:It shall be recommended that the annual General Meeting of Shareholdersof JSC IDGC Holding approve the annual accounting statements of the Companyfor 2 009, particularly, t he p rofit and loss statement (profit a nd l oss a ccount)(Appendices 7, 8).S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.4. Recommendations o n distribution of t he profit of JSC I DGC H oldingafter 2009.IT WAS RESOLVED AS FOLLOWS:

4It shall be recommended that the annual General Meeting of Shareholdersof JSC IDGC Holding approve the distribution of the profit after 2009 (Appendix9).S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.5. Recommendations on the amount of JSC IDGC Holding share dividendsand procedure for payment of the dividends after 2009.IT WAS RESOLVED AS FOLLOWS:It shall be recommended that the annual General Meeting of Shareholdersof JSC IDGC Holding do not pay dividends on the ordinary and preference sharesof the Company after 2009.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.6. Proposed candidates fo r auditor of JSC ID GC H olding for the an nualGeneral Meeting of Shareholders of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:6.1. It shall be re commended that t he a nnual G eneral M eeting ofShareholders of JSC IDGC Holding approve OOO FinExpertiza (129110 Moscow,Prospekt Mira, d. 69, stroenie 1) as auditor for JSC IDGC Holding.6.2. The fee to be paid to the auditor for auditing of RAS financial(accounting) statements of JSC IDGC Holding for 2010 shall be One million threehundred forty-four thousand (1,344,000) roubles, including VAT.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.7. Report of t he Management Board of J SC I DGC H olding for t he 1 stquarter in 2010 and action plan for the 2 nd quarter in 2010.IT WAS RESOLVED AS FOLLOWS:

57.1. The Report of the Management Board of JSC IDGC Holding for the 1 stquarter in 2010 (Appendix 10) shall be considered as an informative update.7.2. The a ction pl an of the M anagement B oard of the C omapny the 2 ndquarter in 2010 (Appendix 11) shall be approved.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko, V.V. Kudryaviy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V . Su rikov, V . V . T atsiy, V . N . T itov, D . V . F edorov, P. O. Shatsky vo ted“For”.Approved unanimously.8. Approval o f transaction ( interrelated transactions) b etween JSC ID GCHolding a nd t he National Depository Center (Closed J oint Stock C ompany)relating to placement of JSC IDGC Holding bonds and constituting a related-partytransaction.IT WAS RESOLVED AS FOLLOWS:8.1. The fe e t o be pa id fo r the s ervices t o be pr ovided by the NationalDepository Center (Closed J oint Stock C ompany) with r espect to the t ransaction(interrelated transactions) s hall be n ot more than T wo million fi ve hu ndredthousand ( 2,500,000) rou bles, t he V AT t o be payable by JSC ID GC H olding inexcess of the payment for the services provided by the National Depository Center(Closed Joint Stock Company).8.2. The transaction (interrelated transactions) between JSC IDGC Holdingand t he National Depository Center (Closed Joi nt St ock C ompany) relating t oplacement of JSC IDGC Holding bonds and constituting a related-party transactionshall be approved subject to the following material conditions:Parties to the transaction (interrelated transactions):JSC IDGC Holding (“the Issuer”);The National Depository Center (Closed J oint Stock C ompany) (“theNDC”).Subject matter of the transaction (interrelated transactions):The National Depository Center (Closed J oint Stock C ompany) shallprovide t o JSC ID GC H olding se rvices re garding sa fekeeping o f t he C ertificatesfor and accounting for the proprietary rights with respect to the securities issued byJSC IDGC Holding, placed under the resolution by t he Board of D irectors of JSCIDGC Holding as of 26 March 2010 (Minutes No. 30, dated 29 March 2010):- certified inconvertible i nterest-bearing bearer bonds mand atorily su bjectto centralized safekeeping (series 01, quantity: Five million (5,000,000), par valueper bond: O ne t housand ( 1,000) r oubles, total pa r v alue: Fi ve Bi llion(5,000,000,000) roubles, days to maturity: One thousand twenty (1820) days fromthe date of commencement of placement of the Bonds of the issue in question withthe state re gistration a nd i dentifying n umbers t o be assigned to them up onregistration o f t he i ssue do cuments submitted for r egistration w ith t he Fe deralFinancial Markets Service on April 12, 2010;

6- certified inconvertible i nterest-bearing bearer bonds mand atorily su bjectto c entralized safekeeping (series: 0 2, q uantity: Se ven million (7,000,000), pa rvalue p er b ond: O ne t housand (1,000) roubles, t otal pa r va lue: Seven B illion(7,000,000,000) roubles, days to maturity: One thousand twenty (1820) days fromthe date of commencement of placement of the Bonds of the issue in question withthe state re gistration a nd i dentifying numb ers t o b e assigned to them u ponregistration o f t he i ssue do cuments submitted for r egistration w ith t he Fe deralFinancial Markets Service on April 12, 2010;by opening and maintaining of an issuer custody account used for recordingof p roprietary ri ghts with re spect t o sa id se curities w hen placed, c irculated,redeemed and/or matured.Transaction price (price of interrelated transactions):The amount o f t he fe e to be pa id fo r the s ervices t o be provided by theNational Depository Center (Closed Joint St ock C ompany) sha ll be c alculatedsubject to service fees charged the National Depository Center (Closed Joint StockCompany) e ffective a s of the date of entering i nto t he t ransaction (re latedtransactions).The fee t o be pa id for t he se rvices t o be provided by t he NationalDepository Center (Closed J oint Stock C ompany) with r espect to the t ransaction(interrelated transactions) s hall be n ot more than T wo million fi ve hu ndredthousand (2 ,500,000) rou bles, t he V AT t o be payable by JSC ID GC H olding i nexcess of the payment for the services provided by the National Depository Center(Closed Joint Stock Company).S. I. Shmatko, E. V . Dod, V . M . K ravchenko, V . V. Kudryaviy, M . Y u.Kurbatov, S. V . M aslov, S . R emes, S. V . S erebryannikov, O . V . S urikov, V . N .Titov, D. V. Fedorov, P. O. Shatsky voted “For”.The following members of the Board do not participate in the voting: V. V.Tatsiy w ho w as fo und i nterested in t he t ransaction a nd N . N . Sh vets and G. F .Binko who are not independent directors.Approved by a m ajority o f votes submitted by i ndependent d irectors n otinterested in the transaction.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsDate of the Meeting: May 21, 2010 No. 35Date of the Minutes of the Meeting: May 24, 2010MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N . N. Shvets, G . F. Binko, E . V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, and D. V. Fedorov.P. O. Shatsky did not participate in the voting.Agenda:1. Purchase of promissory notes issued by subsidiaries and dependentcompanies of JSC IDGC Holding.2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof O AO Lenenergo (privileged a nd p roprietary i nformation of J SC I DGCHolding).3. Draft of a restated v ersion o f t he Regulations for R emuneration a ndCompensation for Members of the Board of Directors of JSC IDGC Holding.1. Purchase of p romissory n otes i ssued b y subsidiaries a nd d ependentcompanies of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:1.1. Chairman of t he Management Board a nd D irector G eneral of JSCIDGC Holding N. N. Shvets shall be permitted to:

21.1.1. Enter, on be half of J SC ID GC H olding, into a greements f or t hepurchase of promissory notes issued by subsidiaries and dependent companies ofJSC IDGC Holding, provided that:- the total pa r va lue o f t he pu rchased p romissory no tes i ssued by onepromisor under one transaction (associated transactions) shall not be in excess ofnine billion, one hundred million (9,100,000,000) rubles;- the pe riod of pa yment f or e ach p urchased p romissory n ote s hall no texceed thirty-seven (37) months from the date of issue thereof;- the total price of the purchased promissory notes issued by one promisorunder one t ransaction (associated t ransactions) s hall n ot be in e xcess of se venbillion (7,000,000,000) rubles.1.1.2. Determine, at his own discretion, the payment procedure applicableto counterparties for the purposes of purchasing, on behalf of JSC IDGC Holding,promissory notes i ssued b y s ubsidiaries a nd de pendent c ompanies of JS C ID GCHolding.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,and V. N. Titov voted “For.”M. Yu. Kurbatov and S. Remes voted “Against.”D. V. Fedorov “Abstained.”Approved by a majority of two-thirds of the votes.2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO Lenenergo.The decision on this issue contains information treated as the privileged andproprietary information.3. Draft of a r estated version of t he Regu lations for Remun eration a ndCompensation for Members of the Board of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:3.1. The draft of a restated version of the Regulations for Remuneration andCompensation for Members of the Board of Directors of JSC IDGC Holding shallbe approved (Appendix 1).3.2. It shall be proposed that the Annual General Meeting of Shareholdersof JSC I DGC H olding approve t he r estated v ersion of the Regulations forRemuneration and Comp ensation fo r M embers of t he Board of Directors of JS CIDGC Holding.3.3. The decision adopted by the Board of Directors of JSC IDGC Holdingon May 5, 2010, (Minutes No. 33) concerning: “Draft of a restated version of theRegulations for Remuneration and Compensation fo r Members of the Bo ard o fDirectors of JSC IDGC Holding” shall be deemed to be null and void.

3S. I. Shmatko, N . N. Shvets, G . F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, and D. V. Fedorov voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of DirectorsThe de cision o n t his i ssue c ontains i nformation t reated a s t he pr ivilegedand proprietary information of JSC IDGC Holding until disclosed pursuant to thelaws of the Russian Federation.

M I N U T E Sof the Meeting of the Board of DirectorsJune 21, 2010 No. 36MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky.Agenda:1. Approval of the Financing Participation Agreement for Services Relatedto H olding t he A ll-Russian Professional C ompetition A mong H igh-VoltageTransmission Li ne M aintenance Crew s of J SC ID GC H olding D istributionNetworks between JSC IDGC Holding and OAO IDGC of the Volga, which is arelated party transaction.2. Amendment to t he decision a dopted by t he B oard o f D irectors of JSCIDGC Holding on the issue “Purchase of pr omissory notes issued by s ubsidiariesand dependent c ompanies of J SC ID GC H olding” (M inutes N o. 35 of M ay 2 1,2010).3. Approval of t he A greement for t he Ret irement of O AO I ngushenergo’sPromissory Note Through the Issue of OAO Ingushenergo’s New Promissory Noteto be e ntered into b y a nd be tween JSC ID GC H olding a nd O AO I ngushenergo,which is a related party transaction.4. Defining of the position of representatives of JSC IDGC Holding on theitem on the agenda of the meeting of the Board of Directors of OAO Ingushenergoconcerning t he agen da o f t he G eneral M eeting o f S hareholders of OAOIngushenergo.

25. Approval of t he A greement for t he Ret irement of O AO K almenergo’sPromissory Note Through the Issue of OAO IDGC of the South’s New PromissoryNote to be entered into by and between JSC IDGC Holding and OAO IDGC of theSouth, which is a related party transaction.6. Approval of t he A greement for t he Ret irement of O AO K arachayevo-Cherkesskenergo’s P romissory N otes Through t he I ssue of Karachayevo-Cherkesskenergo’s New Promissory Note to be entered into by and between JSCIDGC Holding and OAO Karachayevo-Cherkesskenergo, which is a related partytransaction.7. Defining of t he po sition of J SC ID GC H olding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC o f the Center and Volga Region: “Tentative approval of OAOIDGC of the Center and Volga Region’s entering into a transaction associated withtransferring title to the property that is fixed assets intended for use other than thegeneration, transmission, dispatching, and distribution of electricity and heat.”8. Defining of t he po sition of J SC ID GC H olding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO TDC.9. Defining of t he po sition of J SC ID GC H olding ( representatives of J SCIDGC H olding) on t he i tems on t he a genda of t he m eeting of t he B oard ofDirectors of OAO IDGC of Siberia.1. Approval of the Financing Participation Agreement for Services Relatedto H olding t he A ll-Russian Pr ofessional Competition Among H igh-VoltageTransmission Li ne M aintenance Crew s of J SC ID GC H olding D istributionNetworks between JSC IDGC Holding and OAO IDGC of the Volga, which is arelated party transaction.IT WAS RESOLVED AS FOLLOWS:1.1. The financing under the Financing Participation Agreement for ServicesRelated t o H olding t he A ll-Russian P rofessional Comp etition Among Hig h-Voltage Transmission Line Maintenance Crews of JSC IDGC Holding DistributionNetworks between JSC IDGC Holding and OAO IDGC of the Volga, which is arelated party transaction, shall be one million (1,000,000) rubles, inclusive of 18%VAT of one hundred fifty-two thousand, five hundred forty-two (152,542) rublesand 37 kopecks.1.2. The Financing Participation Agreement for Services Related to Holdingthe All-Russian Professional Competition Among High-Voltage Transmission LineMaintenance Crews of JSC IDGC Holding Distribution Networks, which is arelated party transaction, shall be approved subject to the following material termsand conditions:Parties to the Agreement:JSC IDGC Holding as Participant 1;OAO IDGC of the Volga as Participant 2.

3Subject matter of the Agreement:Participant 2 undertakes t o organize and hold the A ll-Russian P rofessionalCompetition Among High-Voltage Transmission Line Maintenance Crews of JSCIDGC Holding Distribution Networks (hereinafter, the “Event”) on the premises ofthe training ground of Penzaenergo, a branch of OAO IDGC of the Volga, in Penzafrom September 6 to 10, 2010, in accordance with the Regulations for Holding theAll-Russian Professional Competition Among High-Voltage Transmission LineMaintenance C rews of J SC I DGC H olding D istribution N etworks i n 2010, andParticipant 1 provides financing for the Event upon the terms and conditions of theAgreement.Price of the Agreement:The fi nancing of t he E vent is one m illion (1,000,000) rubles, i nclusive o f18% V AT o f o ne h undred fifty-two t housand, fi ve hu ndred f orty-two (1 52,542)rubles and 37 kopecks.Term of the Agreement:The Agreement becomes effective as of the date of its execution and remainsin force and effect until December 31, 2010.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”N. N. Shvets a nd G . F. Binko, failing t o b e i ndependent directors, did notparticipate in the voting.Approved una nimously by independent directors who w ere no t re latedparties to the transaction.2. Amendment to the d ecision adopted by the B oard o f D irectors of JSCIDGC Holding on the issue “Purchase of pr omissory notes issued by s ubsidiariesand dependent c ompanies of J SC ID GC H olding” (M inutes N o. 35 of M ay 2 1,2010).IT WAS RESOLVED AS FOLLOWS:Paragraph 1.1 of t he decision a dopted by t he B oard o f D irectors of JSCIDGC Holding on the issue “Purchase of pr omissory notes issued by s ubsidiariesand dependent c ompanies of J SC ID GC H olding” (M inutes N o. 35 of M ay 2 1,2010) shall be amended by adding a subparagraph to read as follows:“- the total price of the purchased promissory notes issued by all promisorsshall not be in excess of twelve billion (12,000,000,000) rubles.”S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, and V. N. Titov voted “For.”D. V. Fedorov and P. O. Shatsky “Abstained.”Approved by a majority of votes.

43. Approval of the Agreement for the Retirement of O AO I ngushenergo’sPromissory Note Through the Issue of OAO Ingushenergo’s New Promissory Noteto be e ntered into b y a nd be tween JSC ID GC H olding a nd O AO I ngushenergo,which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:The Agreement for the Retirement of OAO Ingushenergo’s Promissory NoteThrough the Issue of OAO Ingushenergo’s New Promissory Note between OAOIngushenergo and JSC IDGC H olding, which is a re lated p arty transaction(hereinafter, the “Agreement”), shall be approved subject to the following materialterms and conditions:Parties t o t he A greement: OAO I ngushenergo as t he p romisor and JSCIDGC Holding as the promisee;Subject m atter o f t he Agreement: the ob ligation re lated to t he pr omissorynote issued by OAO Ingushenergo on October 20, 2005, with a par value of twohundred fourteen million, one hundred seventy thousand (214,170,000.00) rublespayable at sight but not earlier than April 15, 2006, is replaced through the issue byOAO I ngushenergo of a ne w pr omissory note with a par value of two hundredfourteen million, one hundred seventy thousand (214,170,000.00) rubles payable atsight but not earlier than July 1, 2012;Purchase pr ice of the pr omissory no te: two hundred fo urteen m illion, o nehundred seventy thousand (214,170,000.00) rubles.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, and V. N. Titov voted “For.”D. V. Fedorov and P. O. Shatsky “Abstained.”N. N. Shvets a nd G . F. Binko, failing t o be i ndependent directors, did notparticipate in the voting.Approved by a m ajority of votes of i ndependent directors w ho w ere n otrelated parties to the transaction.4. Defining of the position of representatives of JSC IDGC Holding on theitem on the agenda of the meeting of the Board of Directors of OAO Ingushenergoconcerning t he agen da o f t he G eneral M eeting o f S hareholders of O AOIngushenergo.IT WAS RESOLVED AS FOLLOWS:Concerning t he i tem “ Agenda o f t he Extraordinary General M eeting ofShareholders of OAO Ingushenergo,” representatives of JSC IDGC Holding on theBoard of D irectors o f OAO I ngushenergo shal l be i nstructed t o v ote “F or” theapproval of the following agenda:- Execution of t he A greement for t he Ret irement of O AO I ngushenergo’sPromissory Note Through the Issue of OAO Ingushenergo’s New Promissory Note

5to be e ntered into b y a nd be tween OAO I ngushenergo and JSC ID GC H olding,which is a related party transaction.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, and V. N. Titov voted “For.”D. V. Fedorov and P. O. Shatsky “Abstained.”Approved by a majority of votes.5. Approval o f t he A greement f or t he R etirement of O AO K almenergo’sPromissory Note Through the Issue of OAO IDGC of the South’s New PromissoryNote to be entered into by and between JSC IDGC Holding and OAO IDGC of theSouth, which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:The Agreement for the Retirement of OAO Kalmenergo’s Promissory NoteThrough the Iss ue of OAO ID GC o f the So uth’s N ew P romissory Note b etweenOAO ID GC of the So uth and JSC ID GC Holding, w hich i s a re lated pa rtytransaction (her einafter, t he “A greement”), s hall be approved subject t o thefollowing material terms and conditions:Parties to the Agreement: OAO IDGC of the South as the promisor and JSCIDGC Holding as the promisee;Subject m atter o f t he Agreement: the ob ligation re lated to t he pr omissorynote issued by OAO Kalmenergo on October 20, 2005, with a par value of threehundred twelve million, nine hundred thousand (312,900,000.00) rubles payable atsight but not earlier than April 15, 2006, with OAO IDGC of t he South acting asthe succeeding obligor is replaced through the issue by OAO IDGC of the South ofa ne w pr omissory note w ith a pa r va lue o f t hree hun dred t welve m illion, ni nehundred thousand (312,900,000.00) rubles payable at sight but not earlier than July1, 2012;Purchase pr ice of t he pr omissory n ote: three hundred t welve m illion, n inehundred thousand (312,900,000.00).S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, and V. N. Titov voted “For.”D. V. Fedorov and P. O. Shatsky “Abstained.”N. N. Shvets a nd G . F. Binko, failing t o b e i ndependent directors, did notparticipate in the voting.Approved by a m ajority of votes of i ndependent directors w ho w ere n otrelated parties to the transaction.6. Approval of t he A greement for t he Ret irement of O AO K arachayevo-Cherkesskenergo’s P romissory N otes Through t he I ssue of Karachayevo-Cherkesskenergo’s New Promissory Note to be entered into by and between JSC

6IDGC Holding and OAO Karachayevo-Cherkesskenergo, which is a related partytransaction.IT WAS RESOLVED AS FOLLOWS:The Agreement for the Retirement of OAO Karachayevo-Cherkesskenergo’sPromissory Notes T hrough t he I ssue of K arachayevo-Cherkesskenergo’s N ewPromissory N ote between OAO K arachayevo-Cherkesskenergo and JSC ID GCHolding, which is a related party transaction (hereinafter, the “Agreement”), shallbe approved subject to the following material terms and conditions:Parties t o t he A greement: OAO K arachayevo-Cherkesskenergo a s thepromisor and JSC IDGC Holding as the promisee;Subject m atter of t he A greement: the obl igations r elated t o the f ollowingpromissory notes issued by OAO Karachayevo-Cherkesskenergo:Promissory NoteIssue DatePromissory NoteAmount (Par Value),rublesDecember 15, 2005 39,200,000.00March 17, 2006 20,800,000.00Promissory NoteMaturity Datepayable at sight but notearlier than August 1, 2006payable at sight but notearlier than August 1, 2006are rep laced t hrough t he i ssue b y OAO K arachayevo-Cherkesskenergo of a newpromissory note with a par value of sixty million (60,000,000.00) rubles payable atsight but not earlier than July 1, 2012;Purchase price of the promissory notes: sixty million (60,000,000.00) rubles.S. I. Shmatko, E. V. Dod, V. M. Kravchenko, V. V. Kudryavy,M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, and V. N. Titov voted “For.”D. V. Fedorov and P. O. Shatsky “Abstained.”N. N. Shvets a nd G . F. Binko, failing t o b e i ndependent directors, did notparticipate in the voting.Approved by a m ajority of votes of i ndependent directors w ho w ere n otrelated parties to the transaction.7. Defining of t he po sition of J SC ID GC H olding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC o f the Center and Volga Region: “Tentative approval of OAOIDGC of the Center and Volga Region’s entering into a transaction associated withtransferring title to the property that is fixed assets intended for use other than thegeneration, transmission, dispatching, and distribution of electricity and heat.”IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of t he Center and Volga Region “The Company’s entering into a

7transaction a ssociated w ith t ransferring t itle t o t he p roperty t hat i s fi xed a ssetsintended for use ot her t han t he ge neration, t ransmission, di spatching, anddistribution of electricity and heat,” representatives of JSC IDGC Holding shall beinstructed to vote “For” the Company’s entering into a transaction associated withtransferring title to the property that is fixed assets intended for use other than thegeneration, t ransmission, d ispatching, a nd di stribution of e lectricity a nd heatsubject to the following terms and conditions:- composition of transferred property: real property items and improvementslocated at: Nizhni Novgorod, ul. Shlisselburgskaya, 29:Real property items:- built-in a nd a dded premises (offices) ( premises P 2); total ar ea: 1,794.70square meters; levels: 1–4; identification number: 52-52-01/387/2005-088;- building (gatehouse); total ar ea: 12.90 square met ers; inventory num ber:04898; letter identification: V; number of stories: 1 ; identification number:52:18:05 00 00:0000:04898:V;- nonresidential st ructure (TP N o. 2120 with pa rking ba y, service o ffice,storage premises, and added storage pre mises) ( production, storage, and parkingspaces); total a rea: 757.00 square met ers; inventory nu mber: 0 4898; letteridentification: BB1B2; number o f stories: B-2, B1, B2-1; identification n umber:52:18:05 00 00:0000:04898:BB1B2;Improvements:- fences (reinforced con crete, 276 meters i n l ength; metal, 92 m eters i nlength) (stock keeping number: 20033353)- railings of m etal f lower be d e dging; 57 m eters i n l ength (stock k eepingnumber: 20033354);- asphalt pavement; total area: 3,962.1 square meters (stock keeping number:20033355).- book (depreciated) value of transferred property as of April 1, 2010: thirtyonem illion, three hundred eighty-five thousand, three hundred twenty-six(31,385,326) rubles and 46 kopecks;- method for transferring title: entering into a purchase and sale agreement;- buyer: SO UPS, JSC;- market value of transferred pr operty determined by a n i ndependentappraiser: one h undred t hirty-seven m illion, f our hundred f ifty t housand(137,450,000) rubles and 00 kopecks (inclusive o f V AT), Report No. MF-1013/57/1 “On t he M arket Value Appraisal of the Group of Bu ildings andStructures Lo cated at : Nizhni N ovgorod, ul. Shl isselburgskaya, 29” pre pared b yInstitute for V aluation of P roperty a nd F inancial Activities Limited L iabilityCompany (Moscow Branch) on March 12, 2010, including the value of:- built-in and added p remises ( offices) ( premises P 2); t otal area: 1, 794.70square meters; levels: 1–4; identification number: 52-52-01/387/2005-088, whichis e qual t o ninety-four m illion, t wo hundred t housand (94,200,000) rubles(inclusive of VAT);- building (gatehouse); t otal a rea: 12.90 square m eters; i nventory num ber:04898; l etter identification: V ; nu mber of stories: 1; i dentification number:

852:18:05 00 00 :0000:04898:V, which i s e qual t o three h undred t hirty t housand(330,000) rubles (inclusive of VAT);- nonresidential st ructure (T P N o. 2 120 with pa rking ba y, se rvice o ffice,storage premises, a nd a dded st orage premises) ( production, s torage, a nd parkingspaces); total a rea: 7 57.00 s quare m eters; i nventory n umber: 04898; l etteridentification: B B1B2; num ber o f stories: B -2, B 1, B 2-1; i dentification n umber:52:18:05 00 00:0000:04898:BB1B2, which i s e qual t o nineteen million, fi vehundred forty thousand (19,540,000) rubles (inclusive of VAT);- fences (re inforced c oncrete, 27 6 m eters i n l ength; m etal, 92 meters inlength) (stock keeping number: 20033353), which is equal to nine hundred sixtythousand (960,000) rubles (inclusive of VAT);- railings of m etal f lower be d e dging; 5 7 m eters i n l ength ( stock ke epingnumber: 20033354), which is equal to seventy thousand (70,000) rubles (inclusiveof VAT);- asphalt pavement; total area: 3,962.1 square meters (stock keeping number:20033355), which i s e qual t o twenty-two million, t hree hundred f ifty t housand(22,350,000) rubles (inclusive of VAT).- selling price: equal to the market value of transferred property;- payment procedure (period): cash, before the transfer of title to property,within twenty (20) calendar days after the date of execution by the parties of thepurchase an d s ale ag reement, by ba nk t ransfer by t he Buy er i nto t he Se ller’ssettlement account.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted“For.”Approved unanimously.8. Defining of t he po sition of JSC IDGC H olding ( representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO TDC.IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO TDC “The Company’s holding a stake in Tomsk Region Power EngineersNonprofit Partnership,” representatives of JSC IDGC Holding shall be instructed tovote “For” the following decision:“The Company’s holding a stake in Tomsk Region Power EngineersNonprofit Pa rtnership ( hereinafter, t he “ Partnership”) t hrough i ts e stablishmentshall be approved subject to the following terms and conditions:- Admission membership fee: ten thousand (10,000) rubles;- Admission membership fee payment method: cash;

9- Admission membership fee payment procedure and period: within 30 daysafter the st ate registration of the Pa rtnership i n a ccordance w ith the l aws of t heRussian Federation;- Monthly membership fee: none;- Amount, payment procedure, and payment period of special-purpose fees:as decided by the General Meeting of Members of the Partnership;- Founding members of the Partnership: Tomsk Distribution Company OpenJoint-Stock C ompany, Tomskneftekhim Limited L iability Company, RegionalCenter fo r En ergy C onservation M anagement N onprofit P artnership, TomskPolytechnic University, and Tomsk Polytechnic Secondary Technical School.”S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted“For.”Approved unanimously.9. Defining of t he po sition of J SC ID GC H olding (representatives of JSCIDGC H olding) on t he i tems on t he a genda of t he m eeting of t he B oard ofDirectors of OAO IDGC of Siberia.IT WAS RESOLVED AS FOLLOWS:9.1. Concerning t he i tem on t he a genda of t he m eeting of t he B oard ofDirectors of OAO ID GC of Si beria “The Co mpany’s ho lding a s take i nZabaykalsky Territory Power Engineers Nonprofit Partnership,” representatives ofJSC IDGC Holding shall be instructed to vote “For” the following decision:“The Company’s holding a stake in Zabaykalsky Territory Power EngineersNonprofit Pa rtnership ( hereinafter, t he “ Partnership”) through i ts e stablishmentshall be approved subject to the following terms and conditions:- Admission membership fee: ten thousand (10,000) rubles;- Admission membership fee payment method: cash;- Admission membership fee payment procedure and period: within 30 daysafter the st ate registration of the Pa rtnership i n a ccordance w ith the l aws of t heRussian Federation;- Monthly membership fee: none;- Amount, payment procedure, and payment period of special-purpose fees:as decided by the General Meeting of Members of the Partnership;- Founding m embers of t he Pa rtnership: Interregional D istribution G ridCompany of Si beria O pen Joint-Stock C ompany, Razryad Limited L iabilityCompany, Mekhanizirovannaya K olonna Open Joi nt-Stock C ompany, ChitaForestry T echnical College, and Production a nd R epair E nterprise Open Joi nt-Stock Company.”S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”

10M. Yu. Kurbatov “Abstained.”O. V. Surikov did not participate in the voting.Approved by a majority of votes.9.2. Concerning t he i tem on t he a genda of t he m eeting of t he B oard ofDirectors of OAO IDGC of Siberia “The Company’s holding a stake in KemerovoRegion P ower E ngineers N onprofit Pa rtnership,” representatives of J SC ID GCHolding shall be instructed to vote “For” the following decision:“The Comp any’s h olding a s take i n K emerovo R egion Pow er EngineersNonprofit Pa rtnership ( hereinafter, t he “ Partnership”) t hrough i ts e stablishmentshall be approved subject to the following terms and conditions:- Admission membership fee: ten thousand (10,000) rubles;- Admission membership fee payment method: cash;- Admission membership fee payment procedure and period: within 30 daysafter the st ate registration of the Pa rtnership i n a ccordance w ith the l aws of t heRussian Federation;- Monthly membership fee: none;- Amount, payment procedure, and payment period of special-purpose fees:as decided by the General Meeting of Members of the Partnership;- Founding m embers of t he Pa rtnership: Interregional D istribution G ridCompany of Si beria O pen J oint-Stock C ompany, SibirEnergoAvtoTrans LimitedLiability C ompany, Sibirsetremont Open Joi nt-Stock C ompany, SDS-EnergoHolding Company Limited Liability Company, Sibenergotrade Closed Joint-StockCompany, Kuzbass State Technical University, KuzbassenergosnabkomplektClosed J oint-Stock C ompany, Novokuznetsk Energy Co mpany Open J oint-StockCompany, Rusenergosbyt Limited Liability Company, and E-IT Holding CompanyLimited Liability Company.”S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”M. Yu. Kurbatov “Abstained.”O. V. Surikov did not participate in the voting.Approved by a majority of votes.9.3. Concerning t he i tem on t he a genda of t he m eeting of t he B oard ofDirectors of OAO IDGC of Siberia “The Company’s holding a stake in Republic ofBuryatia Pow er E ngineers Nonprofit Pa rtnership,” re presentatives o f JSC ID GCHolding shall be instructed to vote “For” the following decision:“The Company’s holding a stake in Republic of Buryatia Power EngineersNonprofit Pa rtnership ( hereinafter, t he “ Partnership”) t hrough i ts e stablishmentshall be approved subject to the following terms and conditions:- Admission membership fee: ten thousand (10,000) rubles;- Admission membership fee payment method: cash;

11- Admission membership fee payment procedure and period: within 30 daysafter the st ate registration of the Pa rtnership i n a ccordance w ith the l aws of t heRussian Federation;- Monthly membership fee: none;- Amount, payment procedure, and payment period of special-purpose fees:as decided by the General Meeting of Members of the Partnership;- Founding m embers of t he Pa rtnership: Interregional D istribution G ridCompany of Siberia Open Joint-Stock Company, Inzhenerno-promyshlenny ServisLimited Liability Company, and Ulan-Ude Energo Open Joint-Stock Company.”S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”M. Yu. Kurbatov “Abstained.”O. V. Surikov did not participate in the voting.Approved by a majority of votes.9.4. Concerning t he i tem on t he a genda of t he m eeting of t he B oard ofDirectors of OAO IDGC of Siberia “The Company’s holding a stake in Republic ofKhakassia Power Engineers Nonprofit Partnership,” representatives of JSC IDGCHolding shall be instructed to vote “For” the following decision:“The Company’s holding a stake in Republic of Khakassia Power EngineersNonprofit Pa rtnership ( hereinafter, t he “Partnership”) through i ts e stablishmentshall be approved subject to the following terms and conditions:- Admission membership fee: ten thousand (10,000) rubles;- Admission membership fee payment method: cash;- Admission membership fee payment procedure and period: within 30 daysafter the st ate registration of the Pa rtnership i n a ccordance w ith the l aws of t heRussian Federation;- Monthly membership fee: none;- Amount, payment procedure, and payment period of special-purpose fees:as decided by the General Meeting of Members of the Partnership;- Founding m embers of t he Pa rtnership: Interregional D istribution G ridCompany of Si beria O pen J oint-Stock C ompany, Elektrotekhservis LimitedLiability Com pany, and Severovostokelektromontazh A bakan InstallationAuthority Limited Liability Company.”S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”M. Yu. Kurbatov “Abstained.”O. V. Surikov did not participate in the voting.Approved by a majority of votes.Ballots attached.

12S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsJune 22, 2010 No. 37MoscowChairman of the Board of Directors of JSC IDGC Holding S. I. ShmatkoPresent were:- members of the Board of Directors: N. N. Shvets, G. F. Binko, E. V. Dod(Item 1), V. M. Kravchenko, V. V. Kudryavy, M. Yu. Kurbatov (Item 1),S. Remes, and V. V. Tatsiy;- members of t he Bo ard o f Directors M. Yu. Kurbatov, S. V. Maslov,S. V. Serebryannikov, O. V. Surikov, V. N. Titov D. V. Fedorov, andP. O. Shatsky provided their written o pinions on t he i tems o n t he agenda o f t hemeeting;- responsible of ficers o f JSC ID GC Holding: A. V. Demidov, P. I. Okley,A. Yu. Perepyolkin, A. A. Popov, A. V. Sannikov, and A. A. Zakharov;- Department Director of the Ministry of Energy of the Russian FederationM. G. Tikhonova;Secretary of the Board of Directors of JSC IDGC Holding S. I. Kozlov.Of the 15 elected members of the Board of Directors of JSC IDGC Holding,nine attended the meeting.Six members of the Board of Directors sent their written opinions.The meeting of the Board of Directors of JSC IDGC Holding had a quorum.

2At t he s uggestion of m ember of t he B oard of D irectors of JSC ID GCHolding M. Yu. Kurbatov, the agenda of the meeting of the Board of Directors waschanged as follows: for the purposes of consideration, It em 1 and Item 2 on theagenda were interchanged.Agenda1. Strategy f or D isposing of N oncore Assets of JSC ID GC H olding a ndSubsidiaries and Dependent Companies of JSC IDGC Holding.2. Report on financial a nd e conomic a ctivities of JSC I DGC H olding for2009.3. Defining of t he po sition of J SC ID GC H olding (representatives of JSCIDGC Holding) on the item on the agenda of the General Meeting of Shareholdersof OAO Tyu menenergo: “Increase i n t he authorized c apital of O AOTyumenenergo by means of raising the par value of shares.”1. THE FOLLOWING PERSON WAS HEARD:A. Yu. PerepyolkinStrategy fo r D isposing of N oncore A ssets of JSC IDGC Holding andSubsidiaries and Dependent Companies of JSC IDGC Holding.THE FOLLOWING PERSONS REPORTED:M. Yu. Kurbatov, V. M. Kravchenko, S. I. Shmatko, N. N. Shvets,V. V. Kudryavy, and G. F. BinkoIT WAS RESOLVED AS FOLLOWS:1.1. The Strategy f or D isposing o f N oncore A ssets of J SC ID GC Holdingand Su bsidiaries and Dependent C ompanies of JSC ID GC Holding shall beapproved (Appendix 1).1.2. Chairman of the Management Board and Director General of JSC IDGCHolding N. N. Shvets shall organize the formation and approval by t he boards ofdirectors of subsidiaries and d ependent c ompanies o f JSC IDGC H olding ofregisters (sale plans) of noncore assets in accordance with the approved Strategyand shall report to the Board of Directors of JSC IDGC Holding on the results.Deadline: Quarter IV of 2010.1.3. Chairman of the Management Board and Director General of JSC IDGCHolding N. N. Shvets shall submit for consideration by a meeting of the Board ofDirectors of JSC I DGC H olding information co ncerning pr ocedures for s ellingnoncore assets of JSC IDGC Holding and subsidiaries and dependent companies ofJSC IDGC Holding.Deadline: Quarter III of 2010.S. I. Shmatko, N. N. Shvets, G. F. Binko, E. V. Dod, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted“For.”

Approved unanimously.32. THE FOLLOWING PERSON WAS HEARD:A. V. DemidovReport on financial and economic activities of JSC IDGC Holding for 2009.THE FOLLOWING PERSONS REPORTED:V. M. Kravchenko, G. F. Binko, P. I. Okley, V. V. Kudryavy, S. Remes,N. N. Shvets, and V. V. TatsiyThe item was given consideration by the meeting of the Board of Directorsof JSC IDGC Holding pursuant to the Articles of Association of JSC IDGCHolding: paragraphs 11.1.30 and 14.3.12.In 20 09, subsidiaries a nd de pendent companies of JSC ID GC H oldingreceived total re venues (including c onnection fee r evenues) of 438,837 millionrubles, or 98% of the target figure. Production costs totaled 392,351 million rubles(96% of t he target fi gure). Cost p rice-based c ost sa ving t otaled 16,425 millionrubles, or 4% of the target figure.million rublesPlan Actual Deviation, %Total net profit,8,446 10,061 19including- from electricity transmission and other -7,813 -2,699 65operating activities- from network connections 16,259 12,760 -22JSC ID GC H olding’s a ggregate ne t profit fo r 2009 was 10,061 millionrubles, while a net profit of 8,446 million rubles had been planned (up by 19%).This amount includes the Company’s loss of 2,699 million rubles from electricitytransmission, with pl anned l oss e qual t o 7,813 million r ubles. The b etter t hanplanned ne t p rofit re sult was primarily du e to c ost pr ice-based sa ving, i ncludingthrough a cost reduction of 3,468 million rubles.IT WAS RESOLVED AS FOLLOWS:The report o n fi nancial a nd economic a ctivities of JS C ID GC H olding for2009 shall be approved (Appendix 2).S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted“For.”Approved unanimously.

43. THE FOLLOWING PERSON WAS HEARD:A. Yu. PerepyolkinDefining of the p osition of JS C ID GC H olding (re presentatives o f JSCIDGC Holding) on the item on the agenda of the General Meeting of Shareholdersof OAO T yumenenergo: “ Increase i n t he authorized c apital o f O AOTyumenenergo by means of raising the par value of shares.”THE FOLLOWING PERSONS REPORTED:V. V. Kudryavy and V. V. TatsiyIT WAS RESOLVED AS FOLLOWS:Concerning the item on t he agenda of t he General Meeting of Shareholdersof OAO T yumenenergo: “ Increase i n t he authorized c apital o f O AOTyumenenergo by means of raising the par value of shares,” representatives of JSCIDGC Holding shall be instructed to vote “For” the following decision:“The authorized capital of OAO Tyumenenergo shall be increased to twentysevenb illion, t hree hu ndred se venty-three m illion, eight hu ndred ni nety-fivethousand, one hundred (27,373,895,100) rubles by raising the par value of shares inOAO Tyumenenergo subject to the following basic terms and conditions:category (type) and par value of shares whose par value is raised: registeredordinary shares, each with a par value of ten (10) rubles;par value of each registered ordinary share upon the increase: one hundred(100) rubles each;placement m ethod: conversion of sha res i nto s hares of t he s ame categorywith a higher par value;conversion date: the fifth day after the state registration date of the securitiesissue;conversion procedure: one registered ordinary share in the Company with apar value of ten (10) rubles is converted into one registered ordinary share in theCompany with a par value of one hundred (100) rubles according to the register ofholders of the Company’s registered securities as of the conversion date;property ( equity) of t he C ompany serving as a s ource f or increasing theauthorized capital of the Company: incremental capital of the Company.”S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, M. Yu. Kurbatov, S. V. Maslov, S. Remes, S. V. Serebryannikov,O. V. Surikov, V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted“For.”Approved unanimously.Written opinion by member of the Board of Directors of JSC IDGC HoldingM. Yu. Kurbatov on t he i tems on the a genda o f t he meet ing at tached h ereto(Appendix 3).

5Written opinion by member of the Board of Directors of JSC IDGC HoldingS. V. Maslov on the items on the agenda of the meeting attached hereto (Appendix4).Written opinion by member of the Board of Directors of JSC IDGC HoldingS. V. Serebryannikov on t he i tems on the a genda o f the meeting a ttached her eto(Appendix 5).Written opinion by member of the Board of Directors of JSC IDGC HoldingO. V. Surikov on the items on the agenda of the meeting attached hereto (Appendix6).Written opinion by member of the Board of Directors of JSC IDGC HoldingV. N. Titov on the items on the agenda of the meeting attached hereto (Appendix7).Written opinion by member of the Board of Directors of JSC IDGC HoldingD. V. Fedorov on t he i tems o n the ag enda o f t he meet ing at tached h ereto(Appendix 8).Written opinion by member of the Board of Directors of JSC IDGC HoldingP. O. Shatsky on the items on the agenda of the meeting attached hereto (Appendix9).S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsJune 22, 2010 No. 38MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko, V. V. Kudryavy,S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky.Agenda:1. Formulation of t he Regulations fo r D ividend Pol icy of J SC I DGCHolding.2. Establishment of the key performance indicator system for managementof JSC ID GC H olding and t erritorial gr id c ompanies, t aking a ccount o f t heimplementation o f i nvestment programs, e nergy efficiency mea sures, o peratingcost reduction measures, and loss reduction measures.3. Key areas of optimizing J SC I DGC H olding managerial exp enses.Financing sources for JSC IDGC Holding operations.4. Approval of the transaction in relation to the acquisition by JSC IDGCHolding from SOCERENTO LIMITED of a promissory note issued by ENERGOfinancein ex change f or transfer t o SOCERENTO LI MITED of a n on-interestbearingpromissory note issued by OAO MOESK.

21. Formulation o f t he R egulations fo r D ividend P olicy of J SC I DGCHolding.IT WAS RESOLVED AS FOLLOWS:1.1. The basic principles of dividend policy of JSC IDGC Holding and JSCIDGC H olding s ubsidiaries a nd de pendent c ompanies e ngaged i n electricitytransmission and distribution shall be approved (Appendix 1).1.2. Director General of JSC IDGC Holding N. N. Shvets shall:1.2.1. Prepare and submit f or a pproval by the B oard of D irectors of JSCIDGC Holding a dra ft of the Regulations for Dividend Policy of JSC IDGCHolding before September 1, 2010.1.2.2. Arrange t hat the r egulations fo r di vidend p olicy a re givenconsideration a nd approved by t he boa rds o f di rectors of JSC I DGC Holdingsubsidiaries a nd d ependent c ompanies engaged in e lectricity transmission a nddistribution before September 1, 2010.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”Approved unanimously.2. Establishment of the key performance indicator system for managementof JSC ID GC H olding and t erritorial gr id c ompanies, t aking a ccount o f t heimplementation o f i nvestment programs, e nergy efficiency m easures, op eratingcost reduction measures, and loss reduction measures.IT WAS RESOLVED AS FOLLOWS:2.1. Note sha ll be t aken o f i nformation concerning t he existing keyperformance indicator sy stem for m anagement of JSC ID GC H olding and J SCIDGC H olding s ubsidiaries a nd de pendent c ompanies e ngaged i n electricitytransmission and distribution (Appendix 2).2.2. Director G eneral of JSC I DGC Holding N. N. Shvets shall c ontinuework on the modernization of the key performance indicator system and submit theresults f or c onsideration by a m eeting of t he Bo ard of D irectors of JSC ID GCHolding. Deadline: November 2010.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, O. V. Surikov,V. V. Tatsiy, V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”Approved unanimously.3. Key a reas of o ptimizing JSC ID GC Holding m anagerial e xpenses.Financing sources for JSC IDGC Holding operations.

3IT WAS RESOLVED AS FOLLOWS:3.1. Note shall be taken of JSC IDGC Holding’s key areas of optimizingJSC IDGC Holding managerial expenses (Appendix 3).3.2. The managerial expense structure for 2011–2013 shall be ap proved,taking acco unt of t he m inimum e xpense el ement f inanced from agreements w ithinterregional distribution grid companies for services in relation to organizing theoperation of and to developing Russia’s United Power System and taking account ofthe incentive expense element financed from dividend income (Appendix 4).3.3. Director General of JSC I DGC H olding N. N. Shvets shall, for thepurposes of forming the 2011 Managerial Expense Budget, ensure that the ratio ofexpenses financed from agreements with interregional distribution grid companiesto expenses financed from dividend income is 80:20.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. V. Serebryannikov, O. V. Surikov, V. V. Tatsiy,V. N. Titov, D. V. Fedorov, and P. O. Shatsky voted “For.”S. Remes “Abstained.”Approved by a majority of votes.4. Approval of the transaction in relation to the acquisition by JSC I DGCHolding from SOCERENTO LIMITED of a promissory note issued by ENERGOfinancei n ex change f or t ransfer to SO CERENTO LI MITED o f a n on-interestbearingpromissory note issued by OAO MOESK.IT WAS RESOLVED AS FOLLOWS:The transaction shal l be ap proved i n r elation to the acquisition by JSCIDGC H olding from SOCERENTO LI MITED, R epublic of C yprus, of onepromissory n ote i ssued by ENERGO-finance L imited Liability C ompany i n t heamount of two billion, five hundred million (2,500,000,000) rubles and 00 kopeckson June 28, 2010, payable at sight but not earlier than December 12, 2014, withinterest o f 1 3 pe rcent p .a., fully secured by a p romissory not e g uarantee (aval)issued by RUSENERGO FUND LIMITED, Republic of Cyprus, in exchange fortransfer t o SOCERENTO LI MITED of on e non-interest-bearing p romissory no teissued b y M oscow U nited Power G rid Company O pen J oint-Stock Co mpany(OAO MOESK) in the amount of two billion, five hundred million (2,500,000,000)rubles and 00 kopecks on May 28, 2008, payable at sight but not earlier than July1, 2010.S. I. Shmatko, N. N. Shvets, G. F. Binko, V. V. Kudryavy, S. V. Maslov,S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and V. N. Titov voted “For.”V. M. Kravchenko, D. V. Fedorov, and P. O. Shatsky “Abstained.”O. V. Surikov voted “Against.”Approved by a majority of votes.Ballots attached.

4S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof Meeting of the Board of DirectorsJuly 29, 2010 No. 39MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsy,A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky.S. R. Borisov did not participate in the voting.Agenda:1. Election of t he C hairman of the Board of D irectors of J SC I DGCHolding.2. Election of t he S ecretary of the Board of D irectors of J SC I DGCHolding.3. Approval of simultaneous oc cupation by t he D irector G eneral and t heChairman of the Management Board of JSC I DGC Holding of positions with themanagement bodies of other entities.4. Approval of simultaneous occupation by members of the ManagementBoard of JSC ID GC Holding of po sitions w ith t he m anagement bod ies o f otherentities.5. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC H olding) on t he i tem on t he a genda of t he m eeting of t he Bo ards ofDirectors of OAO Lenenergo.6. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC H olding) on t he i tem “ The C ompany’s hol ding a stake i n O AOYargorelektroset” on the agenda of the meeting of the Boards of Directors of OAOIDGC of the Center.

21. Election of t he C hairman of the Board of D irectors of JSC ID GCHolding.IT WAS RESOLVED AS FOLLOWS:Sergey Ivanovich Shmatko shall be elected as the Chairman of the Boardof Directors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.2. Election of t he Se cretary of the Board of D irectors of J SC I DGCHolding.IT WAS RESOLVED AS FOLLOWS:Sergey Ivanovich Kozlov shall be elected as the Secretary of the Board ofDirectors of JSC IDGC Holding.S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.3. Approval of Simultaneous Occupation by t he Director General and theChairman of the Management Board of JSC I DGC Holding of Positions with theManagement Bodies of Other Entities.IT WAS RESOLVED AS FOLLOWS:Simultaneous occupation by Nikolay Nikolayevich Shvets, DirectorGeneral and Chairman of the Management Board of JSC ID GC H olding, ofpositions with the management bodies of the following entities shall be approved:- OAO IGGC of the South (member of the Board of Directors);- OAO Lenenergo (member of the Board of Directors);- OAO IDGC of the Center (member of the Board of Directors);- OAO MOESK (member of the Board of Directors);- OAO Kubanenergo (member of the Board of Directors);- OAO Tyumenenergo (member of the Board of Directors);- OAO Yantarenergo (member of the Board of Directors);- OAO RRDB (R ussian R egional D evelopment B ank) – member of t heSupervisory Board;- ZAO Energy Forecasting Agency – member of the Board of Directors;

3- Scientific a nd T echnical C ouncil of U nified Energy S ystem N on-profitPartnership (member of the Supervisory Board of the Partnership);- Russian En gineering Union All-Russia Public Organization (member ofthe Central Council, member of the Central Council Bureau of the Union;- Russian Engineering Union All-Russia Industry Association of Employers(member of the Management Board, Vice President of the Union.S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.4. Approval of Simultaneous Occupation by Members of the ManagementBoard of JSC IDGC Holding of Positions with the Management Bodies of OtherEntities.IT WAS RESOLVED AS FOLLOWS:4.1. Simultaneous occupation by Gennady Feliksovich Binko, member ofthe Management Board of JSC IDGC Holding and Deputy Director General of JSCIDGC Holding, of positions with the management bodies of the following entitiesshall be approved:- OAO IGGC of the South (member of the Board of Directors);- OAO IDGC of the Volga (member of the Board of Directors);- OAO Tyumenenergo (member of the Board of Directors);- OAO IDGC of the North Caucasus (member of the Board of Directors);- OAO NIIEE (member of the Board of Directors);- OAO Integrated P ower Sales Comp any (member o f the Board ofDirectors);- OAO RAO E nergy Systems of t he E ast (member o f the Board ofDirectors);- Federal Fund for Development o f Residential Co nstruction ( member ofthe Board of Trustees).S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.4.2. Simultaneous occupation by Aleksey Vladimirovich Demidov,member of t he Management Bo ard of JSC IDGC H olding and Deputy DirectorGeneral for Economic Affairs and Finance of JSC IDGC Holding, of positions withthe management bodies of the following entities shall be approved:- OAO Lenenergo (member of the Board of Directors);- OAO IDGC of the North Caucasus (member of the Board of Directors);- OAO IDGC of the Siberia (member of the Board of Directors);- OAO IDGC of the Urals(member of the Board of Directors);

4- OAO Kubanenergo (member of the Board of Directors);- OAO Center for UPS Settlements Optimization (member of the Board ofDirectors).S. I. Shmatko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.4.3. Simultaneous oc cupation by Pavel Ivanovich Okley, member of t heManagement Bo ard o f IDGC H olding, Deputy D irector G eneral a nd T echnicalDirector of JSC I DGC H olding, of positions with the management bodies of thefollowing entities shall be approved:- OAO IDGC of the Volga (member of the Board of Directors);- OAO IGGC of the South (member of the Board of Directors);- OAO IDGC o f t he Cen ter and Volga Reg ion (member of t he Board ofDirectors);- OAO Tyumenenergo (member of the Board of Directors);- OAO NIIEE (member of the Board of Directors);- NP INVEL (member of the Supervisory Board);- NP Scientific and Technical Council of UPS (member of the SupervisoryBoard).S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.4.4. Simultaneous occupation by Aleksey Yurievich Perepyolkin, memberof t he M anagement Boar d of IDGC Holding and Deputy D irector G eneral forCorporate Governance and Property of JSC IDGC Holding, of positions with themanagement bodies of the following entities shall be approved:- OAO IDGC of the Center and Volga Region (member of t he Board ofDirectors);- OAO IDGC of the Center (member of the Board of Directors);- OAO IDGC of the Northwest (member of the Board of Directors);- OAO Center for UPS Settlements Optimization (member of the Board ofDirectors).S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M. K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.4.5. Simultaneous occupation by Aleksey Valeryevich Sannikov, memberof the Management Board of IDGC Holding and Deputy Director General of JSCIDGC, of positions with the management bodies of the following entities shall beapproved:- OAO IDGC of the Northwest (member of the Board of Directors);

5- OAO Kubanenergo (member of the Board of Directors);- OAO Tyumenenergo (member of the Board of Directors);- NP ENERGOSTROY (member of the C ouncil o f t he Pa rtnership,President of NP ENERGOSTROY).S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V .Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.4.6. Simultaneous occupation by Sergey Vyacheslavovich Vasilyev,member of the Management Board of IDGC Holding and Director for LegalAffairs of JSC IDGC Holding, of positions with the management bodies of thefollowing entities shall be approved:- OAO IDGC of the Urals(member of the Board of Directors);- OAO IDGC of the Volga (member of the Board of Directors);- OAO Tomsk DC (member of the Board of Directors);- OAO Yantarenergo (member of the Board of Directors);- OAO Center for UPS Settlements Optimization (member of the Board ofDirectors).S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.5. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC H olding) on t he i tem on t he a genda of t he m eeting of t he Bo ards ofDirectors of OAO Lenenergo.IT WAS RESOLVED AS FOLLOWS:5.1. Concerning the item “OAO Lenen ergo’s ho lding a st ake in Z AOTsarskoselskaya Energy Company” on the agenda of the Boards of Directorsmeeting of OAO Len energo, the representatives of JSC I DGC H olding shall beinstructed to vote "For" the approval of the following decision:OAO Le nenergo’s hol ding a stake in ZAO Tsarskoselskaya En ergyCompany through the purchase of eight thousand, five hundred one (8,501) shares,or 96.95% of t he a uthorized c apital of ZAO Ts arskoselskaya En ergy Comp any,shall be approved subject to the following terms and conditions:- method of purchase: purchase and sale; shares shall be purchased with dueconsideration of the re quirements p rovided f or by t he a pplicable l aws a nd theconstitutive documents of ZAO Tsarskoselskaya Energy Company;- seller: ZAO Lenenergospetsremont.- quantity of shares being purchased:

6• registered ordinary shares (state registration number 1-02-15777-J) –seven thousand, two hundred twenty-nine (7,229) shares, each with apar value of one thousand, five hundred (1,500) rubles;• registered preference shares (state registration number 2-02-15777-J)– one thousand, two hundred seventy-two (1,272) shares, each with apar value of one thousand, five hundred (1,500) rubles.- purchase price: three hundred seventy-two million, three hundred twelvethousand, six hundred forty (372,312,640) rubles and 0 0 ko pecks as specified i nReport N o. 1117/10 of M arch 31, 2010, p repared b y O OO T he I nstitute f orEnterprise Issues, an independent appraiser, including:• fifty-one thousand, two hundred (51,200) rubles and 00 kopecks perordinary share, which is equivalent to three hundred seventy million,one hu ndred t wenty-four t housand, eight hu ndred (370,124,800)rubles and 00 kopecks for 7,229 of such shares;• one thousand, seven hundred twenty (1,720) rubles and 00 kopecksper preference share, which is equivalent to two million, one hundredeighty-seven thousand, eight hundred forty (2,187,840) rubles and 00kopecks for 1,272 of such shares.- method of payment: cash.The obl igations of OAO Len energo, as t he Buyer, to ZAOLenenergospetsremont (Seller) for payment for the shares being purchased shall beperformed b y o ffsetting t he co unterclaims of OAO Len energo against ZAOLenenergospetsremont under Loan Agreement No. 08-2987 of August 12, 2008.- payable within: 30 calendar days after the signing of the purchase and saleagreement.S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.5.2. Concerning t he i tem “ OAO Lenen ergo’s ho lding a st ake in Z AOKurortenergo” on the agenda of the Boards of Directors meeting of OAOLenenergo, t he representatives of JSC IDGC Holding shall be instructed to vote"For" the approval of the following decision:OAO Lenen ergo’s h olding a s take in ZAO K urortenergo through t hepurchase of one thousand, six hundred seventy-six ( 1,676) shares, or 98.13 % ofthe a uthorized capital of ZAO K urortenergo, shall b e approved subject t o t hefollowing terms and conditions:- method of purchase: purchase and sale, shares shall be purchased with dueconsideration of the re quirements p rovided f or by t he a pplicable l aws a nd theconstitutive documents of ZAO Kurortenergo;- seller: ZAO Lenenergospetsremont.- quantity of shares being purchased:

7• registered ordinary shares (state registration number 1-03-02030-D)– one thousand, five hundred ninety-nine (1,599) shares, each with apar value of one hundred twenty (120) rubles;• registered A preference shares (state re gistration num ber 2-03-02030-D) – seventy-seven (77) shares, each with a par value of onehundred sixty (160) rubles.- purchase p rice: five h undred seventeen million, one hu ndred fortythousand (517,140,000) rubles and 00 kopecks as specified in Report No. 1118/10of M arch 31, 2010, prepared b y OOO T he I nstitute f or Enterprise Is sues, a nindependent appraiser, including:• two hundred ninety-nine thousand (299,000) rubles and 00 kopecksper ordinary share, which is equivalent to four hundred seventy-eightmillion, one hu ndred one t housand (478,101,000) rubles and 0 0kopecks for 1,599 of such shares;• five h undred seven thousand (507,000) rubles and 00 ko pecks perpreference share, which i s equivalent t o thirty-nine million, thirtyninethousand (39,039,000) rubles and 00 k opecks for 77 of suchshares;- method of payment: cash;The obl igations of OAO Len energo, as t he Buyer, to ZAOLenenergospetsremont (Seller) for payment for the shares being purchased shall beperformed b y o ffsetting t he co unterclaims of OAO Len energo against ZAOLenenergospetsremont under Loan Agreement No. 08-2987 of August 12, 2008.- payable within: 30 calendar days after the signing of the purchase and saleagreement.S. I. Sh matko, N. N . Sh vets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.6. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC H olding) on t he i tem “The C ompany’s hol ding a stake i n O AOYargorelektroset” on the agenda of the meeting of the Boards of Directors of OAOIDGC of the Center.IT WAS RESOLVED AS FOLLOWS:Concerning t he i tem “ The C ompany’s ho lding a st ake i n O AOYargorelektroset” on the agenda of the Boards of Directors meeting of OAO IDGCof the Center, the representatives of JSC IDGC Holding shall be instructed to vote“For” the approval of the following decision:OAO IDGC of the Center’s holding a stake in OAO Yaroslavl City PowerGrid through t he pu rchase of five h undred ten (510) shares, or 51% of t heauthorized capital of OAO Yaroslavl City Power Grid, shall be approved subject tothe following terms and conditions:

8- method of purchase: through sales;- seller: Yaroslavl Mayor’s Office;- trade institutor: Committee for Management of Municipal Property ofYaroslavl Mayor’s Office;- quantity of s hares bei ng pu rchased: uncertificated re gistered ordinaryshares (state registration number 1-01-13950-А) – five hundred ten (510) shares,each with a p ar v alue of one m illion, one h undred seventy-five thousand, eighthundred four (1,175,804) rubles;- purchase price: not more than six hundred ninety million (690,000,000)rubles;- method of payment: cash (in Russian rubles);- payable within: 10 calendar d ays after the signing of t he pu rchase andsale agreement.S. I. Shmatko, N . N. Shvets, V. A . G ulyaev, V. M . K ravchenko, V. V.Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V.Tatsy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsDate of the Meeting: August 16, 2010 No. 40Date of the Minutes of the Meeting: August 17, 2010MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky.S. R. Borisov did not participate in the voting.Agenda:1. Report on the C ompany’s fi nancial a nd e conomic a ctivities f or t he 1stquarter of 2010.2. Amendments to the Decision on the Additional Securities Issue of JSCIDGC Holding and the Securities Prospectus of JSC IDGC Holding registered bythe Federal Financial Markets Service of the Russian Federation on May 6, 2010(state registration number of the additional issue of securities: 1-01-55385-E-001D).3. Approval of t he Amendments t o the Decision o n t he A dditionalSecurities Issue of JSC IDGC Holding and the Securities Prospectus of JSC IDGCHolding re gistered by t he Fe deral Fi nancial Markets Service of t he R ussianFederation on M ay 6, 2010 (st ate re gistration n umber of t he a dditional i ssue ofsecurities: 1-01-55385-E-001D).4. Defining of the position of JSC IDGC Holding (representatives of J SCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO Kabbalkenergo “Termination of the C ompany’s holding a st ake i n JSCRusHydro.”

25. Amendments to the decision adopted by the Board of Directors of JSCIDGC H olding on M arch 4, 2010, (Minutes No. 28) concerning “JSC ID GCHolding’s transferring title to 25% + 1 share in OAO Bureyagesstroy.”6. Approval of an agreement for the purchase and sale of 25% + 1 share inOAO Bureyagesstroy between JSC IDGC Holding and JSC RusHydro, which is arelated party transaction.7. JSC IDGC Holding’s transferring t itle t o 2 5% + 1 share in O AOChirkeygesstroy.8. Approval of an agreement for the purchase and sale of 25% + 1 share inOAO Chirkeygesstroy between JSC IDGC Holding and JSC RusHydro, which is arelated party transaction.1. Report on t he Company’s fi nancial and economic activities for t he 1stquarter of 2010.The item was given consideration by a meeting of t he Management Boardof JSC IDGC Holding pursuant to paragraph 13.2.2 of the Articles of Associationof JSC I DGC H olding. Upon app roval by t he Management Board of JSC ID GCHolding, t he issue sha ll be gi ven c onsideration b y a me eting o f the Company’sBoard of Directors pursuant to paragraphs 11.1.30 and 14.3.12 of the Articles ofAssociation of JSC IDGC Holding.In t he 1st qua rter o f 2 010, s ubsidiaries a nd de pendent c ompanies of JSCIDGC H olding re ceived t otal re venues (i ncluding c onnection fee re venues) o f137,689 million rubles, or 378 million rubles less than the target figure. Productioncosts t otaled 123,140 million ru bles (9 7% of t he t arget f igure). C ost p rice-basedcost saving totaled 3,858 million rubles, or 3% of the target figure.million rublesPlan Actual DeviationTotal net profit, including 2,381 6,293 3,912- from electricity transmission and other 510 3,601 3,091operating activities- from network connections 1,870 2,692 822JSC IDGC Holding’s aggregate net profit for the 1st quarter of 2010 was6,293 million rubles, while a net profit of 2,381 million rubles had been planned(up by 3,912 million rubles). This amount includes the Company’s profit of 3,601million rubles from electricity transmission, with a planned net profit equal to 510million rubles. The better than planned net profit result was primarily due to costprice-based saving (3,858 million rubles) connected with a deferral of costs.IT WAS RESOLVED AS FOLLOWS:The report on the Company’s financial and economic activities for the 1stquarter of 2010 shall be approved (Appendix 1).

3S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted“For.”Approved unanimously.2. Amendments to the Decision on t he Additional Securities Issue of JSCIDGC Holding and the Securities Prospectus of JSC IDGC Holding registered bythe Federal Financial Markets Service of the Russian Federation on May 6, 2010(state registration number of the additional issue of securities: 1-01-55385-E-001D).IT WAS RESOLVED AS FOLLOWS:2.1. The Decision on the Additional Securities Issue of JSC IDGC Holdingregistered by the Federal Financial Markets Service of the Russian Federation onMay 6, 2010 (state registration number of the additional issue of securities: 1-01-55385-E-001D) shall be amended as follows:2.1.1. In order for the end date of the placement of securities to be deferredto a later date, the fourth subparagraph of paragraph 8.2 of Section 8 “Conditionsand procedure for pl acement of securities of t he i ssue (a dditional i ssue)” of t heDecision on the Additional Securities Issue shall be amended to read as follows:“1) the two h undred t hirtieth (230th) day f rom t he P lacement St artDate; or”2.1.2. In order to extend the deadline for submitting offers to acquire theplaced securities, the fifth subparagraph of paragraph 8.3 of Section 8 “Conditionsand procedure for pl acement of securities of t he i ssue (a dditional i ssue)” of t heDecision on the Additional Securities Issue shall be amended to read as follows:“The Offers may be submitted to the Issuer within 120 days after the latest ofthe f ollowing ac ts do ne by t he Issuer: t he pu blication of the In vitation toOffer i n t he Izvestia newspaper, t he pu blication of t he Inv itation t o O fferthrough the Interfax newswire, or the posting of the Invitation to Offer on theIssuer’s w ebsite at www.holding-mrsk.ru (hereinafter re ferred t o as the“Offer Collection Deadline”).”2.1.3. The f ifty-fifth subparagraph of par agraph 8.3 of S ection 8“Conditions a nd p rocedure f or placement o f securities of t he i ssue ( additionalissue)” of the Decision on the Additional Securities Issue shall be amended to readas follows:“Person (registrar or initial acquirer) to whom the issuer issues (sends) thetransfer order serving as justification for making a credit entry in the personalaccount of the initial acquirer, and other conditions for issuing the transferorder: The Issuer shall, within five (5) business days after the Acquirer paysfor t he pl aced s ecurities in accordance w ith t he procedure provided for inparagraph 8.6 of this Decision on the Additional Securities Issue, but at leastthree (3) business days prior to the Placement End Date, send to the Issuer’s

4registrar (ZAO STATUS Registration Company, Register MaintenanceLicense N o. 10 -000-1-00304 issued by the Federal C ommission f or t heSecurities Market of the Russian Federation on March 12, 2004) the transferorder serving as j ustification f or m aking a credit entry in t he pe rsonalaccount of t he A cquirer or the nom inee holder sp ecified i n t he A cquirer’sOffer.”2.2. The Securities Prospectus of JSC IDGC Holding registered by theFederal Financial Markets Service of the Russian Federation on May 6, 2010 (stateregistration number of the additional issue of securities: 1-01-55385-E-001D) shallbe amended as follows:2.2.1. The el eventh subparagraph of the Section “Introduction” of t heSecurities Prospectus shall be amended to read as follows:“1) the two hundred thirtieth (230th) day from the Placement Start Date; or”2.2.2. The fifth subparagraph of paragraph 2.5 of Section II “BriefInformation Concerning t he V alue, Dates, Procedure, and Conditions fo r t hePlacement of Each Class and Category (Type) of Placed Issue-Grade Securities” ofthe Securities Prospectus shall be amended to read as follows:“1) the two hundred thirtieth (230th) day from the Placement Start Date; or”2.2.3. The sixth subparagraph of par agraph 2.7 of Section II “Br iefInformation Concerning t he V alue, Dates, Procedure, and Conditions fo r t hePlacement of Each Class and Category (Type) of Placed Issue-Grade Securities” ofthe Securities Prospectus shall be amended to read as follows:“The Offers may be submitted to the Issuer within 120 days after the latest ofthe f ollowing ac ts do ne by t he Issuer: t he publication of t he Invitation t oOffer i n t he Izvestia newspaper, t he pu blication of t he Inv itation t o O fferthrough the Interfax newswire, or the posting of the Invitation to Offer on theIssuer’s w ebsite at www.holding-mrsk.ru (hereinafter re ferred t o as the“Offer Collection Deadline”).”2.2.4. The sixty-second subparagraph of paragraph 2.7 of Section II “BriefInformation Concerning t he V alue, Dates, Procedure, and Conditions fo r t hePlacement of Each Class and Category (Type) of Placed Issue-Grade Securities” ofthe Securities Prospectus shall be amended to read as follows:“The Issuer shall, within five (5) business days after the Acquirer paysfor the p laced se curities in accordance w ith the procedure pr ovided for i nparagraph 8.6 of the Decision on the Additional Securities Issue, but at leastthree (3) business days prior to the Placement End Date, send to the Issuer’sregistrar (ZAO STATUS Registration Company, Register MaintenanceLicense N o. 10 -000-1-00304 issued by the Federal C ommission f or t heSecurities Market of the Russian Federation on March 12, 2004) the transferorder serving as j ustification f or m aking a credit entry in t he pe rsonalaccount of t he A cquirer or the nom inee hol der sp ecified i n t he Acquirer’sOffer.”2.2.5. The twenty-fourth su bsubparagraph of subparagraph 9.1.1 ofparagraph 9.1 of Section IX “Detailed Information Concerning the Procedure and

5Conditions f or t he Pl acement of Issue-Grade S ecurities” of the SecuritiesProspectus shall be amended to read as follows:“The Offers may be submitted to the Issuer within 120 days after the latest ofthe f ollowing ac ts do ne by t he Issuer: t he pu blication of the In vitation toOffer i n t he Izvestia newspaper, t he pu blication of t he Inv itation t o Offerthrough the Interfax newswire, or the posting of the Invitation to Offer on theIssuer’s w ebsite at www.holding-mrsk.ru (hereinafter re ferred t o as the“Offer Collection Deadline”).”2.2.6. The seventieth subsubparagraph of subparagraph 9.1.1 of paragraph9.1 of Section IX “Detailed Information Concerning the Procedure and Conditionsfor the Placement of Issue-Grade Securities” of the Securities Prospectus shall beamended to read as follows:“The Issuer shall, within five (5) business days after the Acquirer pays for theplaced securities in accordance with the procedure provided for in paragraph8.6 of the Decision on the Additional Securities Issue, but at least three (3)business days prior to the Placement End Date, send to the Issuer’s registrar(ZAO STATUS Registration Company, Register Maintenance License No. 10-000-1-00304 issued by the Federal Commission for the Securities Market ofthe Russian Federation on March 12, 20 04) the transfer order serving asjustification for making a credit entry in the personal account of the Acquireror the nominee holder specified in the Acquirer’s Offer.”S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted“For.”Approved unanimously.3. Approval of t he Amendments t o the Decision o n t he A dditionalSecurities Issue of JSC IDGC Holding and the Securities Prospectus of JSC IDGCHolding re gistered by t he Fe deral Fi nancial Markets Service of t he R ussianFederation o n M ay 6, 2010 (st ate re gistration n umber of t he a dditional i ssue ofsecurities: 1-01-55385-E-001D).IT WAS RESOLVED AS FOLLOWS:3.1. The Amendments to the Decision on the Additional Securities Issue ofJSC IDGC Holding registered by t he F ederal F inancial M arkets Se rvice of t heRussian Fe deration on May 6, 20 10 (state re gistration number of t he a dditionalissue of securities: 1-01-55385-E-001D) shall be approved (Appendix 2).3.2. The Amendments to the Securities Prospectus of JSC IDGC Holdingregistered by the Federal Financial Markets Service of the Russian Federation onMay 6, 2010 (state registration number of the additional issue of securities: 1-01-55385-E-001D) shall be approved (Appendix 3).3.3. The Director General of the Company shall be instructed to submit tothe Federal Fi nancial M arkets Se rvice of the R ussian Fe deration within 15 da ys

6after t he da te of t his de cision the documents f or the re gistration o f t he re levantamendments to t he D ecision o n t he A dditional Securities Iss ue of JSC ID GCHolding and the Securities Prospectus of JSC IDGC Holding registered by theFederal Financial Markets Service of the Russian Federation on May 6, 2010 (stateregistration number of the additional issue of securities: 1-01-55385-E-001D).S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, P. O. Shatsky voted“For.”Approved unanimously.4. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO Kabbalkenergo “ Termination of the C ompany’s holding a st ake i n JSCRusHydro.”IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO K abbalkenergo “Termination of the C ompany’s holding a st ake i n JSCRusHydro,” representatives of JSC IDGC Holding shall be instructed to vote “For”the t ermination o f OAO K abbalkenergo’s hol ding a st ake i n JSC Ru sHydrothrough transferring title to shares in JSC RusHydro subject to the following termsand conditions:- category, type, par value, and quantity of transferred shares: one hundredthirty-two million, two hu ndred eighty-four t housand, t wo hu ndred ninety-eight(132,284,298) registered ordinary shares, each with a par value of one (1) ruble;- method for t ransferring t itle t o s hares: through entering i nto a purchaseand sale agreement;- buyer: OAO Hydroinvest;- selling price: two hundred fifty-three million, four hundred seventy-threethousand, ninety-nine (253,473,099) rubles;- method of payment for shares: cash.Title t o s hares i n J SC R usHydro s hall be transferred by O AOKabbalkenergo as pa yment of O AO K abbalkenergo’s de bt t o OAO H ydroinvestunder Novation A greement No. MG/1 o f Jun e 27, 20 08, i n t he a mount of twohundred fi fty-three m illion, fo ur h undred se venty-three t housand, n inety-nine(253,473,099) rubles.S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted“For.”Approved unanimously.

75. Amendments to the decision adopted by the Board of Directors of JSCIDGC H olding on M arch 4, 201 0, (M inutes No. 28) concerning “J SC ID GCHolding’s transferring title to 25% + 1 share in OAO Bureyagesstroy.”IT WAS RESOLVED AS FOLLOWS:The decision adopted by the Board of Directors of JSC IDGC Holding onMarch 4 , 2010, (M inutes N o. 28 ) concerning “ JSC I DGC H olding’s t ransferringtitle t o 2 5% + 1 sha re in OAO Bureyagesstroy” shall be a mended t o re ad asfollows:The transfer of title to 25% + 1 share in OAO Bureyagesstroy held by JSCIDGC Holding shall be approved subject to the following terms and conditions:- category, t ype, par value, and quantity of t ransferred sh ares: 2,251registered ordinary shares, each with a par value of 10 rubles;- method for t ransferring t itle t o s hares: through entering i nto a purchaseand sale agreement;- buyer: JSC RusHydro;- selling price: two hundred million (200,000,000) rubles;- payment procedure (period) for shares: cash, before the transfer of title toshares, b ut no t l ater t han 1 0 bus iness da ys a fter t he da te of e xecution o f t hepurchase and sale agreement.S. I. Shmatko, N. N. Shvets, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”V. A. Gulyaev and P. O. Shatsky “Abstained.”Approved by a majority of votes.6. Approval of an agreement for the purchase and sale of 25% + 1 share inOAO Bureyagesstroy between JSC IDGC Holding and JSC RusHydro, which is arelated party transaction.IT WAS RESOLVED AS FOLLOWS:6.1. The value of shares in OAO Bureyagesstroy that are transferred by JSCIDGC Holding under an agreement to be entered into by and between JSC IDGCHolding and JSC RusHydro shall be two hundred million (200,000,000) rubles.6.2. The related party transaction, namely the agreement for the purchaseand sale of shares in OAO Bureyagesstroy (hereinafter, the “Agreement”), shall beapproved subject to the following terms and conditions:- Parties to t he A greement: JSC ID GC H olding (“Seller”) and JSCRusHydro (“Buyer”).- Subject matter o f t he A greement: the S eller a grees t o t ransfer t o t heownership of the Buyer, and the Buyer agrees to accept and pay for 25% + 1 sharein OAO Bureyagesstroy, namely two thousand, two hundred fifty-one ( 2,251)shares, in accordance with the terms and conditions of the Agreement.- Total price of the Agreement: two hundred million (200,000,000) rubles.

8- Payment procedure (period) for shares: cash, before the transfer of title toshares, b ut no t l ater t han 1 0 bus iness da ys a fter t he da te of e xecution o f t hepurchase and sale agreement.V. M. Kravchenko, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”V. A. Gulyaev and P. O. Shatsky “Abstained.”S. I. Shmatko an d V . V. Kudryavy, de emed t o be r elated pa rties t o t hetransaction, and N . N. Shvets, fa iling to be a n independent di rector, did notparticipate in the voting.Approved by a m ajority of v otes of i ndependent di rectors w ho w ere no trelated parties to the transaction.7. JSC ID GC H olding’s t ransferring title to 2 5% + 1 sha re i n O AOChirkeygesstroy.IT WAS RESOLVED AS FOLLOWS:The transfer of title to 25% + 1 share in OAO Chirkeygesstroy held by JSCIDGC Holding shall be approved subject to the following terms and conditions:- category, type, par value, and quantity of transferred shares: 166,460,049registered ordinary shares, each with a par value of 0.5 ruble;- method for t ransferring t itle t o s hares: through entering i nto a purchaseand sale agreement;- buyer: JSC RusHydro;- selling price: seventy million (70,000.000) rubles;- payment procedure (period) for shares: cash, before the transfer of title toshares, b ut no t l ater t han 1 0 bus iness da ys a fter t he da te of e xecution o f t hepurchase and sale agreement.S. I. Shmatko, N. N. Shvets, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”V. A. Gulyaev and P. O. Shatsky “Abstained.”Approved by a majority of votes.8. Approval of an agreement for the purchase and sale of 25% + 1 share inOAO Chirkeygesstroy between JSC IDGC Holding and JSC RusHydro, which is arelated party transaction.IT WAS RESOLVED AS FOLLOWS:8.1. The va lue of s hares i n OAO Chirkeygesstroy that ar e t ransferred byJSC I DGC H olding und er a n ag reement t o b e en tered i nto by an d b etween JSCIDGC Holding and JSC RusHydro shall be seventy million (70,000.000) rubles.

98.2. The related party transaction, namely the agreement for the purchaseand sale of shares in OAO Chirkeygesstroy (hereinafter, the “Agreement”), shall beapproved subject to the following terms and conditions:- Parties to t he A greement: JSC ID GC H olding (“Seller”) and JSCRusHydro (“Buyer”).- Subject matter o f t he A greement: the S eller a grees t o t ransfer t o t heownership of the Buyer, and the Buyer agrees to accept and pay for 25% + 1 sharein OAO Chirkeygesstroy, namely one hundred sixty-six million, four hundred sixtythousand, fo rty-nine ( 166,460,049) shares, in acco rdance with t he t erms andconditions of the Agreement.- Total price of the Agreement: seventy million (70,000.000) rubles.- Payment procedure (period) for shares: cash, before the transfer of title toshares, b ut no t l ater t han 1 0 bus iness da ys a fter t he da te of e xecution o f t hepurchase and sale agreement.V. M. Kravchenko, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”V. A. Gulyaev and P. O. Shatsky “Abstained.”S. I. Shmatko an d V . V. Kudryavy, de emed t o be r elated pa rties t o t hetransaction, and N . N. Shvets, fa iling to be a n independent di rector, did notparticipate in the voting.Approved by a m ajority of v otes of i ndependent di rectors w ho w ere no trelated parties to the transaction.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsAugust 18, 2010 No. 41MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky.Agenda:1. Defining of the position of JSC IDGC Holding (representatives of J SCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals “Tentative approval of t he Company’s entering into atransaction a ssociated with t ransferring t itle t o t he real property that i sconstruction-in-progress fa cilities i ntended fo r use ot her than the generation,transmission, dispatching, and distribution of electricity and heat.”2. Defining of the position of JSC IDGC Holding (representatives of J SCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals “Termination of OAO IDGC of the Urals’s holding astake in OAO Second Generation Company of the Wholesale Electricity Market,OAO Territorial G eneration Company N o. 9 , JSC Federal G rid C ompany ofUnified Energy System, and OAO Sverdlovenergosbyt.”3. Defining of the position of JSC IDGC Holding (representatives of J SCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of Siberia “Tentative approval of OAO IDGC of Siberia’s enteringinto a transaction associated w ith t ransferring title to the pr operty t hat i s capital

2assets a nd construction-in-progress fa cilities i ntended for t he ge neration,transmission, dispatching, and distribution of electricity and heat.”4. Approval of t he A greement to Pro vide Fu nds fo r t he C onstruction ofFacilities Specified i n t he Program o f t he Construction o f O lympic G ames Sitesand t he D evelopment of S ochi as a Mountain C limate Resort Approved byResolution of the Government of the Russian Federation No. 991 of December 29,2007, b etween JSC ID GC Holding and OAO Kubanenergo, w hich is a relatedparty transaction.5. Defining of the position of JSC IDGC Holding (representatives of J SCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO Tomsk D istribution C ompany “The Co mpany’s membership inENERGOSTROY Nonprofit Partnership.”6. JSC I DGC Holding’s membership in the I talian-Russian Chamber ofCommerce.7. Performance r eport of the Co mpany’s Management Board for t he 2ndquarter of 2010 and the action plan for the 3rd quarter of 2010.8. Issues related to the committees of the Board of Directors of JSC IDGCHolding:8.1. Election of the C hairman of the Audit Committee of the Board ofDirectors of JSC IDGC Holding;8.2. Approval o f the members o f t he Audit Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding;8.3. Election o f the Ch airman of t he N omination and Remu nerationCommittee of the Board of Directors of JSC IDGC Holding;8.4. Approval of the m embers of the N omination and RemunerationCommittee of the Board of Directors of JSC IDGC Holding;8.5. Election of the Chairman of the Valuation Committee of t he Board ofDirectors of JSC IDGC Holding;8.6. Approval of the members of the Valuation Committee of the Board ofDirectors of JSC IDGC Holding;8.7. Election of the Chairman of the Strategy Committee of the Board ofDirectors of JSC IDGC Holding;8.8. Approval of the members of the Strategy Committee of the Board ofDirectors of JSC IDGC Holding.1. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals “Tentative approval of t he Company’s entering into atransaction a ssociated with t ransferring t itle t o t he re al p roperty t hat isconstruction-in-progress fa cilities i ntended fo r use ot her than the generation,transmission, dispatching, and distribution of electricity and heat.”IT WAS RESOLVED AS FOLLOWS:

3Concerning the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals “Tentative approval of t he Company’s entering into atransaction a ssociated with t ransferring t itle t o t he re al p roperty t hat isconstruction-in-progress fa cilities i ntended fo r use ot her than the generation,transmission, dispatching, and distribution of electricity and heat,” representativesof JSC IDGC Holding shall be instructed to vote “For” the approval o f t heCompany’s e ntering i nto a t ransaction a ssociated w ith t ransferring t itle t o t heproperty subject to the following terms and conditions:- subject matter of the transaction: construction-in-progress facility. Letterdesignation: V. Actual construction completion: 58%. Address (location):Sverdlovsk Region, Reftinsky, ul. Molodyozhnaya, 2 A (5,000-seat grandstand);- book value of t he transferred property as of April 1, 2010: five million,one hundred twenty-six thousand, eight hundred nine (5,126,809.00) rubles;- method for transferring title to the property: transfer of property withoutcompensation t o t he m unicipal ow nership of t he R eftinsky c ity d istrict of t heSverdlovsk Region under an agreement and acceptance certificate.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals “Termination of OAO IDGC of the Urals’s holding astake in OAO Second Generation Company of the Wholesale Electricity Market,OAO T erritorial G eneration Company N o. 9, JSC Federal G rid C ompany ofUnified Energy System, and OAO Sverdlovenergosbyt.”IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Urals “Termination of OAO IDGC of the Urals’s holding astake in OAO Second Generation Company of the Wholesale Electricity Market,OAO T erritorial G eneration Company N o. 9, JSC Federal G rid C ompany ofUnified E nergy Sy stem, a nd O AO Sve rdlovenergosbyt,” representatives of JSCIDGC Holding on the Board o f Directors of OAO IDGC of the Urals shall beinstructed to vote “For” the following decision:2.1. The termination of OAO IDGC of the Urals’s holding a stake in OAOSecond Generation Company of the Wholesale Electricity Market, OAO TerritorialGeneration Company N o. 9 (OAO OGK-2) through a sa le sha ll be a pprovedsubject to the following terms and conditions:- category, t ype, and par value of transferred shares: uncertificatedregistered ordinary shares, State Registration Number 1-02-65105-D, par value ofone share: 0.3627 ruble;

4- quantity of the sha res held by OAO IDGC of t he U rals (stake in t heauthorized cap ital): one h undred ei ghty-five thousand, fi ve hundred ni nety-five(185,595) shares, or 0.00057% of the authorized capital;- par v alue of t he s take: sixty-seven t housand, t hree h undred fi fteen(67,315) rubles and 31 kopecks;- book value of t he stake as of December 31, 2009: one hundred seventythousand, three hundred seventy-six (170,376) rubles and 21 kopecks;- selling price: at the price resulting from MICEX Stock Exchange tradingas at the transaction date, but not lower than the book value of the shares accordingto t he C ompany’s accounting st atements a s a t t he latest r eporting d ate an d notlower t han t he w eighted a verage pri ce of t he s hares a ccording t o the r esults ofMICEX Stock Exchange trading for a period of 3 months preceding the transactiondate;- selling p rocedure: in t he pr ocess of MICEX St ock E xchange tradingthrough a securities broker.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.2. The termination of OAO IDGC of the Urals’s holding a stake in OAOTerritorial Generation Company N o. 9 (OAO TGK-9) through a sale shall beapproved subject to the following terms and conditions:- category, t ype, and par value of transferred shares: uncertificatedregistered ordinary shares, State Registration Number 1-01-56741-D, par value ofone share: 0.003 ruble;- quantity of the sha res held by OAO IDGC of t he U rals (stake in t heauthorized capital): three hundred twenty-five million, two hundred seventy-seventhousand, f our hun dred (325,277,400) shares, or 0.00415% of t he a uthorizedcapital;- par value of the stake: nine hundred seventy-five thousand, eight hundredthirty-two (975,832) rubles and 20 kopecks;- book value of the stake as of December 31, 2009: nine hundred seventyfivethousand, eight hundred thirty-two (975,832) rubles and 20 kopecks;- selling price: at the price resulting from MICEX Stock Exchange tradingas at the transaction date, but not lower than the book value of the shares accordingto t he C ompany’s accounting st atements a s a t t he l atest re porting da te a nd n otlower t han t he w eighted a verage pri ce of t he s hares a ccording t o the r esults ofMICEX Stock Exchange trading for a period of 3 months preceding the transactiondate;- selling p rocedure: in t he pr ocess of MICEX St ock E xchange t radingthrough a securities broker.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,

5S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.3. The termination of OAO IDGC of the Urals’s holding a stake in OAOFederal Grid Company of Unified Energy System (JSC FGC UES) through a s aleshall be approved subject to the following terms and conditions:- category, t ype, and par value of transferred shares: uncertificatedregistered ordinary shares, State Registration Number 1-01-65018-D, par value ofone share: 0.50 ruble;- quantity of the sha res held by OAO IDGC of t he U rals (stake in t heauthorized cap ital): six hu ndred t wenty-four t housand, ni ne ( 624,009) shares, or0.000050 % of the authorized capital;- par value of t he st ake: three hun dred t welve t housand, f our ( 312,004)rubles and 50 kopecks;- book value of the stake as of December 31, 2009: one hundred ninetyninethousand, fifty-eight (199,058) rubles and 87 kopecks;- selling price: at the price resulting from MICEX Stock Exchange tradingas at the transaction date, but not lower than the book value of the shares accordingto t he C ompany’s accounting st atements a s a t t he l atest re porting da te a nd n otlower t han t he w eighted a verage pri ce of t he s hares a ccording t o the r esults ofMICEX Stock Exchange trading for a period of 3 months preceding the transactiondate;- selling p rocedure: in t he pr ocess of MICEX St ock E xchange t radingthrough a securities broker.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.4. The termination of OAO IDGC of the Urals’s holding a stake in OAOSverdlovenergosbyt through a sale shall be approved subject to the following termsand conditions:- category, type, and par value of transferred shares:- uncertificated registered ordinary shares, State Registration Number 1-01-55080-E, par value of one share: 0.0086 ruble;- uncertificated registered preference shares, State Registration Number 2-01-55080-E, par value of one share: 0.0086 ruble;- quantity of the sha res held by OAO IDGC of t he U rals (stake in t heauthorized capital): 121,240 shares, including:twenty-one thousand, two hundred forty (21,240) ordinary shares;one hundred thousand (100,000) preference shares, ora total of 0.0174% of the authorized capital;- par va lue of the s take: one t housand, f orty-two ( 1,042) rubles and 66

6kopecks;- book value of the stake as of December 31, 2009: ninety-three thousand,six hundred ninety-two (93,692) rubles and 84 kopecks, including:thirty-three thousand, s even h undred ninety-two ( 33,792) rubles and84 kopecks of ordinary shares;fifty-nine thousand, nine hundred (59,900) rubles of preference shares;- selling price: at the price resulting from MICEX Stock Exchange tradingas at the transaction date, but not lower than the book value of the shares accordingto t he C ompany’s accounting st atements a s a t t he l atest r eporting d ate an d notlower t han t he w eighted a verage pri ce of t he s hares a ccording t o the r esults ofMICEX Stock Exchange trading for a period of 3 months preceding the transactiondate;- selling p rocedure: in t he pr ocess of MICEX St ock E xchange t radingthrough a securities broker.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.3. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of Siberia “Tentative approval of OAO IDGC of Siberia’s enteringinto a transaction associated w ith t ransferring title to the pr operty t hat i s capitalassets and c onstruction-in-progress fa cilities i ntended f or the generation,transmission, dispatching, and distribution of electricity and heat.”IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of Siberia “Tentative approval of OAO IDGC of Siberia’s enteringinto a transaction associated w ith t ransferring title to the pr operty t hat is capi talassets and c onstruction-in-progress fa cilities i ntended f or the generation,transmission, dispatching, and distribution of electricity and heat,” representativesof JSC IDGC Holding shall be instructed to vote “For” the approval of OAO IDGCof Siberia’s entering i nto a t ransaction a ssociated w ith transferring t itle t o theproperty that i s c apital a ssets a nd c onstruction-in-progress facilities i ntended f orthe generation, t ransmission, di spatching, a nd d istribution o f e lectricity and heatsubject to the following terms and conditions:• Composition of the transferred property:Real property items:- Incomplete Sayanogorsk–Askiz 220 kV overhead t ransmission l ineD59/60, designated purpose: not spe cified, construction c ompletion: 20%,inventory number: 178-26-KN1-S, letter designation: L, location address: Republicof Khakassia, Beya District, from the Beya 220 kV substation to the Askiz-2 220

7kV substation, lit. L;- Incomplete Askiz-2 22 0/35/10 k V substation, building ar ea: 1,317.6square meters, construction completion: 83%, inventory number: 3-2-1 NNZ, letterdesignation: V, location address: Republic of Khakassia, Askiz District, Askiz, ul.Karayeva, 6, lit. V, including:- substation control center building, lit. 1, square: 808.6 square meters;- 10 kV indoor switchgear building, lit. 2, square: 252 square meters;- automobile access road, lit. 8, length: 330 meters;- cold water supply and sewerage networks, lit. 6, length: 87.2 meters;- fire water supply line with water tanks, lit. 5, length: 245 meters;- transformer center, lit. 3, square: 257 square meters;- 35 kV outdoor switchgear framework, lit. 4, square: 3,205.2 squaremeters;- branch l ines of the 220 kV overhead t ransmission l ine t o thesubstation, lit. 7, length: 400 meters;- 220 kV overhead t ransmission line D59/60, designated pu rpose:industrial, length: 31,330 meters, inventory num ber: 3795, letter de signation: V,location a ddress: Republic o f Khakassia, B eya D istrict, from t he O znachennoye-500 substation to the Beya 220/35/10 kV substation;Movable property item:- TDTN-40000/220/35/10 transformer, inventory number: K000003481;• Total book value of the transferred property as at June 30, 2010: fortyfourm illion, e ight hu ndred e ighty-nine t housand, ei ght hu ndred sev enty-seven(44,889,877) rubles and 95 kopecks;• Method for transferring t itle t o t he p roperty: through en tering into apurchase and sale agreement;• Buyer: JSC FGC UES;• Total market value of t he transferred property as determined by anindependent appraiser, T op-Audit A uditing a nd C onsulting Firm LLC, Moscow(Report No. 89/09): five hundred six million (506,000,000) rubles and 00 kopecks,exclusive of VAT;• Selling price: equal to the market value of the transferred property;• Payment procedure (period) for t he transferred property: cash, beforethe transfer of title to the property, within five (5) calendar days after the date ofexecution by the parties of the purchase and sale agreement, by bank transfer bythe Buyer into the Seller’s settlement account.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.

84. Approval of t he A greement to P rovide Funds for t he Construction ofFacilities Specified i n t he P rogram o f t he Construction o f O lympic G ames Sitesand t he D evelopment of S ochi as a Mountain C limate Resort Approved b yResolution of the Government of the Russian Federation No. 991 of December 29,2007, be tween JSC ID GC Holding a nd O AO K ubanenergo, w hich is a relatedparty transaction.IT WAS RESOLVED AS FOLLOWS:The Agreement t o Pr ovide Funds fo r t he C onstruction of Fa cilitiesSpecified i n t he P rogram of t he C onstruction of O lympic G ames Si tes a nd t heDevelopment of Sochi as a Mountain Climate Resort Approved by Resolution ofthe Government o f t he R ussian Federation No. 991 of D ecember 29, 20 07(hereinafter, t he “ Agreement”), which i s a re lated pa rty t ransaction, sha ll beapproved subject to the following terms and conditions:Parties t o the Agreement: OAO Kubanenergo (“Kubanenergo”) and JSCIDGC Holding (“IDGC Holding”).Subject mat ter of t he Agreement: the Pa rties a gree t o t ake m easures t ofinance the construction and rehabilitation of facilities specified in the Program ofthe Construction of O lympic G ames Si tes a nd t he Development of S ochi a s aMountain Climate Resort Approved by Resolution of the Government of theRussian Federation No. 991 of December 29, 2007, out of the funds contributed tothe authorized capital of IDGC Holding from the federal budget.Term of the Agreement: the Agreement becomes effective as of its signingby both Pa rties a nd remains i n fo rce un til t he Pa rties pe rform their re spectiveobligations thereunder.S. I. Shmatko, S. R. Borisov, V. A. Gulyaev, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”V. M. Kravchenko, de emed t o b e a r elated p arty t o the t ransaction, andN. N. Shvets, deemed to be a related party to the transaction and failing to be anindependent director, did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.5. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO T omsk D istribution C ompany “The C ompany’s m embership i nENERGOSTROY Nonprofit Partnership.”IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO T omsk D istribution C ompany “The C ompany’s m embership i nENERGOSTROY Nonprofit Pa rtnership,” re presentatives of JSC ID GC Holdingshall be instructed to vote “For” the following decision:

9“The C ompany’s membership i n ENERGOSTROY Nonprofit P artnershipshall be approved subject to the following new material terms and conditions:- admission fee: two hundred fifty thousand (250,000) rubles;- compensation fund fee: three hundred thousand (300,000) rubles;- monthly membership fee: as specified in the Regulations for the Amountsand Payment Procedure of A dmission and M embership F ees Pay able t oENERGOSTROY Nonprofit Partnership in 2010 approved by the decision of theGeneral Meeting of Members of ENERGOSTROY Nonprofit Partnership;- fee payment method: cash;- fee payment p rocedure: as de termined by the General M eeting ofMembers of ENERGOSTROY Nonprofit Partnership;- the amounts, fee payment method, and fee payment dates are determinedby the General Meeting of Members of ENERGOSTROY Nonprofit Partnership.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.6. JSC ID GC H olding’s m embership in t he It alian-Russian C hamber ofCommerce.IT WAS RESOLVED AS FOLLOWS:JSC ID GC H olding’s membership in t he It alian-Russian Chamber o fCommerce shall be approved subject to the following terms and conditions:- annual memb ership f ee amo unt an d p ayment met hod: two t housand(2,000) e uros i n rub les at t he Ban k of Rus sia’s ex change rate as of t he paymentdate;- annual membership fee payment procedure: within ten (10) banking daysafter the execution of the agreement between the Italian-Russian Ch amber ofCommerce and JSC IDGC Holding;- the amounts of annual membership fees are d etermined by the SteeringCommittee of the Italian-Russian Chamber of Commerce.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, S. V. Maslov, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted“For.”G. P. Kutovoy voted “Against.”S. Remes “Abstained.”Approved by a majority of votes.7. Performance r eport of t he Co mpany’s Management Board fo r t he 2ndquarter of 2010 and the action plan for the 3rd quarter of 2010.

10IT WAS RESOLVED AS FOLLOWS:7.1. Note sha ll be t aken o f t he pe rformance re port of t he C ompany’sManagement Board for the 2nd quarter of 2010 (Appendix 1).7.2. The action pl an of t he Company’s M anagement Boar d for the 3rdquarter of 2010 shall be approved (Appendix 2).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.8. Issues related to the committees of the Board of Directors of JSC IDGCHolding.8.1. Election of t he C hairman o f t he A udit C ommittee of t he B oard ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Seppo J uha Remes , a memb er of t he B oard of D irectors o f JS C ID GCHolding, shall be elected as the Chairman of the Audit Committee of the Board ofDirectors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.8.2. Approval of the m embers o f the Audit C ommittee o f t he B oard ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:The fo llowing pe rsons sha ll be a pproved a s t he m embers o f t he AuditCommittee of the Board of Directors of JSC IDGC Holding, composed of three (3)people who a re m embers of the Company’s Board of Directors other than theCompany’s sole executive b ody and/or memb ers of t he C ompany’s collegialexecutive body:- Seppo Juha Remes as the Chairman of the Committee;- Sergey Renatovich Borisov as a member of the Committee;- Valery Alekseyevich Gulyaev as a member of the Committee.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”

Approved unanimously.118.3. Election of t he C hairman of t he N omination a nd RemunerationCommittee of the Board of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Viktor Vasilyevich Kudryavy, a member of the Board of Directors of JSCIDGC Holding, shall be elected as the Chairman of the Nomination andRemuneration Committee of the Board of Directors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.8.4. Approval of t he m embers of t he N omination and R emunerationCommittee of the Board of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:The following persons shall be approved as the members of the Nominationand Remu neration Committee of t he B oard o f D irectors o f JSC I DGC H olding,composed of t hree ( 3) p eople who ar e memb ers of t he Co mpany’s Bo ard ofDirectors ot her t han t he Company’s sole executive bod y a nd/or members of t heCompany’s collegial executive body:- Viktor Vasilyevich Kudryavy as the Chairman of the Committee;- Igor Vladimirovich Khvalin as a member of the Committee;- Valery Alekseyevich Gulyaev as a member of the Committee.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.8.5. Election of the Chairman of the Valuation Committee of the Board ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Sergey Vladimirovich Maslov, a member of the Board of Directors of JSCIDGC Holding, shall be elected as the Chairman of the Valuation Committee of theBoard of Directors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”S. V. Maslov “Abstained.”

12Approved by a majority of votes.8.6. Approval of the members of the Valuation Committee of the Board ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:The following persons shall be approved as the members of the ValuationCommittee of the Board of Directors of J SC IDGC Holding, composed of twelve(12) people:Sergey Vladimirovich Maslov as the Chairman of the Committee.Members of the Committee:- Anna Alekseyevna Balaeva;- Pyotr Petrovich Kozin;- Aleksey Yurievich Perepyolkin;- Yelena Vladimirovna Petrovskaya;- Seppo Juha Remes;- Ivan Vyacheslavovich Savelyev;- Aleksey Valeryevich Sannikov;- Aleksey Albertovich Sukhov;- Svetlana Alekseyevna Tabakova;- Vladimir Vitalyevich Tatsiy;- Marina Alekseyevna Fedotova.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.8.7. Election of the Chairman of the Strategy Committee of t he Board ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Vyacheslav Mikhailovich Kravchenko, a member of the Board of Directorsof JSC IDGC Holding, shall be elected as the Chairman of the Strategy Committeeof the Board of Directors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted“For.”V. V. Kudryavy voted “Against.”Approved by a majority of votes.8.8. Approval of the members of the Strategy Committee of the Board ofDirectors of JSC IDGC Holding.

13IT WAS RESOLVED AS FOLLOWS:The f ollowing p ersons s hall be ap proved as t he memb ers of the StrategyCommittee of the Board of Directors of JSC IDGC Holding, composed of fourteen(14) people:- Vyacheslav Mikhailovich Kravchenko;- Viktor Vladimirovich Klimov;- Valery Alekseyevich Gulyaev;- Seppo Juha Remes;- Sergey Vladimirovich Serebryannikov;- Vladimir Vitalyevich Tatsiy;- Igor Vladimirovich Khvalin;- Nikolay Grigoryevich Shulginov;- Mikhail Yuryevich Kurbatov;- Vasily Vladislavovich Nikonov;- Maria Gannadyevna Tikhonova;- Pavel Viktorovich Shpilevoy;- Vladimir Aleksandrovich Shkatov;- Aleksey Vladimirovich Demidov.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsSeptember 7, 2010 No. 42MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky.Agenda:1. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC H olding) on t he i tems on t he a gendas of t he G eneral M eeting ofShareholders and meetings of the Board of Directors of OAO Kubanenergo.1. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC H olding) on t he i tems on t he a gendas of t he G eneral M eeting ofShareholders and meetings of the Board of Directors of OAO Kubanenergo.IT WAS RESOLVED AS FOLLOWS:1.1. Concerning t he item o n the agenda of the meeting of the Board ofDirectors of O AO Kubanenergo “Agenda of the General Meeting of Shareholdersof the Company,” representatives of JSC IDGC Holding shall be instructed to vote“For” the inclusion of the following items on the agenda of the General Meeting ofShareholders of OAO Kubanenergo:

2- Determination o f t he qua ntity, pa r va lue, and categories (t ypes) ofauthorized shares in OAO Kubanenergo and rights attaching thereto;- Increase in the authorized capital of OAO Kubanenergo by means of theplacement of additional shares;- Approval of amendments and supplements to the Articles of Associationof OAO K ubanenergo in connection with the i nclusion of provisions related toauthorized shares;- Approval of the Auditor of the Company.1.2. Concerning t he i tem “Determination of the quantity, par value, andcategories (types) of authorized shares in OAO Kubanenergo and rights attachingthereto,” representatives of JSC ID GC H olding at t he General M eeting o fShareholders of OAO Kubanenergo shall be instructed to vote “For” the followingdecision:1.2.1. The maximum q uantity o f authorized s hares in O AO K ubanenergoshall be four hundred million (400,000,000) registered ordinary shares, each with apar va lue of one hu ndred ( 100) rubles, in th e t otal amount of forty b illion(40,000,000,000) rubles.1.2.2. The re gistered ordinary shares a uthorized b y O AO K ubanenergoshall grant their holders the rights provided for in paragraph 6.2 of the Articles ofAssociation of OAO Kubanenergo.1.3. Concerning t he item “Increase i n t he a uthorized c apital o f OAOKubanenergo by means of the placement of additional shares,” representatives ofJSC IDGC Holding at the General Meeting of Shareholders of OAO Kubanenergoshall be instructed to vote “For” the following decision:The authorized capital of OAO Kubanenergo shall be increased by meansof t he p lacement of thirty-one mi llion, s even hu ndred t hirty-two t housand, ni nehundred thirteen (31,732,913) additional registered ordinary shares, each with a parvalue of one hundred (100) rubles, in the total amount of three billion, one hundredseven-three million, two hu ndred n inety-one t housand, t hree hundred(3,173,291,300) rubles.Placement method: public offering.Offering price (including with respect to the persons included on the list ofthe persons having the preemptive right to acquire placed additional shares) of oneadditional o rdinary s hare: one hu ndred e ighty-four ( 184) rubles and n inety-two(92) kopecks.Price: determined on the basis of the w eighted a verage pr ice of ordinaryshares in OAO K ubanenergo resulting from M ICEX St ock Exchange t rading forthe period from May 27, 2010, to and including August 27, 2010.Payment met hod: payment f or additional ordinary shares i n O AOKubanenergo shall be made in cash in Russian rubles by bank transfer into OAOKubanenergo’s settlement account.

3S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsSeptember 8, 2010 No. 43MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky.Agenda:1. Approval of the Regulations for Dividend Policy of JSC IDGC Holding.2. Issues related to the committees of the Board of Directors of JSC IDGCHolding:2.1. Review of the report of the Audit Committee of the Board of Directorsof JSC IDGC Holding.2.2. Approval of a re stated ve rsion of t he R egulations f or t he A uditCommittee of the Board of Directors of JSC IDGC Holding.2.3. Review of t he r eport of t he V aluation Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding.2.4. Approval of a restated v ersion o f the Regulations for t he V aluationCommittee of the Board of Directors of JSC IDGC Holding and the approval of theexpense budget of t he Valuation C ommittee o f t he B oard of D irectors o f JSCIDGC Holding for the second half of 2010.2.5. Review of the report of the Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC Holding.2.6. Approval of a restated version of the Regulations for the Nominationand Remuneration Committee of the Board of Directors of JSC IDGC Holding.

22.7. Formation of t he Investment Committee of the Board of Directors ofJSC IDGC Holding.2.8. Additional m embers o f t he Valuation Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding.3. Amendments to the decision adopted by the Board of Directors of J SCIDGC Holding on August 16, 2010, (Minutes No. 40) concerning “Amendments tothe decision adopted by the Board of Directors of JSC IDGC Holding on March 4,2010, (Minutes No. 28) concerning ‘JSC IDGC Holding’s transferring title to 25%+ 1 share in OAO Bureyagesstroy’.”4. Amendments to the decision adopted by the Board of Directors of J SCIDGC H olding o n A ugust 16, 2010, (M inutes N o. 40 ) c oncerning “JSC ID GCHolding’s transferring title to 25% + 1 share in OAO Chirkeygesstroy.”5. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the items on the agendas of meetings of the boards of directorsof subsidiaries and dependent companies of JSC IDGC Holding.6. Review of t he report of the Director General of JSC IDGC Holding onthe implementation o f t he m easures t o e nhance the co unterterrorism andcountersabotage security of electrical facilities of IDGC Holding’s subsidiaries anddependent companies.1. Approval of the Regulations for Dividend Policy of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:The R egulations f or Dividend P olicy of JSC ID GC Holding shall beapproved (Appendix 1).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”S. Remes “Abstained.”Approved by a majority of votes.2. Issues related to the committees of the Board of Directors of JSC IDGCHolding.2.1. Review of the report of the Audit Committee of the Board of Directorsof JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Note shall be taken of the report of the Audit Committee of t he Board ofDirectors of J SC IDGC Holding for the per iod f rom O ctober 2009 to J une 2010(Appendix 2).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,

3S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.2. Approval of a re stated ve rsion of the Regulations f or t he A uditCommittee of the Board of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:A restated version of the Regulations for the Audit Committee of the Boardof Directors of JSC IDGC Holding shall be approved (Appendix 3).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.3. Review of t he r eport of t he V aluation C ommittee o f t he B oard ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Note shall be taken of the report of the Valuation Committee of t he Boardof D irectors o f J SC ID GC H olding f or the pe riod f rom July 2009 to J une 2010(Appendix 4).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.4. Approval of a re stated v ersion of t he R egulations for the ValuationCommittee of the Board of Directors of JSC IDGC Holding and the approval of theexpense budget of t he Valuation C ommittee o f t he B oard of D irectors o f JSCIDGC Holding for the second half of 2010.IT WAS RESOLVED AS FOLLOWS:2.4.1. A restated version of the Regulations for the Valuation Committee ofthe Board of Directors of JSC IDGC Holding shall be approved (Appendix 5) andshall be retroactively effective as of July 1, 2010.2.4.2. The expense budget of the V aluation Committee of the Board ofDirectors of JSC IDGC Holding shall be approved in the amount of eight hundredtwenty-one thousand, s even h undred seventy-one ( 821,771) rubles for t he p eriodfrom July 1, 2010, to December 31, 2010 (Appendix 6).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”

Approved unanimously.42.5. Review of the report of the Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Note sha ll be t aken of the re port of the Nomination a nd RemunerationCommittee of t he Board o f D irectors of J SC ID GC H olding for t he p eriod fr omJune 2009 to June 2010 (Appendix 7).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.6. Approval of a restated version of the Regulations for the Nominationand Remuneration Committee of the Board of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:A restated version of the Regulations for the Nomination and RemunerationCommittee of t he B oard of D irectors of JSC IDGC H olding shall be ap proved(Appendix 8).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.7. Formation of the Investment Committee of the Board of Directors ofJSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:2.7.1. The Investment Committee of the Board of Directors of JSC IDGCHolding shall be formed.2.7.2. It shall be proposed that the members of the Board of Directors ofJSC IDGC Holding submit within two weeks to the Director General of JSC IDGCHolding their proposals for nominees for election to the Investment Committee ofthe Board of Directors of JSC IDGC Holding.2.7.3. Director G eneral of JSC ID GC H olding N. N. Shvets shall beinstructed to prepare and submit to the next meeting of the Board of Directors ofJSC IDGC Holding:- a list of nominees for the Investment Committee of the Board of Directorsof JSC IDGC Holding, including the nominee for the Chairman of the InvestmentCommittee;

5- a draft of t he Regulations for the Investment Committee of the Board ofDirectors.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2.8. Additional members of the Valuation Committee of the Board ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Vasily N ikolayevich T itov, a m ember of t he B oard of D irectors of J SCIDGC H olding a nd F irst Deputy President – First D eputy Chairman of t heManagement Bo ard of VTB Bank (O AO), sha ll be i ncluded i n t he ValuationCommittee of the Board of Directors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.3. Amendments to the decision adopted by the Board of Directors of JSCIDGC Holding on August 16, 2010, (Minutes No. 40) concerning “Amendments tothe decision adopted by the Board of Directors of JSC IDGC Holding on March 4,2010, (Minutes No. 28) concerning ‘JSC IDGC Holding’s transferring title to 25%+ 1 share in OAO Bureyagesstroy’.”IT WAS RESOLVED AS FOLLOWS:The decision adopted by the Board of Directors of JSC IDGC Holding onAugust 1 6, 2010, (M inutes N o. 4 0) c oncerning “ Amendments to the de cisionadopted by the B oard of Directors of JSC ID GC H olding o n M arch 4, 20 10,(Minutes No. 28) concerning ‘JSC IDGC Holding’s transferring title to 25% + 1share in OAO Bureyagesstroy’” shall be amended by replacing JSC RusHydro, asthe buyer of the shares, with OAO Hydroinvest.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.4. Amendments to the decision adopted by the Board of Directors of JSCIDGC H olding o n A ugust 16, 2010, (M inutes N o. 40 ) c oncerning “ JSC IDGCHolding’s transferring title to 25% + 1 share in OAO Chirkeygesstroy.”

6IT WAS RESOLVED AS FOLLOWS:The decision adopted by the Board of Directors of JSC IDGC Holding onAugust 16, 2010, (Minutes No. 40) concerning “JSC IDGC Holding’s transferringtitle to 25% + 1 share i n O AO C hirkeygesstroy” shall be amended by re placingJSC RusHydro, as the buyer of the shares, with OAO Hydroinvest.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.5. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the items on the agendas of meetings of the boards of directorsof subsidiaries and dependent companies of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:Concerning the items on the agendas of meetings of the Boards of Directorsof OAO I DGC o f the C enter, OAO I DGC o f the N orthwest, OAO I DGC o f theCenter and Volga Region, OAO Tomsk Distribution Company, OAO IDGC of theVolga, OAO IDGC of the Urals, OAO IDGC of Siberia, OAO IDGC of the South,OAO IDGC of the North Caucasus, OAO Tyumenenergo, OAO Lenenergo, OAOYantarenergo, OAO Kubanenergo, and OAO M oscow U nited Po wer G ridCompany “The Co mpany’s membership i n The U nion of E nergy A uditors a ndEnergy Ser vice Comp anies Non-Profit Pa rtnership, representatives o f J SC I DGCHolding shall be instructed to vote “For” the Company’s membership in The Unionof E nergy A uditors a nd Energy Service C ompanies N on-Profit P artnership(hereinafter, the “Partnership”) subject to the following terms and conditions:- admission fee: fifty thousand (50,000) rubles;- quarterly membership fee: thirty thousand (30,000) rubles;- compensation fund fee: twelve thousand (12,000) rubles;- fee payment method: cash;- fee payment procedure:- the admission fee a nd the c ompensation fund fee shall be pa id i n fu llwithin ten (10) banking bays after the Management Board approves the decision toadmit the applicant into the Partnership;- the quarterly membership fee shall be paid by the members of thePartnership before the fifth (5th) day of the month immediately following the lastmonth of the latest quarter;- the amo unts and f ee payment met hod are de termined by the G eneralMeeting of Members of the Partnership.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”

Approved unanimously.76. Review of the report of the Director General of JSC IDGC Holding onthe implementation o f t he m easures t o e nhance t he co unterterrorism an dcountersabotage security of electrical facilities of IDGC Holding’s subsidiaries anddependent companies.IT WAS RESOLVED AS FOLLOWS:6.1. Note shall be taken of the report of the Director General of JSC IDGCHolding on t he i mplementation of t he meas ures t o e nhance t he cou nterterrorismand countersabotage security of electrical facilities of IDGC Holding’s subsidiariesand dependent companies (Appendix 9).6.2. Director General of JSC IDGC Holding N. N. Shvets shall:6.2.1. As pa rt of t he i mplementation of Instructions of t he D eputyChairman of the Government of the Russian Federation No. IS-P9-26pr of July 21-22, 20 10, and No. IS -P9-27pr of Jul y 23 , 20 10, within one m onth after thisdecision i s app roved, cause t he b oards o f directors of J SC IDGC Holdingcontrolledsubsidiaries and dependent companies to address the issue of approvingthe top-priority act ion p lans a imed at en hancing t he co unterterrorism andcountersabotage s ecurity o f e lectric gri d fa cilities, s pecifying t he ne cessaryinvestment activities.6.2.2. Submit to the Board of Directors of the Company, a comprehensivereport on the measures taken in 2010 and sch eduled for 2011 in relation t oenhancing the counterterrorism and countersabotage security of electrical facilitiesof IDGC Holding’s subsidiaries and dependent companies.Deadline: prior to or on March 1, 2011.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsSeptember 29, 2010 No. 44MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky.G. P. Kutovoy did not participate in the voting.Agenda:1. Early termination of the powers of a member of the Management Boardof the Company and the election of a member of the Management Board of JSCIDGC Holding.2. Approval of simultaneous occupation by a member of the ManagementBoard of JSC ID GC Holding of po sitions w ith t he m anagement b odies of otherentities.3. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Center.1. Early termination of the powers of a member of the Management Boardof the Company and the election of a member of the Management Board of JSCIDGC Holding.

2IT WAS RESOLVED AS FOLLOWS:1.1. The powers of Pavel Ivanovich Okley, a member of the ManagementBoard of JSC IDGC Holding, shall be terminated earlier.1.2. Mikhail Yuryevich Kurbatov, Deputy Director General of JSC IDGCHolding, shall be elected to the Management Board of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2. Approval of simultaneous occupation by a member of the ManagementBoard of JSC ID GC Holding of po sitions w ith t he m anagement b odies of otherentities.IT WAS RESOLVED AS FOLLOWS:Simultaneous occupation by Mikhail Yuryevich Kurbatov, Deputy DirectorGeneral o f JS C ID GC H olding, of p ositions with t he m anagement bodies of thefollowing entities shall be approved:- SO UPS, JSC (member of the Board of Directors);- Market Council (member of the Supervisory Board);- Federal T ariff S ervice of t he R ussian Fe deration (member of themanagement Board).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.3. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Center.IT WAS RESOLVED AS FOLLOWS:Concerning t he i tem “ The C ompany’s holding a st ake i n OAO YaroslavlCity Electricity Network” on the agenda of the meeting of the Board of D irectorsof OAO IDGC of t he Center, the representatives of JSC IDGC Holding shall beinstructed to vote “For” the approval of the following decision:OAO I DGC o f the Cen ter’s hol ding a st ake in OAO Y aroslavl C ityElectricity Network through the acquisition of four hundred ninety (490) shares, or49% of the authorized capital of OAO Yaroslavl City Electricity Network, shall beapproved subject to the following terms and conditions:

3- acquisition method: through bidding;- seller: Yaroslavl Mayor’s Office;- bid i nviter: Committee for M anagement of Municipal Pro perty of t heYaroslavl Mayor’s Office;- quantity of acquired shares: uncertificated registered ordinary shares (stateregistration number 1-01-13950-А) – four hundred ninety (490) shares, each with apar value of o ne million, o ne h undred seventy-five thousand, eight hundred four(1,175,804) rubles;- acquisition price: not more than four hundred ten million (410,000,000)rubles;- method of payment: cash (in Russian rubles);- payable within: 10 calendar days after the signing of the purchase and saleagreement.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsOctober 8, 2010 No. 45MoscowChairman of the Board of Directors of JSC IDGC Holding S. I. ShmatkoPresent were:- members of the Board of Directors: N. N. Shvets, V. A. Gulyaev,V. V. Kudryavy, G. P. Kutovoy, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, and I. V. Khvalin;- members of t he B oard of D irectors S. V. Maslov, V. N. Titov providedtheir written opinions on the items on the agenda of the meeting;- responsible officers of JSC IDGC Holding:G. F. Binko, A. V. Demidov, A. Yu. Perepyolkin, A. A. Popov,A. V. Sannikov, and A. A. Zakharov;- Department Director of the Ministry of Energy of the Russian FederationM. G. Tikhonova;Secretary of the Board of Directors of JSC IDGC Holding S. I. Kozlov.Of t he 1 5 e lected m embers of t he B oard of D irectors o f JSC ID GCHolding, nine attended the meetingTwo members of the Board of Directors sent their written opinions.The meeting of t he Boar d of D irectors of JS C ID GC H olding h ad aquorum.

2Agenda1. Review of the consolidated investment program of J SC IDGC Holdingfor 2010.2. Review of t he re port on t he i mplementation of t he c onsolidatedinvestment program of JSC IDGC Holding for the first half of 2010.3. Priorities established for JSC IDGC Holding activities: development ofinnovative development programs of JSC IDGC Holding and its subsidiaries anddependent companies.4. Procedures fo r selling noncore as sets of JSC I DGC H olding and JSCIDGC Holding’s subsidiaries and dependent companies.5. Report on JSC IDGC Holding’s financial and economic activities for thefirst half of 2010.1. THE FOLLOWING PERSON WAS HEARD:A. V. SannikovReview of the consolidated investment program of JSC IDGC Holding for2010.THE FOLLOWING PERSONS REPORTED:S. I. Shmatko, N. N. Shvets, V. V. Kudryavy, M. G. Tikhonova,S. V. Serebryannikov, and V. A. GulyaevIT WAS RESOLVED AS FOLLOWS:1.1. The consolidated investment program of JSC IDGC Holding for 2010shall be ap proved as related to what corresponds to the investment programsapproved by constituent entities of the Russian Federation for 2010 (Appendix 1).1.2. Chairman o f the Management Board and D irector G eneral o f JSCIDGC Holding N. N. Shvets shall prepare and refer to the Investment Committeeof the Board of Directors:- the regulation on considering a nd su bmitting for c onsideration by theBoard of Directors of JSC IDGC Holding the consolidated investment program ofJSC IDGC Holding;- the procedure for designing the structure of the consolidated investmentprogram of JSC IDGC Holding;- the form of submitting the consolidated investment program of JSC IDGCHolding for consideration by the Board of Directors of JSC IDGC Holding;- the i ssue r elated to the org anization and ef ficiency e valuation of t heexisting processes for performing construction work and implementing investmentprograms;- a r eport o n t he p rocedure fo r a pproving an d ad justing investmentprograms of IDGC Holding’s subsidiaries and dependent companies by executiveauthorities of constituent entities of the Russian Federation in 2010;

3- proposals for t he enh ancement of the procedures for a pproving andadjusting investment p rograms o f ID GC H olding’s su bsidiaries and dependentcompanies by executive authorities of constituent entities of the RussianFederation.Upon consideration by the Investment Committee of the Board of Directorsof JSC IDGC Holding, proposals shall be submitted for consideration by the Boardof Directors with respect to the issues that need settling.Deadline: November 22, 2010.1.3. Chairman o f the Management Board and D irector G eneral o f JSCIDGC Holding N. N. Shvets shall complete the preparation of and submit forconsideration by an abs entee meet ing of t he B oard of Directors of JS C ID GCHolding the following issues:- Approval of the Regulations for the Investment Committee of the Boardof Directors;- Members of the Investment Committee;- Chairman of the Investment Committee.Deadline: October 15, 2010.1.4. The Working Group on the Enhancement of Energy Conservation andEnergy E fficiency of JSC I DGC H olding shall be fo rmed, c onsisting o f t hefollowing members of the Board of Directors of JSC IDGC Holding:- S. V. Serebryannikov, Rect or, Moscow P ower Engineering I nstitute(Technical University), as the Head of the Working Group;- I. V. Khvalin, Director General, ZAO Volga Engineering Group;- G. P. Kutovoy, Advisor to President on Energy, ZAO OMK.1.4.1. The Working Group shall analyze JSC IDGC Holding’s documentsrelated t o t he issue “Program o f the Enhancement of Energy Co nservation andEnergy E fficiency of J SC ID GC Holding” and discuss t he i ssue w ith t he e xpertcommunity. Based on the analysis, a report shall be submitted to Chairman of theBoard of Directors of JSC IDGC Holding and Minister of Energy of the RussianFederation S. I. Shmatko.Deadline: October 22, 2010.1.4.2. Chairman of t he Management Board and D irector G eneral o f JSCIDGC H olding N . N. Shvets, t ogether w ith t he Working G roup, shall cause theProgram t o be finalized and coordinated and shall submit for consideration by ameeting of the Board of Directors of JSC IDGC Holding the issue “Program of theEnhancement of E nergy C onservation and Energy Efficiency of J SC IDGCHolding.”Deadline: November 8, 2010.S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov,V. N. Titov, and I. V. Khvalin voted “For.”Approved unanimously.2. THE FOLLOWING PERSON WAS HEARD:A. V. Sannikov

4Review of the report on the implementation of the consolidated investmentprogram of JSC IDGC Holding for the first half of 2010.THE FOLLOWING PERSONS REPORTED:S. I. Shmatko, V. A. Gulyaev, G. P. Kutovoy, N. N. Shvets,A. P. Terekhov, V. V. Kudryavy, I. V. Khvalin, M. G. Tikhonova, andS. V. SerebryannikovIT WAS RESOLVED AS FOLLOWS:Note shall be taken of the report on the implementation of the consolidatedinvestment program of JSC IDGC Holding for the first half of 2010 (Appendix 2).S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov,V. N. Titov, and I. V. Khvalin voted “For.”Approved unanimously.3. THE FOLLOWING PERSON WAS HEARD:N. N. ShvetsPriorities established f or JSC ID GC Holding a ctivities: development o finnovative development programs of JSC IDGC Holding and its subsidiaries anddependent companies.THE FOLLOWING PERSONS REPORTED:S. I. Shmatko, S. V. Serebryannikov, A. P. Terekhov, and G. P. KutovoyIT WAS RESOLVED AS FOLLOWS:3.1. A priority of JSC IDGC Holding activities shall be deemed to be thedevelopment of innovative development programs of JSC IDGC Holding and itssubsidiaries an d dep endent comp anies, which p rograms s hall, i n addition t otechnical areas, include IT, telecommunications, customer relations, and financialactivities.3.2. Chairman o f the Management Board and D irector G eneral o f JSCIDGC Holding N. N. Shvets shall be instructed to:3.2.1. organize the preparation of the Regulations for Innovation Activitiesand innovative development programs of J SC IDGC Holding and its subsidiariesand dependent companies (Appendix 3);3.2.2. submit the progress report.Deadline: December 31, 2010.S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov,V. N. Titov, and I. V. Khvalin voted “For.”Approved unanimously.FOR THE RECORD ONLY:

5At t he s uggestion of C hairman of t he B oard of Directors of JSC ID GCHolding S. I. Shmatko, Item 4 a nd Item 5 on t he a genda were carried o ver forconsideration by an absentee meeting.Written opinion by member of the Board of Directors of JSC IDGCHolding S. V. Maslov on the items on the agenda of t he meeting attached hereto(Appendix 4).Written opinion by member of the Board of Directors of JSC IDGCHolding V. N. Titov on t he i tems o n t he ag enda o f t he meeting at tached her eto(Appendix 5).S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsOctober 22, 2010 No. 46MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin.P. O. Shatsky did not participate in the voting.Agenda:1. Procedures f or sel ling non core as sets of J SC I DGC H olding an d JSCIDGC Holding’s subsidiaries and dependent companies.2. Report on JSC IDGC Holding’s financial and economic activities for thefirst half of 2010.3. Issues related to the Investment Committee of the Board of Directors ofJSC IDGC Holding:3.1. Approval of t he R egulations fo r the Investment C ommittee o f t heBoard of Directors of JSC IDGC Holding.3.2. Election of members o f the I nvestment Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding.3.3. Election of the Chairman of the Investment Committee of the Board ofDirectors of JSC IDGC Holding.

21. Procedures f or sel ling non core as sets of J SC I DGC H olding an d JSCIDGC Holding’s subsidiaries and dependent companies.IT WAS RESOLVED AS FOLLOWS:1.1. Note shall be taken of information concerning the procedures forselling noncore assets of JSC IDGC Holding and JSC IDGC Holding’s subsidiariesand dependent companies (Appendix 1).1.2. The Procedure fo r In teraction of JSC I DGC H olding with t heEconomic E ntities Whose Sha res (E quities) A re O wned by JSC ID GC H oldingapproved by the decision adopted by the Board of Directors on August 28, 2008,(Minutes No. 3) (hereinafter, the “Procedure”) shall be amended:1.2.1. the fol lowing w ords sha ll be a dded t o su bsubparagraph (l ) ofparagraph 2.3 of the Procedure after the words “rubles”: “, and connected with thedisposal of the above-mentioned property, irrespective of its book value or marketvalue, if such disposal is made without competitive bidding procedures or withoutcompensation (except f or t he di sposal w ithout c ompensation w ith r espect t opublic utility facilities and systems)”;1.2.2. the f ollowing w ords sha ll be a dded t o s ubsubparagraph (m) ofparagraph 2.3 of the Procedure after the words “rubles”: “, and connected with thedisposal of the above-mentioned property, irrespective of its book value or marketvalue, if such disposal is made without competitive bidding procedures or withoutcompensation ( except f or t he d isposal w ithout c ompensation w ith r espect t opublic utility facilities and systems).”S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.2. Report on JSC IDGC Holding’s financial and economic activities for thefirst half of 2010.The i ssue w as reviewed by a meeting of t he M anagement Bo ard of JSCIDGC Holding and the Strategy Committee of the Board of Directors of JSC IDGCHolding in accordance with paragraph 13.2.2 of the Articles of Association of JSCIDGC Holding. In accordance with paragraphs 11.1.30 and 14.3.12 of the Articlesof Association of JSC IDGC Holding, the issue shall be considered by a meeting ofthe Company’s Board of Directors.Based on the performance results for the first half of 2010, the subsidiariesand dependent companies of JSC IDGC Holding received total revenues (includingconnection fe e re venues) of 262,057 million ru bles, which is 87 7 m illion r ublesmore t han the target figure. Total p roduction c osts were 229,896 million rubles(95.8% of t he t arget fi gure). Cost p rice-based c ost saving t otaled 10,127 millionrubles, or 4% of the target figure.

3rubles in millionsPlan Actual DeviationTotal net profit, including 4,065 14,549 10,484- from electricity transmission and other -1,511 5,176 6,687operating activities- from network connection 5,576 9,373 3,797JSC IDGC Holding’s aggregate actual net profit for the first half of 2010was 14,549 m illion r ubles, w hile a ne t p rofit of 4,065 m illion r ubles had b eenplanned (10,484 million rubles higher than planned). This amount includes a profitof 5, 176 m illion r ubles from e lectricity transmission, whereas a l oss o f 1,511million r ubles had been pl anned. The better than pl anned ne t p rofit re sult wasprimarily due to c ost pr ice-based sa ving (10,127 m illion r ubles) through t hedeferral of costs to a later period.IT WAS RESOLVED AS FOLLOWS:2.1. The report on JSC IDGC Holding’s financial and economic activitiesfor the first half of 2010 shall be approved (Appendix 2).2.2. Note shall be taken of information concerning the achievement of thekey performance indicators for the Director General of JSC IDGC Holding for the1st and 2nd quarters of 2010.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.3. Issues related to the Investment Committee of the Board of Directors ofJSC IDGC Holding.3.1. Approval of t he R egulations fo r the Investment C ommittee o f t heBoard of Directors of JSC IDGC Holding.3.2. Election of m embers of t he Investment Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding.3.3. Election of the Chairman of the Investment Committee of the Board ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:3.1. The Regulations for the In vestment Committee o f the Bo ard ofDirectors of JSC IDGC Holding shall be approved (Appendix 3).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”

Approved unanimously.43.2. Members of t he Inv estment C ommittee of t he B oard o f D irectors o fJSC IDGC Holding shall be elected (Appendix 4).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.3.3. Member of t he Board of Directors o f JSC IDGC Holding V ladimirVitalyevich Tatsiy shall be elected as the Chairman of t he Investment Committeeof the Board of Directors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsNovember 9, 2010 No. 47MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin.P. O. Shatsky did not participate in the voting.Agenda:1. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof O AO Chechenenergo “Agenda of the E xtraordinary G eneral M eeting ofShareholders of OAO Chechenenergo.”2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof O AO ID GC of t he N orth C aucasus “Agenda of t he Ext raordinary G eneralMeeting of Shareholders of OAO IDGC of the North Caucasus.”3. Approval o f t he A greement f or t he R etirement of O AO ID GC of t heNorth Caucasus’s Promissory Notes Through the Issue of OAO IDGC of the NorthCaucasus’s N ew P romissory N ote to be entered i nto by and between JSC IDGCHolding a nd OAO ID GC of t he N orth C aucasus, w hich i s a re lated p artytransaction.

24. Performance r eport of t he Co mpany’s Management Board fo r t he 3 rdquarter of 2010 and the action plan for the 4th quarter of 2010.5. Review of t he report of the Director General of J SC IDGC Holding onJSC IDGC Holding’s organization of mobilization training and mobilization.6. Approval of the nonresidential sublease agreement to be entered into byand between JSC IDGC Holding and OAO IDGC of the North Caucasus, which isa related party transaction.7. Approval of the Meeting Plan of the Board of Directors of JSC IDGCHolding for 2010–2011.8. Review of the report of t he Director General of JSC IDGC Holding tothe Co mpany’s B oard of Directors o n the i mplementation of t he a pproved l ocaldocuments related to improving and developing internal control, risk management,and internal audit.9. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) o n the i tem on t he a gendas of the meetings of t he B oards ofDirectors o f OAO ID GC of t he Center a nd O AO T omsk D istribution C ompany“The Company’s membership in ENERGOSTROY Nonprofit Partnership.”10. Priorities established for JSC IDGC Holding activities: improvement ofthe appeal of JSC IDGC Holding and its subsidiaries and dependent companies toinvestors through the implementation of the program of incentives for managers ofJSC IDGC Holding and its subsidiaries and dependent companies.11. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof one of JSC ID GC H olding’s su bsidiaries and d ependent co mpanies “TheCompany’s membership in Nonprofit Partnership Council for Organizing EfficientSystem o f Tr ading at W holesale an d Ret ail Electricity an d Cap acity M arket(Market Council).”1. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof O AO Chechenenergo “Agenda o f the Ex traordinary G eneral M eeting ofShareholders of OAO Chechenenergo.”IT WAS RESOLVED AS FOLLOWS:Concerning t he i tem on t he a genda of the meeting of t he B oard ofDirectors of OAO Chechenenergo “Agenda of the Extraordinary General Meetingof Shareholders of the Company,” representatives of JSC IDGC Holding shall beinstructed t o vote “ For” t he fol lowing a genda of t he Ex traordinary G eneralMeeting of Shareholders of OAO Chechenenergo:- Approval of the Auditor of the Company;- Early termination of powers of members of the Board of Directors of theCompany and the election of members of the Board of Directors of the Company.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,

3S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof O AO ID GC of t he N orth C aucasus “Agenda of t he Ext raordinary G eneralMeeting of Shareholders of OAO IDGC of the North Caucasus.”IT WAS RESOLVED AS FOLLOWS:Concerning t he i tem “Agenda of the Extraordinary General Meeting ofShareholders of OAO IDGC of the North Caucasus,” representatives of JSC IDGCHolding on the Board of Directors of OAO IDGC of the North Caucasus shall beinstructed to vote “For” the following agenda:- Approval of the agreement for the payment of the promissory notes issuedby O AO ID GC of the N orth Caucasus through t he i ssue by O AO ID GC of theNorth Caucasus of a new promissory note to be entered into by and between OAOIDGC of t he N orth C aucasus и JSC ID GC H olding, which i s a rel ated p artytransaction.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.3. Approval o f t he A greement f or t he R etirement o f O AO ID GC of t heNorth Caucasus’s Promissory Notes Through the Issue of OAO IDGC of the NorthCaucasus’s N ew Pr omissory Note to be entered i nto by and between JSC ID GCHolding a nd OAO ID GC of t he N orth C aucasus, which i s a re lated p artytransaction.IT WAS RESOLVED AS FOLLOWS:The Agreement for the Retirement of OAO IDGC of the North Caucasus’sPromissory Notes Through the Issue of OAO IDGC of the North Caucasus’s NewPromissory N ote between JSC ID GC Holding and OAO IDGC of t he N orthCaucasus, w hich i s a re lated pa rty t ransaction, shall be approved su bject t o t hefollowing material terms and conditions:Parties t o t he A greement: OAO I DGC o f t he N orth Caucasus as t hepromisor and JSC IDGC Holding as the promisee;Subject matter of t he agreement: the obligations related to the promissorynotes detailed below are replaced:Promisor Par Value, rubles Date of Issue Maturity Date

(Issuer)4(Payment Date)OAO IDGC ofthe NorthCaucasus300,000,000.00 June 17, 2008 payable at sight but1,208,735,000.00 June 17, 2008 not earlier than32,300,000.00 June 20, 2008 July 2, 2008through the issue by OAO IDGC of the North Caucasus of a new promissory notewith a par value of one billion, five hundred forty-one million, thirty-five thousand(1,541,035,000.00) rubles payable at sight but not earlier than October 1, 2012;Purchase price of t he promissory note: one billion, five hundred forty-onemillion, thirty-five thousand (1,541,035,000.00) rubles.S. I. Shmatko, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”N. N. Shvets, failing to be an independent director, did not participate in thevoting.Approved by a m ajority of votes of i ndependent di rectors w ho w ere n otrelated parties to the transaction.4. Performance r eport of t he Comp any’s Management Board for t he 3rdquarter of 2010 and the action plan for the 4th quarter of 2010.IT WAS RESOLVED AS FOLLOWS:4.1. Note sha ll be t aken o f the pe rformance re port of the Company’sManagement Board for the 3rd quarter of 2010 (Appendix 1).4.2. The a ction p lan o f t he C ompany’s M anagement B oard for the 4t hquarter of 2010 shall be approved (Appendix 2).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.5. Review of t he report of the Director General of J SC IDGC Holding onJSC IDGC Holding’s organization of mobilization training and mobilization.IT WAS RESOLVED AS FOLLOWS:5.1. Note shall be taken of the report of the Director General of JSC IDGCHolding on J SC ID GC H olding’s or ganization of mobilization t raining a ndmobilization (Appendix 3).5.2. Director General of JSC IDGC Holding N. N. Shvets shall, pursuant tothe Cooperation Agreement of January 14, 2010, between the Ministry of Energyof t he R ussian Fe deration and JSC ID GC H olding concerning activities i n

5connection with mobilization training, civil defense, and the protection of nationalsecurity i nformation for t he b ase y ear 2000, continue with JS C ID GC H olding’sorganization of activities i n c onnection w ith mobilization t raining a ndmobilization.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.6. Approval of the nonresidential sublease agreement to be entered into byand between JSC IDGC Holding and OAO IDGC of the North Caucasus, which isa related party transaction.IT WAS RESOLVED AS FOLLOWS:The nonresidential sublease agreement to be entered into by and betweenJSC ID GC H olding a nd O AO ID GC of t he N orth C aucasus (hereinafter, t he“Agreement”), which is a related party transaction, shall be approved subject to thefollowing material terms and conditions:Parties to the Agreement:JSC IDGC Holding as the TenantOAO IDGC of the North Caucasus as the SubtenantSubject matter of the Agreement:The Tenant agrees to provide the nonresidential premises with a total areaof twenty-two (22) square meters, located on level 6 in room 12 of premises No. IIin t he bu ilding a t: Moscow, Ulansky pe reulok, 2 6, str. 1, for the Su btenant’stemporary possession and use, and the Subtenant agrees to accept such premises,temporarily possess and use them, and pay the rent in accordance with the termsand conditions of the Agreement.Sublease term for the premises:The sublease term for the premises under the Agreement shall be from theexecution by the Parties of the Agreement to and including September 15, 2011.Price of the Agreement:The P arties agr ee t hat t he r ent for each cal endar mon th of t he t emporarypossession a nd u se of the n onresidential p remises u nder the Agreement sha ll b eforty thousand ( 40,000) rubles and 00 kopecks, inclusive of 1 8% V AT of sixthousand, one hundred one (6,101) rubles and 69 kopecks.S. I. Shmatko, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”N. N. Shvets, failing to be an independent director, did not participate in thevoting.Approved by a m ajority of votes of i ndependent di rectors w ho w ere n otrelated parties to the transaction.

67. Approval of the Meeting Plan of t he Board of Directors of JSC IDGCHolding for 2010–2011.IT WAS RESOLVED AS FOLLOWS:The M eeting P lan of t he Board of D irectors of JS C IDGC H olding f or2010–2011 shall be approved (Appendix 4).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, V. N. Titov, and I. V. Khvalin voted “For.”A. P. Terekhov “Abstained.”Approved by a majority of votes.8. Review of the report of t he Director General of JSC IDGC Holding tothe Company’s Board of D irectors on t he i mplementation of t he a pproved l ocaldocuments related to improving and developing internal control, risk management,and internal audit.IT WAS RESOLVED AS FOLLOWS:Note shall be taken of the re port of the D irector G eneral of JSC IDGCHolding t o t he C ompany’s B oard o f D irectors on t he i mplementation of t heapproved l ocal doc uments related t o improving a nd de veloping i nternal control,risk management, and internal audit (Appendix 5).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.9. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC H olding) on t he i tem on t he a gendas of the meetings of t he B oards ofDirectors o f OAO ID GC of t he Center a nd O AO T omsk D istribution Comp any“The Company’s membership in ENERGOSTROY Nonprofit Partnership.”IT WAS RESOLVED AS FOLLOWS:Concerning t he i tem on t he agen das of t he meet ings of t he B oards ofDirectors o f OAO ID GC of t he Center a nd O AO T omsk D istribution C ompany“The Co mpany’s memb ership i n EN ERGOSTROY N onprofit Par tnership,”representatives of JSC ID GC H olding shall be instructed t o vote “ For” theCompany’s m embership i n ENERGOSTROY Nonprofit Partnership (hereinafter,the “Partnership”) subject to the following terms and conditions:- admission fee: one hundred thousand (100,000) rubles;- the monthly membership fee is calculated according to the table below:Documented Revenue in 2009,Monthly Fee,

ubles7rubles1. Below 10,000,0002. 10,000,000 to 50,000,0003. 50,000,000 to 100,000,0004. 100,000,000 to 500,000,00010,00012,00015,00020,0005. 500,000,000 and above25,000- compensation fu nd f ee per Partnership member: five hu ndred t housand(500,000) rubles or, subject to the Partnership member’s fulfilling the requirementapplicable to the insurance of third party liability that may arise out of damage dueto defective work affecting the safety of capital construction facilities, one hundredfifty thousand (150,000) rubles;- if a c ertificate of a uthorization of w ork related t he or ganization ofpreparing design documents is obtained, the minimum compensation fund fee perPartnership member is:1) five hu ndred t housand (500,000) r ubles or, su bject t o e ntering i nto a ninsurance contract covering third party liability that may arise out of damage due todefective work affecting the safety of capital construction facilities, one hundredfifty thousand (150,000) rubles, p rovided t hat t he Pa rtnership member plans t oorganize work on the preparation of design documents with a value of at most fivemillion (5,000,000) rubles under one contract;2) seven hundred fi fty thousand (750,000) rubles or, subject t o t hePartnership member’s fulfilling the requirement applicable to the insurance of thirdparty liability t hat m ay arise out of da mage due t o d efective w ork affecting t hesafety of capital c onstruction f acilities, two hundred fifty t housand ( 250,000)rubles, provided that the Partnership member plans to organize work on thepreparation of design documents with a value of at most twenty-five m illion(25,000,000) rubles under one contract;3) one million, five hundred thousand (1,500,000) rubles or, subject t oentering into an insurance contract covering third party liability that may arise outof damag e due t o d efective work affecting t he saf ety of cap ital constructionfacilities, five hundred thousand ( 500,000) rubles, pr ovided t hat t he P artnershipmember pl ans to o rganize work on the p reparation of d esign documents w ith avalue of at most fifty million (50,000,000) rubles under one contract;4) three million (3,000,000) rubles or, subject to entering into an insurancecontract covering third party liability that may arise out of damage due to defectivework affecting the safety of capital construction facilities, one million (1,000,000)rubles, provided that the Partnership member plans to organize work on thepreparation of de sign d ocuments w ith a va lue of less t han three h undred mi llion(300,000,000) rubles under one contract;

85) four m illion, fi ve hu ndred t housand (4,500,000) rubles or, s ubject t oentering into an insurance contract covering third party liability that may arise outof damag e due t o d efective w ork affecting t he saf ety of cap ital constructionfacilities, one million, five hundred thousand (1,500,000) rubles, provided that thePartnership member plans to organize work on the preparation of designdocuments w ith a value o f three hundred million (300,000,000) rubles and m oreunder one contract;- fee payment method: cash;- fee payment procedure:1) The admission fe e and the m onthly m embership fee a re pa id not l aterthan t en (10) da ys a fter t he de cision is a dopted t o a dmit t he C ompany to t hePartnership;2) The compensation fund fee is paid not later than three (3) business daysafter the decision is adopted to admit the Company to the Partnership;- the amounts, fee payment method, and fee payment dates are determinedby the General Meeting of Members of the Partnership.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.10. Priorities established for JSC IDGC Holding activities: improvement ofthe appeal of JSC IDGC Holding and its subsidiaries and dependent companies toinvestors through the implementation of the program of incentives for managers ofJSC IDGC Holding and its subsidiaries and dependent companies.IT WAS RESOLVED AS FOLLOWS:10.1. A priority of JSC IDGC Holding activities shall be deemed to be theimprovement of the appeal of JS C ID GC H olding and its subsidiaries anddependent c ompanies to investors through t he i mplementation o f the p rogram ofincentives for managers of JSC IDGC Holding and its subsidiaries and dependentcompanies.10.2. The basic provisions of and procedure for implementing the programof incentives fo r m anagers of JS C ID GC H olding a nd i ts su bsidiaries anddependent companies shall be approved (Appendix 6).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”S. Remes “Abstained.”Approved by a majority of votes.

911. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof one o f JS C ID GC H olding’s su bsidiaries a nd de pendent c ompanies “ TheCompany’s membership in Nonprofit Partnership Council for Organizing EfficientSystem o f Tr ading at W holesale an d Ret ail Electricity an d Cap acity M arket(Market Council).”IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof one of J SC I DGC H olding’s su bsidiaries a nd de pendent c ompanies “ TheCompany’s membership in Nonprofit Partnership Council for Organizing EfficientSystem o f Tr ading at W holesale an d Ret ail Electricity an d Cap acity M arket(Market Council),” re presentatives of JSC ID GC Holding shall be i nstructed t ovote “For” the following decision:11.1. The Company’s m embership i n Nonprofit P artnership Council fo rOrganizing E fficient S ystem of T rading a t Wholesale a nd R etail E lectricity a ndCapacity Market (Market Council) shall be approved subject to the following termsand conditions:- admission (lump-sum) membership fee and current (regular) membershipfees: as determined by the Supervisory Board of Nonprofit Partnership Council forOrganizing E fficient S ystem of T rading a t Wholesale an d Ret ail El ectricity andCapacity Market (Market Council);- payment m ethod f or t he a dmission (lump-sum) memb ership f ee an dcurrent (regular) membership fees: cash;- payment procedure a nd d ate o f t he a dmission (lump-sum) memb ershipfee: not later t han t en ( 10) calendar days a fter re ceipt of the w ritten no tice ofadmission to Nonprofit Pa rtnership Council f or O rganizing Efficient System o fTrading at Wholesale and Retail Electricity and Capacity Market (Market Council);- payment procedure and dates of current (regular) membership fees: on aquarterly ba sis not l ater t han t he first day of t he se cond month o f each qua rterunless ot herwise pre scribed b y t he Su pervisory Board o f N onprofit Pa rtnershipCouncil f or O rganizing E fficient Sys tem of T rading a t Wholesale and R etailElectricity and Capacity Market (Market Council).11.2. This de cision sh all a pply t o J SC ID GC H olding’s su bsidiaries a nddependent companies (Appendix 7).11.3. This de cision s hall b ecome effective as of the t ime w hen anauthorized execu tive a gency decides i n acco rdance w ith the l aws i n force andeffect in the Russian Federation to grant the Company the status of a supplier oflast resort.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.

Ballots attached.10S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsNovember 15, 2010 No. 48MoscowChairman of the Board of Directors of JSC IDGC Holding S. I. ShmatkoPresent were:- members of the Board of Directors: N. N. Shvets, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, V. V. Tatsiy, A. P. Terekhov,V. N. Titov (Item 1 and Item 2 on the agenda), and I. V. Khvalin;- members of t he Bo ard o f D irectors S. R. Borisov, S. V. Maslov,S. Remes, and S. V. Serebryannikov provided their written opinions on the itemson the agenda of the meeting;- responsible officers of JSC IDGC Holding:G. F. Binko, A. V. Demidov, A. Yu. Perepyolkin, A. V. Sannikov, andA. A. Zakharov;- Department Director of the Ministry of Energy of the Russian FederationM. G. Tikhonova;- Deputy D irector of t he D epartment fo r Electric Po wer IndustryDevelopment of t he M inistry of E nergy of t he Russ ian F ederationYe. N. Tomilina;

2- Advisor t o t he M inister o f E nergy of t he R ussian Fe derationE. A. Zenyutich;- Head of the Corporate Governance Department of the Ministry of Energyof the Russian Federation A. A. Ozherelyev;- Director General of OAO NIITs MRSK V. A. Yurkov (Items 2.2–2.4 andItem 3 on the agenda).Of t he 15 el ected memb ers o f t he Bo ard of D irectors o f JSC ID GCHolding, 10 attended the meetingFour members of the Board of Directors sent their written opinions.The meeting of t he Boar d of D irectors of JS C ID GC H olding h ad aquorum.At t he s uggestion o f member of t he Boar d of D irectors of JSC ID GCHolding N. N. Shvets, the a genda of the meeting o f the B oard of D irectors wassupplemented with the following additional item:- Early t ermination of t he p owers of the Secretary of t he Bo ard o fDirectors of JSC IDGC Holding and the election of the Secretary of the Board ofDirectors of JSC IDGC Holding.Agenda1. Implementation of d ecisions adopted by the Board of Directors of J SCIDGC Holding.2. Organization of JS C I DGC H olding’s w ork on e nergy e fficiencyenhancement:2.1. Concept for formulating the energy efficiency program.2.2. Formation of the center of competencies for implementing the energyefficiency program in the distribution grid sector.2.3. Development of the program for a modern technology-based meteringsystem.2.4. Organization of energy services in the distribution grid sector.3. Organization of JSC IDGC Holding’s procurement.4. Early t ermination of the powers of t he Secretary of t he Bo ard ofDirectors of JSC IDGC Holding and the election of the Secretary of the Board ofDirectors of JSC IDGC Holding.1. THE FOLLOWING PERSON WAS HEARD:A. Yu. PerepyolkinImplementation of decisions adopted by the B oard of Directors o f JSCIDGC Holding.THE FOLLOWING PERSONS REPORTED:

3S. I. Shmatko and V. V. KudryavyIT WAS RESOLVED AS FOLLOWS:Note sha ll be t aken o f information concerning t he i mplementation ofdecisions adopted by the Board of Directors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.2. THE FOLLOWING PERSON WAS HEARD:G. F. BinkoOrganization of JS C IDGC H olding’s w ork on e nergy eff iciencyenhancement:2.1. Concept for formulating the energy efficiency program.THE FOLLOWING PERSONS REPORTED:S. I. Shmatko, V. V. Kudryavy, V. N. Titov, N. N. Shvets, I. V. Khvalin,G. P. Kutovoy, E. A. Zenyutich, V. A. Gulyaev, and V. M. KravchenkoIT WAS RESOLVED AS FOLLOWS:2.1.1. Note shall be taken of the report of the Company’s Director Generalon t he c oncept for formulating t he E nergy C onservation Pr ogram of J SC ID GCHolding with the action plan to implement the measures pertaining to the energyconservation and energy efficiency enhancement of JSC IDGC Holding’s electricgrid entities.2.1.2. The Company’s Director General shall be instructed to:2.1.2.1. Cause to be carried out the action plan to implement the measurespertaining to the energy conservation and energy efficiency enhancement of JSCIDGC Holding’s electric grid entities.2.1.2.2. Cause to be developed t he gu idelines for a nd t he st ructure ofenergy conservation and energy efficiency enhancement programs for subsidiariesand dependent companies of JSC IDGC Holding.Deadline: December 15, 2010.2.1.2.3. Organize the d evelopment o f energy c onservation and ener gyefficiency en hancement p rograms f or subsidiaries a nd de pendent companies ofJSC ID GC Holding and t heir submission f or c onsideration b y the boards o fdirectors of subsidiaries and dependent companies.In d eveloping energy c onservation a nd e nergy efficiency e nhancementprograms, the uniform techniques shall be applied to the evaluation of economicefficiency of the measures provided for in programs and t o the selection offinancing sources. If borrowings are s elected for any financing sources, work onthis issue shall be coordinated with lending institutions.Deadline: April 1, 2011.

42.1.2.4. Cause to be developed the Consolidated Energy Conservation andEnergy Ef ficiency Enhancement Program o f JSC I DGC H olding and itssubmission for consideration by the Company’s Board of Directors.Deadline: June 1, 2011.2.1.2.5. Study be st pra ctices of fo reign a nd R ussian di stribution gridcompanies (including exploring t he e xperience of developing and i mplementingenergy conservation and energy efficiency enhancement programs in the Republicof Belarus and the Republic of Tatarstan). The study results shall be reported to theCompany’s Board of Directors.Deadline: February 15, 2011.2.1.2.6. Carry ou t a comparative a nalysis of t he volume and s tructure ofelectricity network losses of the foreign and Russian distribution grid sectors. Theanalysis results shall be reported to the Company’s Board of Directors.Deadline: February 15, 2011.2.1.2.7. Submit t o the Company’s B oard o f Directors a r eport o n theimplementation of the instructions contained in paragraph 2.1.2.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.2.2. Formation of t he center of competencies for implementing the energyefficiency program in the distribution grid sector.THE FOLLOWING PERSONS REPORTED:S. I. Shmatko, N. N. Shvets, V. N. Titov, V. V. Kudryavy, G. P. Kutovoy,and V. A. YurkovIT WAS RESOLVED AS FOLLOWS:2.2.1. The p roposal for establishing t he OAO N IITs M RSK-based c enterfor the organization and implementation management of the energy efficiency andenergy conservation program shall be approved.2.2.2. The Director General of JSC IDGC H olding shall submit to theBoard of Directors of JSC IDGC Holding:- proposals f or forming a n R &D doc ument c ollection re lated t o thedistribution grid sector;- a program o f R&D an d methodological w ork an d a pr ogram ofengineering projects c arried o ut b y OAO NI ITs MR SK to t he be nefit o fsubsidiaries and dependent companies of JSC IDGC Holding;- an action plan to implement the above-mentioned program;- documents governing OAO NI ITs MR SK activities (Articles ofAssociation, organizational structure, operating plan, and financing sources), andthe procedure for interaction between JSC IDGC Holding and its subsidiaries anddependent companies and OAO NIITs MRSK.Deadline: before December 15, 2010.

5S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”V. A. Gulyaev “Abstained.”Approved by a majority of votes.2.3. Development of the program for a modern technology-based meteringsystem.THE FOLLOWING PERSONS REPORTED:S. I. Shmatko, G. P. Kutovoy, N. N. Shvets, V. M. Kravchenko,A. P. Terekhov, and I. V. KhvalinIT WAS RESOLVED AS FOLLOWS:2.3.1. Note shall be taken of the report of the Company’s Director Generalon t he development of the Long-Term D evelopment Pr ogram fo r E lectricityMetering Systems of JSC IDGC Holding.2.3.2. The Company’s Director General shall be instructed, subject to therequirements set forth in Federal Law on Energy Efficiency No. 261-FZ, to cause:2.3.2.1. The Long-Term D evelopment P rograms f or El ectricity M eteringSystems of s ubsidiaries and dependent c ompanies of J SC I DGC H olding t o b edeveloped on t he ba sis o f s mart metering i nstruments and sub mitted fo rconsideration by the boards of directors of subsidiaries and dependent companies.Deadline: February 1, 2011.2.3.2.2. The Consolidated Long-Term Development P rogram forElectricity Metering Systems of JSC IDGC Holding to be developed on the basisof smart metering instruments and submitted for consideration by the Company’sBoard of Directors.Deadline: March 1, 2011.2.3.2.3. Part to be taken in accordance with the prescribed procedure in thepreparation of documents governing the technical and organizational requirementsapplicable to electricity metering systems in the retail electricity market.Deadline: February 1, 2011.2.3.2.4. The i ssue r elated t o JSC ID GC H olding’s r ole i n a chieving thegoals of providing r etail consumers of el ectricity with mod ern met eringinstruments to be c onsidered b y a m eeting of the St rategy C ommittee o f t heCompany’s Board of Directors.Deadline: December 31, 2010.2.3.2.5. The pilot project to be carried out in the Perm Territory.The progress of project implementation shall be reported to the Company’sBoard of Directors.Deadline: December 31, 2012.

6S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.2.4. Organization of energy services in the distribution grid sector.THE FOLLOWING PERSONS REPORTED:S. I. Shmatko, N. N. Shvets, V. V. Kudryavy, I. V. Khvalin,A. Yu. Perepyolkin, V. V. Tatsiy, V. M. Kravchenko, E. A. Zenyutich, andV. A. GulyaevIT WAS RESOLVED AS FOLLOWS:2.4.1. It sha ll be de emed advisable t o org anize en ergy s ervices in JSCIDGC H olding’s s ubsidiaries a nd de pendent c ompanies engaged in el ectricitytransmission (hereinafter, t he “ SDCs”) through pa rticipation i n spe cialistcompanies with SDCs’ holding a t least c ontrolling stakes therein, andrepresentatives of JSC ID GC Holding in SD Cs’ management bodies sha ll beinstructed to vote for the decisions necessary for SDCs’ participation in specialistcompanies.2.4.2. The D irector General of JSC IDGC H olding shall submit to theCompany’s Board of Directors the action plan to organize the activities specifiedabove.Deadline: before December 31, 2010.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”V. A. Gulyaev “Abstained.”Approved by a majority of votes.FOR THE RECORD ONLY:At t he s uggestion of C hairman of t he B oard of Directors of J SC I DGCHolding S. I. Shmatko, Item 3 on the agenda was carried over for consideration bythe nearest absentee meeting of the Company’s Board of Directors.3. THE FOLLOWING PERSON WAS HEARD:S. I. ShmatkoEarly termination of the powers of the Secretary of the Board of Directorsof JSC IDGC Holding and the election of the Secretary of the Board of Directorsof JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:

73.1. The pow ers o f Secretary of the B oard of Directors of JSC ID GCHolding Sergey Ivanovich Kozlov shall be terminated earlier.3.2. The functions of the Secretary of the Board of Directors of JSC IDGCHolding shall b e performed b y member of t he M anagement Bo ard and DeputyDirector General for Corporate Governance and Property of JSC IDGC HoldingAleksey Yurievich Perepyolkin.S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, V. V. Tatsiy, A. P. Terekhov, and I. V. Khvalinvoted “For.”Approved unanimously.Written opinion by member of the Board of Directors of JSC IDGCHolding S. R. Borisov on the items on the agenda of the meeting attached hereto(Appendix 1).Written opinion by member of the Board of Directors of JSC IDGCHolding S. V. Maslov on the items on the agenda of t he meeting attached hereto(Appendix 2).Written opinion by member of the Board of Directors of JSC IDGCHolding S. Remes on t he i tems on t he a genda o f t he meeting attached hereto(Appendix 3).Written opinion by member of the Board of Directors of JSC IDGCHolding S. V. Serebryannikov on the items on the agenda of t he meeting attachedhereto (Appendix 4).Written opinion by member of the Board of Directors of JSC IDGCHolding V. N. Titov on t he i tems o n t he ag enda o f t he meeting at tached her eto(Appendix 5).S. I. ShmatkoChairman of the Board of DirectorsS. I. KozlovSecretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsDecember 3, 2010 No. 49MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N . N. Shvets, S. R. Borisov, V . A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G . P. Kutovoy, S. V. Maslov, S. Remes, S . V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky.Agenda:1. Approval of the agreement for contributing federal budget funds to theauthorized capital between JSC IDGC Holding and the Russian Federation, whichis a related party transaction.2. Approval of simultaneous occupation by a member of the ManagementBoard of JSC ID GC Holding of po sitions w ith t he m anagement b odies of otherentities.1. Approval of the agreement for contributing federal budget funds to theauthorized capital between JSC IDGC Holding and the Russian Federation, whichis a related party transaction.IT WAS RESOLVED AS FOLLOWS:1.1. The va lue of the additional sha res i n JS C ID GC H olding to beacquired under t he agr eement for contributing fed eral bud get fu nds t o theauthorized capital to be entered into by and between JSC IDGC Holding and theRussian Fe deration shall b e one billion, six hu ndred ni nety-nine m illion, ninehundred n inety-nine t housand, nine h undred ni nety-eight (1,699,999,998) rublesand 66 kopecks.

21.2. The agreement for contributing federal budget funds to the authorizedcapital (hereinafter, the “Agreement”), which is a related party transaction, shall beapproved subject to the following terms and conditions:Parties to the Agreement:JSC IDGC Holding (“Company”) and the Russian Federation, representedby the Ministry of Energy of the Russian Federation (“Ministry”) and the FederalAgency for State Property Management of the Russian Federation (“Agency”).Subject matter of the Agreement:The R ussian Federation, re presented by the M inistry, contributes to t heCompany’s authorized capital in 2010 in accordance with the procedure providedfor in the Agreement and within budget allocation limits federal budget funds inthe amou nt n ot to exceed one billion, si x hu ndred ni nety-nine million, ni nehundred n inety-nine t housand, nine h undred ni nety-eight (1, 699,999,998) r ublesand 66 kopecks with the purpose of implementing the external electricity supply tothe Raspadskaya m ine a nd e nhancing t he re liability o f e lectricity su pply t o t heMezhdurechensk District, Kemerovo Region.The C ompany transfers to t he ow nership of t he R ussian Fe deration,represented by the Agency, and the Russian Federation, represented by the Agency,accepts upon t he terms a nd c onditions set f orth i n the A greement the a dditionalissue (st ate re gistration n umber 1 -01-55385-E-001D of M ay 6, 20 10) ofuncertificated registered ordinary shares in JSC Interregional Distribution GridCompanies Holding to be placed through a public offering (hereinafter referred toas the “Shares”).Par value of the Shares: one (1) ruble for one (1) Share.Offering price of the Shares, including with respect to the persons havingthe preemptive right to acquire the Shares, as determined by the Company’s Boardof Directors on March 26, 2010 (Minutes No. 30): four (4) rubles and 14 kopecks.The quantity of the Shares acquired by the Russian Federation, representedby the Agency, under the Agreement is calculated as the whole part of the numberresulting fr om (i) t he a mount of money s pecified i n pa ragraph 1.1 of t heAgreement divided by (ii) the offering price of the Shares specified in paragraph1.4 of the Agreement, which equals four hundred ten million, six hundred twentyeightthousand, nineteen (410,628,019) Shares.The Company guarantees that, as the time of the sale, the Shares have notbeen transferred to any other party, are not subject to any attachment, are free andclear of any liens, and are not otherwise encumbered.The Co mpany will use i ts pr oceeds from t he Shares sol d u nder theAgreement to f inance the implementing of the e xternal e lectricity supply t o theRaspadskaya mine and the enhancing of the reliability of electricity supply to theMezhdurechensk District, Kemerovo Region.Term of the Agreement:The Agreement becomes effective as of its execution and remains in fullforce and effect until the Parties perform all of their respective obligations, but notlater than the end date of the placement of the Shares as specified in the Decisionon the Additional Securities Issue and the Securities Prospectus of the Company as

3amended by O rder of the Federal Fi nancial M arkets Se rvice of the RussianFederation No. 1 0-2479/pz-i of Se ptember 16, 2010. Upon e xpiration of t hisdeadline, the Parties’ outstanding obligations re lated t o t he un paid se curitiesterminate, and the Parties will not have any claims against each other.S. I. Shmatko, N . N. Shvets, S. R. Borisov, V . A. Gulyaev,V. M. Kravchenko, V . V. Kudryavy, G . P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V . V. Tatsiy, A . P. Terekhov, V . N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2. Approval of simultaneous occupation by a member of the ManagementBoard of JSC ID GC Holding of po sitions w ith t he m anagement b odies of otherentities.IT WAS RESOLVED AS FOLLOWS:Simultaneous o ccupation b y Gennady F eliksovich Bi nko, memb er o f t heManagement Bo ard of JSC ID GC Holding and Deputy D irector G eneral o f JSCIDGC Holding, o f the position of a m ember of t he Supervisory B oard ofInnovations in the Electric Power Industry Nonprofit Partnership (INVEL) shall beapproved.S. I. Shmatko, N . N. Shvets, S. R. Borisov, V . A. Gulyaev,V. M. Kravchenko, V . V. Kudryavy, G . P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V . V. Tatsiy, A . P. Terekhov, V . N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsA. Yu. PerepyolkinActing Secretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsDecember 24, 2010 No. 50MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky.Agenda:1. Acquisition by JSC IDGC Holding of additional ordinary shares in OAOKubanenergo.2. Approval of an agreement between JSC IDGC Holding and OAOKubanenergo for t he a cquisition o f a dditional ordinary shares i n O AOKubanenergo to b e p laced t hrough a public off ering after the e xpiration of t hepreemptive right period, which is a related party transaction.3. Approval of an agreement for the acquisition by JSC IDGC Holding ofadditional o rdinary s hares i n O AO K ubanenergo in t he p rocess of JSC ID GCHolding’s exercising its preemptive ri ght in relation thereto, which i s a relatedparty transaction.1. Acquisition by JSC IDGC Holding of additional ordinary shares in OAOKubanenergo.IT WAS RESOLVED AS FOLLOWS:The acquisition by JSC IDGC Holding of a total of at most thirteen million,two hundred three thousand, four hundred twenty-two (13,203,422) additional

2ordinary shares in OAO Kubanenergo in the total amount of at most two billion,four hundred forty-one million, five hundred seventy-six thousand, seven hundredninety-six ( 2,441,576,796) r ubles a nd 24 kopecks with t he offering p rice of o neadditional ordinary share in OAO Kubanenergo, as determined by the decision ofthe Bo ard o f D irectors of O AO Kubanenergo, equal to one hundred ei ghty-four(184) rubles and 92 kopecks, including:- twelve million, eight hundred ninety-two thousand, two hundred eightysix( 12,892,286) shares in t he t otal a mount of t wo bi llion, t hree hundred e ightyfourmillion, forty-one thousand, five hundred twenty-seven (2,384,041,527) rublesand 12 kopecks by virtue of the exercise of the preemptive right, and- at most three hundred eleven thousand, one hundred thirty-six (311,136)shares in the total amount of at most fifty-seven million, five hundred thirty-fivethousand, two hundred sixty-nine (57,535,269) rubles and 12 kopecks to be placedthrough a public offering after the expiration of the preemptive right period.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, I. V. Khvalin,and P. O. Shatsky voted “For.”Approved unanimously.2. Approval of an agreement between JSC IDGC Holding and OAOKubanenergo for t he a cquisition o f a dditional or dinary shares i n O AOKubanenergo t o be pl aced t hrough a pu blic off ering after the e xpiration of t hepreemptive right period, which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:2.1. The value of additional shares in OAO Kubanenergo that are acquiredunder an agreement to be entered into by and between OAO Kubanenergo and JSCIDGC H olding f or t he a cquisition of a dditional o rdinary shares i n O AOKubanenergo shall be a t m ost fifty-seven m illion, fi ve hundred thirty-fivethousand, two hundred sixty-nine (57,535,269) rubles and 12 kopecks.2.2. The related party transaction, namely the agreement for the acquisitionof additional ordinary shares in OAO Kubanenergo (hereinafter, the “Agreement”),shall be approved subject to the following terms and conditions:Parties to the A greement: OAO Kubanenergo ( “Issuer”) a nd JSC ID GCHolding (“Acquirer”).Subject matter of the Agreement: the Issuer transfers to the ownership ofthe Acquirer, and the Acquirer accepts and pays for at most three hundred eleventhousand, one hundred thirty-six (311,136) additional ordinary shares of the Issuerat a price of 184.92 rubles per share to be placed through a public offering after theexpiration of t he pre emptive right pe riod in accordance w ith the terms a ndconditions of the Agreement.Total price of t he A greement: at m ost fifty-seven m illion, fi ve hu ndredthirty-five thousand, two hundred sixty-nine (57,535,269) rubles and 12 kopecks.

3Term of t he A greement: the A greement b ecomes ef fective (is deemed t ohave b een ent ered i nto) as of i ts e xecution by t he Pa rties or t heir authorizedrepresentatives and remains in full force and effect until the Parties perform theirrespective obligations.Other material terms and conditions of the Agreement:Method of payment for shares: in cash in Russian rubles.S. I. Shmatko, S. R. Borisov, V. A. Gulyaev, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”N. N. Shvets and V. M. Kravchenko, deemed t o be r elated p arties t o t hetransaction, did not participate in the voting.Approved una nimously by independent di rectors who w ere no t re latedparties to the transaction.3. Approval of an agreement for the acquisition by J SC IDGC Holding ofadditional ord inary sha res i n O AO K ubanenergo i n t he pr ocess of JSC ID GCHolding’s exercising its preemptive ri ght in re lation thereto, w hich is a relatedparty transaction.IT WAS RESOLVED AS FOLLOWS:3.1. The value of additional shares in OAO Kubanenergo that are acquiredunder an agreement to be entered into by and between OAO Kubanenergo and JSCIDGC H olding f or t he a cquisition of a dditional o rdinary shares i n O AOKubanenergo sha ll be two bi llion, t hree hu ndred e ighty-four m illion, f orty-onethousand, five hundred twenty-seven (2,384,041,527) rubles and 12 kopecks.3.2. The related party transaction, namely the agreement for the acquisitionof additional ordinary shares in OAO Kubanenergo (hereinafter, the “Agreement”),shall be approved subject to the following terms and conditions:Parties t o t he Agreement: OAO K ubanenergo (“Kubanenergo”) and JSCIDGC Holding (“Buyer”).Subject matter of the Agreement: Kubanenergo transfers to the ownershipof t he Buyer, and t he Bu yer accepts a nd pays f or t welve m illion, e ight hu ndredninety-two t housand, t wo hu ndred eighty-six ( 12,892,286) additional or dinaryshares of Kubanenergo at a price of 184.92 rubles per share to be placed through apublic off ering in t he p rocess of the Buyer’s exercising i ts preemptive ri ght i nrelation thereto in accordance with the terms and conditions of the Agreement.The total price of Kubanenergo’s shares purchased by the Buyer under theAgreement i s two billion, t hree hu ndred ei ghty-four m illion, f orty-one t housand,five hundred twenty-seven (2,384,041,527) rubles and 12 kopecks.Term of the A greement: the A greement becomes effect ive ( is d eemed tohave be en e ntered i nto) a s of i ts e xecution by t he Pa rties or t heir authorizedrepresentatives and remains in full force and effect until the Parties perform theirrespective obligations.Other material terms and conditions of the Agreement:

4Method of payment for shares: in cash in Russian rubles.S. I. Shmatko, S. R. Borisov, V. A. Gulyaev, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, I. V. Khvalin, and P. O. Shatsky voted “For.”N. N. Shvets a nd V . M. Kravchenko, deemed t o be r elated p arties t o t hetransaction, did not participate in the voting.Approved una nimously by independent directors who w ere no t re latedparties to the transaction.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsA. Yu. PerepyolkinActing Secretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsDecember 28, 2010 No. 51MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin.P. O. Shatsky did not participate in the voting.Agenda:1. Approval of the expense budget of the Strategy Committee of the Boardof Directors of JSC IDGC Holding for the second half of 2010.2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of t he Center and Volga Region “The Company’s entering into atransaction a ssociated w ith t ransferring t itle t o t he property t hat i s capital a ssetsintended for use ot her t han t he ge neration, t ransmission, di spatching, anddistribution of electricity and heat.”3. Issues related to the Investment Committee of the Board of Directors ofJSC IDGC Holding:3.1. Amendments to the Regulations for the Investment Committee of theBoard of Directors of JSC IDGC Holding.3.2. Additional m embers o f the Investment C ommittee o f t he B oard o fDirectors of JSC IDGC Holding.4. Results of making and approving by boards of directors of JSC IDGCHolding’s subsidiaries a nd de pendent companies t he r egisters ( sale pl ans) ofnoncore assets in accordance with the approved Strategy for Disposing of NoncoreAssets of JSC IDGC Holding and Subsidiaries and Dependent Companies of JSCIDGC Holding.

25. Approval of the agreement for services in relation to developing a draftof the Regulations for the Uniform Technical Policy of JSC IDGC Holding in theDistribution Grid Sector to be entered into by and between JSC IDGC Holding andOAO Research Engineering Center of In terregional Distribution Grid Companies(NIITs MRSK), which is a related party transaction.6. Approval of the agreement for training of specialists in accordance withthe State Plan of Managerial Personnel Training for National Economy Entities ofthe R ussian Fe deration between JSC ID GC H olding a nd t he M oscow Po werEngineering Institute (Technical University) (hereinafter, “MPEI (TU)”), which isa related party transaction.7. Approval o f t he e xpense budget of t he JSC ID GC H olding e xecutivearm for 2011.8. Priorities established for the Company’s activities: Place of bu siness ofthe JSC IDGC Holding executive arm.1. Approval of the expense budget of the Strategy Committee of the Boardof Directors of JSC IDGC Holding for the second half of 2010.IT WAS RESOLVED AS FOLLOWS:The expense budget of the Strategy Committee of the Board of Directors ofJSC IDGC H olding of o ne m illion, fifty-two thousand, three hundred sixty-six(1,052,366) rubles and 40 kopecks shall be approved for the period from July 1,2010, to December 31, 2010 (Appendix 1).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of t he Center and Volga Region “The Company’s entering into atransaction asso ciated w ith t ransferring t itle t o t he property t hat i s capital a ssetsintended for use ot her t han t he ge neration, t ransmission, di spatching, anddistribution of electricity and heat.”IT WAS RESOLVED AS FOLLOWS:2.1. Concerning t he item o n t he agenda of the meeting of the Bo ard o fDirectors of OAO I DGC o f the Cen ter and Volga Reg ion “The C ompany’sentering into a transaction associated with transferring title to the property that iscapital assets intended for use other than the generation, transmission, dispatching,and distribution of electricity and he at,” representatives of J SC IDGC Holdingshall be instructed t o vote “ For” the Company’s en tering i nto a t ransaction

3associated with transferring title to the property that is capital assets intended foruse ot her t han t he ge neration, transmission, dispatching, a nd distribution ofelectricity and heat subject to the following terms and conditions:- composition of the transferred property: movable property items and realproperty i tems of t he E nergetik health ce nter; designated purpose: nonresidentialbuilding, rehabilitation and health care; letter designation: A, B1, G, G1, G2, D, Z,I, K, L, M, M1, P, R, S, T-1, B, V, V1, L, N, O; two-story building; total area:6,416.5 square met ers; inventory nu mber: 88:212:002 0 00010820; letterdesignation: A, B, B1, V, V1, G, G1, G2, D, Z, I, K, L, M, M1, N, O, P, R, S, T;location ad dress: Republic of M arij E l, Zvenigovo District, Chuvash-Otary (asstated in Appendix 2 and Appendix 3 hereto);- book (residual) value of the transferred real property as at July 1, 2010:nine million, seven hundred one thousand, one hundred seventeen (9,701,117)rubles and 98 kopecks;- book (residual) val ue of t he transferred m ovable pr operty as at J uly 1 ,2010: one hundred forty thousand, three hundred eighty-one (140,381) rubles and05 kopecks;- method for transferring title to the property: sale at a public auction withan independent selling agent engaged;- market value of the transferred property as determined by an independentappraiser, OOO In stitute fo r V aluation o f O wnership a nd Financial A ctivities(Moscow Branch), Report No. MF-1069: forty-one million, nine hundred eighteenthousand, o ne hundred ( 41,918,100) rubles and 00 kopecks, i nclusive of VAT(18%);- starting price: equal to the market value of the transferred property;- payment procedure (period): cash, before t he t ransfer o f t itle t o theproperty, within twenty (20) calendar days after the date of execution by the partiesof the purchase and sale agreement, by bank transfer by the Buyer into the Seller’ssettlement account.2.2. The property specified i n paragraph 2.1 hereof shall be caused to besold in accordance with the procedure and methods set forth in the Regulations forSelling Noncore Assets of OAO IDGC of the Center and Volga Region approvedby t he decision of t he Comp any’s Bo ard of D irectors on N ovember 28, 2008(Minutes of the Meeting No. 27).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.3. Issues related to the Investment Committee of the Board of Directors ofJSC IDGC Holding.

43.1. Amendments to the Regulations for the Investment Committee of theBoard of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:The Regulations for the Investment Committee of the Board of Directors ofJSC IDGC Holding shall be amended as follows: paragraph 5.1 of the Regulationsshall be modified to read as follows:“The Committee shall be composed of at most 21 members, including:• representatives of the government, minority shareholders representedby members of the Board of Directors of the Company, not more than 16 members;• representatives of the Company’s m anagement, n ot m ore t han 5members.”S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.3.2. Additional m embers of the I nvestment C ommittee of t he B oard ofDirectors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:3.2.1. Maksim Borisovich Y egorov, H ead of t he D ivision f or R egulationand Control of Pricing in the Electricity Industry of the Federal Tariff Service ofthe R ussian Fe deration, shall be appointed to the Investment Commi ttee of t heBoard of Directors of JSC IDGC Holding.3.2.2. Viktor Y urievich Leb edev, Deputy D irector of the D epartment fo rState Regulation of Tariffs, Infrastructural Reforms and Energy Efficiency of theMinistry for Economic Development of the Russian Federation, shall be appointedto the Investment Committee of the Board of Directors of JSC IDGC Holding.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.4. Results of making and approving by boards of d irectors of JSC IDGCHolding’s subsidiaries a nd de pendent companies t he r egisters ( sale pl ans) ofnoncore assets in accordance with the approved Strategy for Disposing of NoncoreAssets of JSC IDGC Holding and Subsidiaries and Dependent Companies of JSCIDGC Holding.IT WAS RESOLVED AS FOLLOWS:

5Note sha ll be taken of i nformation c oncerning the re sults of making andapproving by boards of d irectors of J SC IDGC Holding’s su bsidiaries anddependent c ompanies the r egisters ( sale pl ans) o f noncore a ssets in a ccordancewith the approved Strategy for Disposing of Noncore Assets of JSC IDGC Holdingand Subsidiaries and Dependent Companies of JSC IDGC Holding (Appendix 4).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”Approved unanimously.5. Approval of the agreement for services in relation to developing a draft ofthe Regulations f or t he U niform T echnical Po licy o f JS C ID GC Holding i n t heDistribution Grid Sector to be entered into by and between JSC IDGC Holding andOAO Research Engineering Center of Interregional Distribution Grid Companies(NIITs MRSK), which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:The ag reement for services i n r elation to developing a dra ft of t heRegulations for t he U niform T echnical Pol icy of JSC ID GC H olding i n t heDistribution Grid Sector to be entered into by and between JSC IDGC Holding andOAO Research Engineering Center of Interregional Distribution Grid Companies(NIITs MRSK), which is a related party transaction, (hereinafter, the “Agreement”)(Appendix 5) shall be a pproved subject t o t he following mat erial t erms a ndconditions:Parties to the Agreement:JSC IDGC Holding as the CustomerOAO Res earch Eng ineering Cen ter of In terregional Distribution GridCompanies (NIITs MRSK) as the ContractorSubject matter of the Agreement:The Contractor agrees to provide services in relation to developing a draftof the Regulations for the Uniform Technical Policy of JSC IDGC Holding in theDistribution Grid Sector.The content of services and the requirements applicable to the provision ofservices and deliverables are d efined in the Terms of Refer ence (Annex 1 to theAgreement) approved by the Customer.Price of the Agreement:For the services provided, the Customer pays to the Contractor four million,nine hundred thousand (4,900,000) rubles and 00 kopecks, plus 18% VAT of eighthundred eighty-two thousand (882,000) rubles and 00 kopecks.Total (inclusive of VAT): five million, seven hundred eighty-two thousand(5,782,000) rubles and 00 kopecks.S. I. Shmatko, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”N. N. Shvets, failing to be an independent director, did not participate in thevoting.

6Approved una nimously by independent directors who w ere no t re latedparties to the transaction.6. Approval of the agreement for training of s pecialists in accordance withthe State Plan of Managerial Personnel Training for National Economy Entities ofthe R ussian Fe deration between JSC ID GC H olding and the M oscow Po werEngineering Institute (Technical University) (hereinafter, “MPEI (TU)”), which isa related party transaction.IT WAS RESOLVED AS FOLLOWS:The agreement for training of s pecialists in accordance with the State Planof Managerial Pe rsonnel Training for N ational E conomy E ntities o f the RussianFederation between JSC IDGC Holding and MPEI (TU), which is a related partytransaction, shall be approved subject to the following terms and conditions:Parties to the agreement:MPEI (TU) as the Contractor;JSC IDGC Holding as the Recommending Entity.Subject matter of the agreement: the Contractor agrees to provide trainingservices for twelve (12) specialists of the Recommending Entity who have a higherprofessional edu cation degree under t he “Management” professional r etrainingprogram in acco rdance with the S tate P lan o f Managerial P ersonnel Tr aining forNational Economy Entities of t he R ussian Fe deration in t he acad emic y ears2007/08-2012/13 as app roved by Resolution of t he G overnment of t he R ussianFederation No. 177 of March 24, 2007, and in accordance with the Model Contractamong the executive authority of the constituent entity of the Russian Federation,the national economy entity recommending the Specialist, and the Specialist as partof i mplementing t he S tate Pl an of Managerial Pe rsonnel Training f or N ationalEconomy Entities of the Russian Federation, and the Recommending Entity agreesto pay for the services provided in the amount and upon the terms and conditionsset forth in the agreement.Training method: on-the-job training. Scope of the program’s training plan:550 class hours. Training time in accordance with the program’s training plan: 1academic year (from November 8, 2010, to May 31, 2011).Price of t he a greement: the total training pr ice for one Spe cialist for t heentire t raining period is fifty-six t housand ( 56,000) rubles, exempt fr om VATpursuant to subparagraph 14 of paragraph 2 of Article 149 of the Tax Code of theRussian Federation.Payment of the training price is made as follows:Financing SourceJSC IDGC HoldingAmount(rubles)Two hundredtwenty-eightthousand, fourNotes

Budget of theconstituent entity ofthe RussianFederationBudget of theRussian Federation7hundred eighty(228,480)Two hundredtwenty-onethousand, sevenhundred sixty(221,760)Two hundredtwenty-onethousand,seven hundredsixty(221,760)Under t he t ripartite a greement forthe p rocedure fo r financing t he expensesin connection with payment for t rainingservices provided to specialists inaccordance with the State Plan signed bythe Contractor w ith t he M inistry forEconomic Development and Trade of theRussian Fe deration and the s upremeexecutive government authorities of t heconstituent e ntity of t he R ussianFederationThe t otal a mount of e xpenses i ncurred b y t he R ecommending E ntity inconnection w ith t raining fo r twelve ( 12) Specialists is two h undred t wenty-eightthousand, f our h undred eighty (228,480) rubles, exempt from V AT pu rsuant t osubparagraph 1 4 o f paragraph 2 o f Article 1 49 of the Tax Code o f t he R ussianFederation.Term of the agreement: the agreement becomes effective as of its executionby the parties and remains in full force and effect until the completion of trainingfor the Specialists.S. I. Shmatko, S. R. Borisov, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”N. N. Shvets, failing to be an i ndependent di rector, andS. V. Serebryannikov, deemed t o be a r elated party t o t he t ransaction, did notparticipate in the voting.Approved una nimously by independent directors who w ere no t re latedparties to the transaction.7. Approval of the expense budget of the JSC IDGC Holding executive armfor 2011.IT WAS RESOLVED AS FOLLOWS:The expense budget of the JSC IDGC Holding executive arm for 2011 shallbe approved (Appendix 6).S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”S. Remes “Abstained.”Approved by a majority of votes.8. Priorities established for the Company’s activities: Place of business ofthe JSC IDGC Holding executive arm.IT WAS RESOLVED AS FOLLOWS:

88.1. Chairman o f t he Management Board and D irector G eneral o f JSCIDGC Holding N. N. Shvets shall be instructed to negotiate with potential buyersthe conditions of transferring title to buildings owned by OAO Nedvizhimost of theUnited Power System Engineering Center and inform the Ministry of Energy of theRussian Federation thereof with the aim of exploring thereafter the possibility ofentering into a transaction connected therewith in accordance with the laws of t heRussian Fe deration and i nternal d ocuments of JSC I DGC H olding and OAONedvizhimost of the United Power System Engineering Center.8.2. Chairman o f t he Management Board and D irector G eneral o f JSCIDGC H olding N . N. Shvets s hall be i nstructed to work ou t how OAONedvizhimost of t he U nited P ower Sys tem E ngineering Center can acquire abuilding to be used as the place of business of the JSC IDGC Holding executivearm and shall be instructed to submit for consideration by the Ministry of Energyof t he R ussian Federation c ommercial pr oposals stating t he b uilding’sspecifications a nd a cquisition p rice w ith t he a im of e xploring t hereafter t hepossibility of e ntering into a transaction c onnected t herewith in a ccordance w iththe laws of t he Russian Federation and internal documents of JSC IDGC Holdingand OAO Nedvizhimost of the United Power System Engineering Center.8.3. The de cision of t he B oard of D irectors of J SC I DGC H olding on“Priorities established for the Company’s activities: Place of bu siness of the JSCIDGC Holding executive arm” (Minutes of the Meeting No. 3 of August 28, 2008)shall be deemed to cease to be in force.S. I. Shmatko, N. N. Shvets, S. R. Borisov, V. A. Gulyaev,V. M. Kravchenko, V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov,S. V. Serebryannikov, V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalinvoted “For.”S. Remes “Abstained.”Approved by a majority of votes.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsA. Yu. PerepyolkinActing Secretary of the Board of Directors

M I N U T E Sof the Meeting of the Board of DirectorsDecember 30, 2010 No. 52MoscowThe decision of the Board of Directors of JSC IDGC Holding was approvedby absentee voting (voting by ballot).The following members of the Board of Directors participated in the voting:S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin.S. R. Borisov and P. O. Shatsky did not participate in the voting.Agenda:1. Review of t he re port on t he i mplementation of t he c onsolidatedinvestment program of JSC IDGC Holding for the nine months of 2010.2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Volga “Tentative approval of the decision on the Company’sentering into a transaction associated with transferring title to OAO IDGC of theVolga’s real property and acquiring real property owned by Baltika Breweries byvirtue of ow nership by means of entering i nto a sw ap a greement i n re lation t oproperty t hat i s c apital a ssets intended fo r t he ge neration, t ransmission,dispatching, and distribution of electricity and heat.”3. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO Nedvizhimost of the United Power System Engineering Center “Approvalof the services agreement to be entered into by and between OAO Nedvizhimost ofthe United Power System Engineering Center and OAO Moscow United ElectricGrid Company, which is a major transaction.”4. Review of the consolidated investment program of JSC IDGC Holdingfor 2011–2015, including 2011.

25. Approval of the register (sale program) of noncore assets of JSC IDGCHolding.6. Approval of S upplementary Agreement N o. 2 to Agreement N o.09.11.005 of December 14, 2009, between JSC IDGC Holding and OAO ResearchEngineering Center of Interregional Distribution Grid Companies (NIITs MRSK),which is a related party transaction.7. Approval o f t he a greement fo r se rvices i n re lation t o formulating t heGuidelines fo r D rawing up Loss Redu ction Pro grams fo r JS C ID GC H oldingbetween J SC I DGC Holding an d O AO Re search En gineering Cen ter ofInterregional Distribution Grid Companies (NIITs MRSK), which is a related partytransaction.8. Approval o f t he a greement fo r se rvices i n re lation t o formulating t heProgram o f Energy Con servation and En ergy Efficiency Enhan cement and t heProgram Implementation Plan for JSC IDGC Holding between JSC IDGC Holdingand OAO Research Engineering Center of Interregional Distribution GridCompanies (NIITs MRSK), which is a related party transaction.9. Approval o f t he a greement fo r se rvices i n re lation t o formulating t heConditions, Standards, a nd R equirements of Electricity M etering i n the RetailMarket for JSC I DGC H olding between JSC ID GC H olding and OAO ResearchEngineering Center of Interregional Distribution Grid Companies (NIITs MRSK),which is a related party transaction.10. Approval of t he agreement for services in relation to formulating theModel Technical Solutions for Organizing Metering Systems for Distribution GridFacilities of Su bsidiaries a nd Dependent C ompanies of JSC ID GC Holdingbetween J SC I DGC Holding an d O AO Re search En gineering Cen ter ofInterregional Distribution Grid Companies (NIITs MRSK), which is a related partytransaction.1. Review of the report o n the implementation of t he consolidatedinvestment program of JSC IDGC Holding for the nine months of 2010.IT WAS RESOLVED AS FOLLOWS:Note shall be taken of the report on the implementation of the consolidatedinvestment program of JSC IDGC Holding for the nine months of 2010 (Appendix1).S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”Approved unanimously.2. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Volga “Tentative approval of the decision on the Company’sentering into a transaction associated with transferring title to OAO IDGC of the

3Volga’s real property and acquiring real property owned by Baltika Breweries byvirtue of ow nership by means of entering i nto a sw ap a greement i n re lation t oproperty that i s c apital a ssets intended fo r t he ge neration, t ransmission,dispatching, and distribution of electricity and heat.”IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO IDGC of the Volga “Tentative approval of the decision on the Company’sentering into a transaction associated with transferring title to OAO IDGC of theVolga’s real property and acquiring real property owned by Baltika Breweries byvirtue of ow nership by means of entering i nto a sw ap a greement i n re lation t oproperty t hat i s c apital a ssets intended fo r t he ge neration, t ransmission,dispatching, and distribution of electricity and heat,” representatives of JSC IDGCHolding shall be instructed to vote “For” the following decision:The Company’s entering into a transaction associated with transferring titleto OAO IDGC of the Volga’s real property and acquiring real property owned byBaltika B reweries by vi rtue of ownership by means of en tering i nto a sw apagreement in relation to property that is capital assets intended for the generation,transmission, dispatching, and distribution of electricity and heat shall be approvedsubject to the following material terms and conditions:Composition of the transferred property:- electric gr id fa cilities: substation (10 kV c entral di stribution s ubstation,asynchronous co ndenser 2); metal fen ce length: 124.34 meters; building a rea:954.90 square met ers; letter de signation: 2,3; location a ddress: Samara Regi on,Kinel District, Baltika Brewery premises;- book (residual) value of the transferred property as at August 1, 2010: onehundred s ixty-eight t housand, o ne h undred t hirty-nine ( 168,139) rubles and 70kopecks.Composition of the acquired property:- 10 kV central distribution substation; designated purpose: nonresidentialbuilding; area: 87.00 square meters; number of stories: 1; inventory number: 341;letter de signation: A; location a ddress: Samara Reg ion, Kinel D istrict, IndustrialArea, Baltiysky proezd, 1.Method for acquiring and transferring title to the property: entering into aswap ag reement bet ween O AO I DGC o f t he V olga an d B altika Br eweries inrelation to real property subject to the following material terms and conditions:Parties to the agreement:OAO IDGC of the Volga as Party 1;Baltika Breweries as Party 2;Subject matter of the agreement:Property 1, namely t he electric g rid facilities: substation (10 kV centraldistribution s ubstation, asynchronous c ondenser 2 ); m etal f ence l ength: 124.34meters; building a rea: 954.90 square met ers; letter des ignation: 2,3; locationaddress: Samara Region, Kinel District, Baltika Brewery premises, owned by Party1 by vi rtue o f ow nership is sw apped fo r Property 2, na mely the 10 kV cen tral

4distribution s ubstation; designated pu rpose: n onresidential b uilding; a rea: 8 7.00square meters; number of stories: 1; inventory number: 341; letter designation: A;location address: Samara Region, Kinel District, Industrial Area, Baltiysky proezd,1, owned by Party 2 by virtue of ownership.Value of the swapped property:The P arties de em t he s wapped p roperty i tems t o be of e qual va lue. Thevalue of each property item is twenty-one million, two hundred sixteen thousand,four hundred (21,216,400) rubles, inclusive of VAT of three million, two hundredthirty-six thousand, four hundred (3,236,400) rubles.Procedure for transferring title to the property:Title to the property transfers in accordance with the procedure set forth inthe laws.S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”Approved unanimously.3. Defining of the position of JSC IDGC Holding (representatives of JSCIDGC Holding) on the item on the agenda of the meeting of the Board of Directorsof OAO Nedvizhimost of the United Power System Engineering Center “Approvalof the services agreement to be entered into by and between OAO Nedvizhimost ofthe United Power System Engineering Center and OAO Moscow United ElectricGrid Company, which is a major transaction.”IT WAS RESOLVED AS FOLLOWS:Concerning the item on the agenda of the meeting of the Board of Directorsof OAO Nedvizhimost of the United Power System Engineering Center “Approvalof the services agreement to be entered into by and between OAO Nedvizhimost ofthe United Power System Engineering Center and OAO Moscow United ElectricGrid C ompany, w hich i s a major t ransaction,” representatives of JSC ID GCHolding on t he B oard of D irectors of O AO N edvizhimost of t he U nited Po werSystem En gineering Cen ter shall be i nstructed t o vot e “ For” t he f ollowingdecision:3.1. The pr ice of services i n re lation t o t he pr ovision o f sixty-seven (67)motor ve hicles under t he a greement t o be e ntered i nto b y a nd be tween OAONedvizhimost of the United Power System Engineering Center and OAO MoscowUnited Electric Grid Company shall be at least one hundred sixty-one million, sixhundred sixty thousand (161,660,000) rubles, inclusive of VAT (18%) of twentyfourm illion, s ix h undred sixty thousand ( 24,660,000) rubles but a t m ost onehundred se venty-two m illion, f ive hu ndred t hirty-nine thousand, si x hu ndred(172,539,600) rubles, inclusive of VAT (18%) of twenty-six million, three hundrednineteen thousand, six hundred (26,319,600) rubles.3.2. The s ervices agreement t o be e ntered i nto b y a nd be tween OAONedvizhimost of the United Power System Engineering Center and OAO Moscow

5United E lectric G rid C ompany, which i s a m ajor t ransaction, shall be approvedsubject to the following material terms and conditions:Parties to the agreement:OAO Moscow United Electric Grid Company as the Customer;OAO Nedvizhimost of the United Power System Engineering Center as theContractor.Subject matter of the agreement:The Contractor agrees to provide the Customer at its request with servicesin relation to the provision of motor vehicles for the Customer’s employees, andthe Customer agrees to pay for the services provided by the Contractor within theperiod specified in the agreement.Price of the agreement:The price of s ervices in relation to the provision of si xty-seven (67) motorvehicles u nder t he agreement will be a t l east one h undred s ixty-one mi llion, si xhundred sixty thousand (161,660,000) rubles, inclusive of VAT (18%) of twentyfourm illion, s ix h undred si xty t housand (24,660,000) r ubles but a t m ost o nehundred se venty-two m illion, f ive hu ndred t hirty-nine thousand, si x hu ndred(172,539,600) rubles, inclusive of VAT (18%) of twenty-six million, three hundrednineteen thousand, six hundred (26,319,600) rubles.Period of the provision of services:January 1, 2011, to and including December 31, 2011.3.3. This decision shall become effective subject to the selection of OAONedvizhimost of the United Po wer System E ngineering Center as the p referredbidder with respect to the competitive bidding procedures for the right to enter intothe services agreement in relation to motor vehicles to be leased for employees ofOAO Moscow United Electric Grid Company’s executive arm in 2011.S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, and V. N. Titov voted “For.”I. V. Khvalin “Abstained.”Approved by a majority of votes.4. Review of the consolidated investment program of JSC IDGC Holdingfor 2011–2015, including 2011.IT WAS RESOLVED AS FOLLOWS:4.1. Note sha ll be t aken of t he c onsolidated i nvestment pro gram of J SCIDGC Holding for 2011–2015, including 2011 (Appendix 2).4.2. The D irector General of J SC ID GC H olding s hall be i nstructed tosubmit t he u pdated co nsolidated investment prog ram of JS C ID GC H olding for2011–2015, including 2011, based on the received tariff and balancing decisionsfor 2011 and taking account of the adjusted business plans of JSC IDGC Holding’ssubsidiaries and dependent companies for 2011.Deadline: April 2011.

6S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”Approved unanimously.5. Approval of the register (sale program) of noncore assets of JSC IDGCHolding.IT WAS RESOLVED AS FOLLOWS:The register (sale program) of noncore assets of JSC IDGC Holding shallbe approved (Appendix 3).S. I. Shmatko, N. N. Shvets, V. A. Gulyaev, V. M. Kravchenko,V. V. Kudryavy, G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov,V. V. Tatsiy, A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”Approved unanimously.6. Approval of S upplementary A greement N o. 2 to A greement No.09.11.005 of December 14, 2009, between JSC IDGC Holding and OAO ResearchEngineering Center of Interregional Distribution Grid Companies (NIITs MRSK),which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:The related party transaction, namely Supplementary Agreement No. 2 toAgreement No. 09.11.005 of December 14, 2009 (hereinafter, the “SupplementaryAgreement”), shall be approved subject to the following terms and conditions:Parties to the Supplementary Agreement: JSC IDGC Holding (“Customer”)and OAO Research Engineering Center of Interregional Distribution GridCompanies (NIITs MRSK) (“Contractor”).Subject matter of the Supplementary Agreement: the Parties agree to amendthe t erms a nd c onditions of A greement No. 09.11.005 of D ecember 14 , 2 009(Appendix 4).Term o f t he Su pplementary Agreement: the t erms a nd c onditions of theSupplementary A greement s hall apply t o t he re lationship arising between t heParties as of July 1, 2010.S. I. Shmatko, V. A. Gulyaev, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”N. N. Shvets, failing to be an independent director, did not participate in thevoting.Approved una nimously by independent directors who w ere no t re latedparties to the transaction.

77. Approval of the a greement fo r se rvices in re lation t o fo rmulating theGuidelines f or D rawing u p Loss R eduction P rograms f or J SC I DGC H oldingbetween JSC ID GC Holding and OAO Re search En gineering Cen ter ofInterregional Distribution Grid Companies (NIITs MRSK), which is a related partytransaction.IT WAS RESOLVED AS FOLLOWS:The related party transaction, namely the agreement for services in relationto for mulating t he Guidelines for Drawing up L oss Reduction Programs for J SCIDGC Holding (hereinafter, t he “Agreement”), shall be approved subject to thefollowing terms and conditions:Parties t o t he A greement: JSC I DGC Ho lding (“Customer”) and OAOResearch Engineering Center of Interregional Distribution Grid Companies (NIITsMRSK) (“Contractor”).Subject mat ter of t he A greement: under t he A greement, the C ustomerengages the Contractor, and the Contractor agrees, to provide services in relation toformulating the Guidelines for Drawing up Loss Reduction Programs for JSCIDGC Holding.Price of s ervices under the Agreement: nine million, eight hundred ninetyeightthousand (9,898,000) rubles and 00 kopecks, inclusive of 18% VAT of onemillion, five hu ndred nine thousand, eight hu ndred s ixty-four ( 1,509,864) rublesand 41 kopecks.Term of t he A greement: the A greement be comes e ffective a s of i tsexecution a nd re mains in full f orce a nd e ffect un til t he Pa rties p erform t heirrespective obligations under the Agreement.S. I. Shmatko, V. A. Gulyaev, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”N. N. Shvets, failing to be an independent director, did not participate in thevoting.Approved una nimously by independent directors who w ere no t re latedparties to the transaction.8. Approval o f t he a greement fo r se rvices i n re lation t o formulating t heProgram of Energy Con servation and En ergy Efficiency Enhan cement and t heProgram Implementation Plan for JSC IDGC Holding between JSC IDGC Holdingand OAO Research Engineering Center of Interregional Distribution GridCompanies (NIITs MRSK), which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:The related party transaction, namely the agreement for services in relationto f ormulating the Pr ogram o f Energy Co nservation an d En ergy Ef ficiencyEnhancement and the Program Im plementation Pl an f or J SC I DGC H olding

8(hereinafter, t he “ Agreement”), shall be a pproved subject t o t he following t ermsand conditions:Parties to the Agreement: JSC IDGC Holding (“Customer”) and OAOResearch Engineering Center of Interregional Distribution Grid Companies (NIITsMRSK) (“Contractor”).Subject mat ter o f t he A greement: under t he A greement, t he Cu stomerengages the Contractor, and the Contractor agrees, to provide services in relation toformulating t he Pr ogram of Energy Co nservation an d En ergy Ef ficiencyEnhancement and the Program Implementation Plan for JSC IDGC Holding.Price of s ervices under t he A greement: ten million, ninety-four thousand(10,094,000) rubles and 00 kopecks, inclusive of 18% VAT of one million, fivehundred thirty-nine thousand, seven hundred sixty-two (1,539,762) rubles and 71kopecks.Term of t he A greement: the A greement be comes e ffective a s of i tsexecution a nd re mains in full f orce a nd e ffect un til t he Pa rties p erform t heirrespective obligations under the Agreement.S. I. Shmatko, V. A. Gulyaev, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”N. N. Shvets, failing to be an independent director, did not participate in thevoting.Approved una nimously by independent directors who w ere no t re latedparties to the transaction.9. Approval of the a greement fo r se rvices in re lation to fo rmulating theConditions, Standards, a nd R equirements of Electricity M etering i n the RetailMarket for JSC I DGC H olding between JSC ID GC H olding and OAO Res earchEngineering Center of Interregional Distribution Grid Companies (NIITs MRSK),which is a related party transaction.IT WAS RESOLVED AS FOLLOWS:The related party transaction, namely the agreement for services in relationto formulating the Conditions, Standards, and Requirements of Electricity Meteringin the Retail Market for JSC IDGC Holding (hereinafter, the “Agreement”), shallbe approved subject to the following terms and conditions:Parties to the A greement: JSC I DGC H olding (“Customer”) and OAOResearch Engineering Center of Interregional Distribution Grid Companies (NIITsMRSK) (“Contractor”).Subject mat ter of t he A greement: under t he A greement, the C ustomerengages the Contractor, and the Contractor agrees, to provide services in relation toformulating the Conditions, Standards, and Requirements of Electricity Metering inthe Retail Market for JSC IDGC Holding.Price of services under the Agreement: three million, one hundred thirty-sixthousand (3,136,000) r ubles and 00 ko pecks, inclusive of 18% VAT of four

9hundred seventy-eight thousand, three h undred seventy-two (478,372) rubles and88 kopecks.Term of t he A greement: the A greement be comes e ffective a s of i tsexecution a nd re mains in full f orce a nd e ffect un til t he Pa rties p erform t heirrespective obligations under the Agreement.S. I. Shmatko, V. A. Gulyaev, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”N. N. Shvets, failing to be an independent director, did not participate in thevoting.Approved una nimously by independent directors who w ere no t re latedparties to the transaction.10. Approval of t he agreement fo r services in r elation t o formulating t heModel Technical Solutions for Organizing Metering Systems for Distribution GridFacilities of Su bsidiaries a nd Dependent C ompanies of JSC ID GC Holdingbetween JSC ID GC Holding and OAO Re search En gineering Cen ter ofInterregional Distribution Grid Companies (NIITs MRSK), which is a related partytransaction.IT WAS RESOLVED AS FOLLOWS:The related party transaction, namely the agreement for services in relationto formulating the Model Technical Solutions for Organizing Metering Systems forDistribution Grid Facilities of Subsidiaries and Dependent Companies of JSCIDGC Holding (hereinafter, t he “Agreement”), sha ll be a pproved subject to t hefollowing terms and conditions:Parties t o t he A greement: JSC I DGC H olding (“Customer”) and OAOResearch Engineering Center of Interregional Distribution Grid Companies (NIITsMRSK) (“Contractor”).Subject mat ter of t he A greement: under t he A greement, the C ustomerengages the Contractor, and the Contractor agrees, to provide services in relation toformulating t he M odel Technical So lutions for O rganizing Metering Systems fo rDistribution Grid Facilities of Subsidiaries and Dependent Companies of JSCIDGC Holding.Price of services u nder t he Agreement: two million, nine hu ndred fortythousand (2,940,000) rubles a nd 00 kopecks, inclusive of 18% VAT of fourhundred forty-eight thousand, four hundred seventy-four (448,474) rubles and 58kopecks.Term of t he A greement: the A greement be comes e ffective a s of i tsexecution a nd re mains in full f orce a nd e ffect un til t he Pa rties p erform t heirrespective obligations under the Agreement.S. I. Shmatko, V. A. Gulyaev, V. M. Kravchenko, V. V. Kudryavy,G. P. Kutovoy, S. V. Maslov, S. Remes, S. V. Serebryannikov, V. V. Tatsiy,A. P. Terekhov, V. N. Titov, and I. V. Khvalin voted “For.”

10N. N. Shvets, failing to be an independent director, did not participate in thevoting.Approved una nimously by independent directors who w ere no t re latedparties to the transaction.Ballots attached.S. I. ShmatkoChairman of the Board of DirectorsA. Yu. PerepyolkinActing Secretary of the Board of Directors

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 8of the Absentee Meeting of the Audit Committeeof the Board of Directors of JSC IDGC HoldingMoscowJanuary 29, 2010The decision of the Audit Committee was made by ballot voting.The following members of the Audit Committee participated in the voting:S. J. Remes, O. V. Surikov, and D. V. Fedorov.There was a quorum.Re: Consideration of internal l ocal d ocuments related t o i mprovement a nddevelopment of the internal control, internal audit and risk management systems inIDGC Holding Group.It was resolved as follows:1.1. The a pproaches pr oposed b y t he Int ernal A udit Department o f J SCIDGC H olding in i nternal l ocal doc uments de veloped for t he p urposes ofimplementation and realization of t he new development sys tems of i nternalcontrol, i nternal a udit a nd risk m anagement i n IDGC H olding G roup shall beapproved.1.2. It sh all be recommended t o t he Board of Directors of J SC IDGCHolding to approve internal local documents related to effective development andimprovement of the internal control, internal audit and risk management systems inthe IDGC Holding Group, namely:- Concept of D eveloping and I mproving t he In ternal Co ntrol and A uditSystem and the Risk Management System of JSC IDGC Holding;

- Risk Management Policy of JSC IDGC Holding;- Internal Control Policy of JSC IDGC Holding;D. F. Fedorov “Abstained.”Approved by a majority of votes.Ballots attached.Seppo RemesChairman of the Audit CommitteeSecretary of the Audit CommitteeA. F. Bikmurzin Tel. 710-41-87Е-mail: bikmurzin@holding-mrsk.ru

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 10of the Absentee Meeting of the Audit Committeeof the Board of Directors of JSC IDGC HoldingMoscowApril 15, 2010The decision of the Audit Committee was made by ballot voting.The following members of the Audit Committee participated in the voting:S. J. Remes, O. V. Surikov, and D. V. Fedorov.There was a quorum.Re: Evaluation by t he Audit C ommittee o f t he a udit re port on t he a ccountingstatements of JSC Int erregional D istribution G rid C ompanies Holding f or t heperiod from January 1 to December 31, 2009, inclusive.It was resolved as follows:1.1. The evaluation submitted by the Audit Committee of the audit reporton t he a ccounting st atements o f JSC Int erregional D istribution G rid C ompaniesHolding f or t he pe riod from Ja nuary 1 t o D ecember 31, 2009, i nclusive, i naccordance with the attachment hereto shall be approved.1.2. Seppo Remes, Chairman of the Audit Committee, shall be instructed tosend the document specified in paragraph 1.1 to N. N. Shvets, Director General ofJSC IDGC Holding, for the purposes of the submission thereof to shareholders atthe annual General Meeting of Shareholders of JSC IDGC Holding.

Approved unanimously.Ballots attached.Seppo RemesChairman of the Audit CommitteeSecretary of the Audit CommitteeA. F. Bikmurzin Tel. 710-41-87Е-mail: bikmurzin@holding-mrsk.ru

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 15of the Meeting of the Audit Committeeof the Board of Directors of JSC IDGC HoldingMoscowDecember 09, 2010Moscow, ul. Ulansky pr.,11:00 am d. 26, str. 1, Meeting RoomPresent were: Seppo Juha Remes, Chairman;Valery Alekseevich Gulyaev, member of the Audit Committee;Adel Fyaritovich Bikmurzin, Secretary of the Audit Committee.Representatives of JSC IDGC Holding:• Alexey V ladimirovich D emidov, Deputy D irector G eneral fo r EconomicAffairs and Finance of JSC IDGC Holding;• Galina Ivanovna Zhabbarova, Chief Accountant, Head of the Department forBusiness and Tax Accounting of JSC IDGC Holding;• Izumrud Aligadzhievna Alimuradova, Head of t he Internal Audit and RiskManagement Department of JSC IDGC Holding;• Olga Viktorovna Popova, Chief Expert of the Internal Audit, Inspections andExpertise Division of the Internal Audit and Risk Management Departmentof JSC IDGC Holding;• Ruslan Kimovich Tsiku, Head of the Business Planning Department of JSCIDGC Holding (Issues 1 and 2);• Oleg A rnoldovich Bezd enezhnykh, Head o f t he Informatization an dBusiness Technologies Department of JSC IDGC Holding (Issues 1 and 2).1

Agenda1. THE FOLLOWING PERSONS WERE HEARD:G. I. Zhabbarova, R. K. Tsiku, O. A. Bezdenezhnykh, A. V. Demidov, S.Remes, and V. A. GulyaevProject of development of the unified methodology and implementation ofunified standards of preparing accounting and tax statements, and IFRS statementsin IDGC Holding Group.It was resolved as follows:1.1. As proposed by the Chief Accountant, Head of the Department fo rBusiness a nd T ax A ccounting of JSC IDGC Holding, the second issue on t heagenda s hall be co nsidered: “Implementation of a utomated accounting o f fi xedassets i n accordance w ith t he IFR S i n t he c ompanies of IDGC H olding G roup(terms and technical capabilities of the companies of the Group), when using theaccumulated experience of O AO IDGC of t he Northwest, taking into account theresults of the expertise of t he bu siness a nd t ax a ccounting software of thecompanies of IDGC Holding Group as part of Issue 1.1.2. Note shall be taken of the information provided by the management ofJSC IDGC Holding about the organization of the project of the development of theunified a utomated system f or budget pl anning, m anagement, business a nd t axaccounting, a nd ac counting in ac cordance w ith t he I FRS an d c onsolidation inIDGC Holding Group.1.3. It shall be deemed appropriate to implement in the companies of IDGCHolding Group t he pr oject o f t he a utomation of a ccounting of f ixed a ssets a ndintangible assets in accordance with the IFRS provisions, taking into account of theapproaches proposed by the management of JSC IDGC Holding, namely:1.3.1. to keep the platforms used by subsidiaries and dependent companiesfor the organization of accounting of fixed assets in accordance with the IFRS;1.3.2. t o us e t he st andard o ptions of the accounting sy stems fo r t heorganization of accounting of fixed assets in accordance with the IFRS:• SAP: parallel accounting of fixed assets in accordance with the RAS,tax accounting standards, and IFRS, using regular SAP-FI (AA) means;• 1C: use of the regular 1C solution;1.3.3. to improve the basic accounting system IKAR at OAO IDGC of theVolga;1.3.4. to i mplement t he u nified f ixed a ssets a ccounting methodology inaccordance with the IFRS.1.4. It shall be recommended to the management of JSC IDGC Holding,when i mplementing t he pr oject of the de velopment of t he un ified automatedsystem for budget pl anning, m anagement, b usiness a nd t ax a ccounting, a ndaccounting i n acco rdance with t he IFRS a nd c onsolidation i n ID GC H oldingGroup, to focus on the following milestones:not later than December 31, 2011, to implement the unified standards forall types of accounting and reporting in core subsidiaries and dependent companiesof JSC IDGC Holding;2

ased on t he fi rst p hase i mplementation results, t o start a utomatedpreparation of consolidated management statements a nd c onsolidated IFR Sstatements in core subsidiaries and dependent companies of JSC IDGC Holding.Approved unanimously.Confidential2. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova, V. A. Gulyaev, S. Remes, and A. V. DemidovReport o f the In ternal A udit a nd R isk Management D epartment of J SCIDGC Holding in relation to the audits of the executive arm of JSC IDGC Holdingmade in 2010.It was resolved as follows:2.1. N ote s hall be t aken of t he re port of t he Int ernal A udit a nd R iskManagement Department of JSC ID GC H olding i n relation t o t he a udits o f theexecutive arm of JSC IDGC Holding made in 2010.2.2. The Head of the Internal Audit and Risk Management Department ofJSC IDGC Holding shall be instructed in Q2 2011 to prepare for consideration atthe meeting of the Audit Committee a comparative analysis of the amount of costsfor c onsultancy se rvices of s ubsidiaries a nd de pendent c ompanies of J SC ID GCHolding f or 2010 in a ccordance w ith t he c onsolidated IFRS st atements o f JSCIDGC H olding and i ts subsidiaries and dependent companies, and i n accordancewith business plan details of s ubsidiaries and dependent companies of JSC IDGCHolding for 2010.Approved unanimously.3. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova, V. A. Gulyaev, S. Remes, and A. V. DemidovDetermination of i ssues, t opics a nd t erms of making a n a udit of t heexecutive arm of JSC IDGC Holding by the Internal Audit Department in 2011.It was resolved as follows:3.1. The following audits of the executive arm of JSC IDGC Holding shallbe i ncluded in t he A ction Plan of the I nternal A udit and Risk M anagementDepartment of JSC IDGC Holding for 2011:- audit of fu nctions of c ontrol and m onitoring of the construction ofOlympic fa cilities e xercised by t he e xecutive a rm o f JS C ID GC H olding, andevaluation of the efficiency of organizational events;- audit o f actual e xercise o f c ontrol a nd o rganizational f unctions b y t heexecutive arm of JSC IDGC Holding as related to the implementation of events toincrease energy efficiency (reduction of the consumption of energy resources andreduction of losses) in the electricity distribution grid facilities, as part of decisionsof the Board of Directors of JSC IDGC Holding (Minutes No. 48 of November 15,2010);3

- efficiency evaluation of the performance of the executive arm as relatedto the or ganization o f a nd c ontrol o ver t he i nvestment a ctivities o f JSC ID GCHolding Group of Companies in 2010-2011;- analysis of the efficiency and organization of control over procurementactivities at JSC IDGC Holding.Approved unanimously.4. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova, V. A. Gulyaev, S. Remes, and A. V. DemidovDevelopment of the competence model of the internal audit units of JSCIDGC Holding and its subsidiaries and dependent companies.It was resolved as follows:4.1. The approach presented by the Internal Audit and Risk ManagementDepartment of JS C ID GC H olding t o the development of the P rogram f orDevelopment and Training of E mployees of t he Int ernal A udit and RiskManagement Divisions of SDCs of JSC IDGC Holding shall be approved.4.2. It shall be recommended to the Chairmen of the Audit Committees ofthe Boards of Directors of SDCs of JSC IDGC Holding to consider at the meetingsof the C ommittees t he i ssue re lated t o t he or ganization of t he P rogram forDevelopment and Training of E mployees of t he Int ernal A udit and RiskManagement D ivisions of SDCs of J SC I DGC H olding an d co sts for t heimplementation thereof.4.3. The Internal Audit and Risk Management Department of JSC IDGCHolding shall be instructed to submit a report on the results of the implementationof the Program for Development and Training of Employees of the Internal Auditand Risk M anagement D ivisions i n SDCs of JSC ID GC Holding to the A uditCommittee of the Board of Directors of JSC IDGC Holding.Approved unanimously.Seppo RemesChairman of the Audit CommitteeSecretary of the Audit CommitteeA. F. BikmurzinTel. 710-41-87Е-mail: bikmurzin@holding-mrsk.ru4

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 14of the Meeting of the Audit Committeeof the Board of Directors of JSC IDGC HoldingMoscowOctober 13, 2010Moscow, ul. Ulansky pr.,03:00 pm d. 26, str. 1, Meeting RoomPresent were: Seppo Juha Remes, Chairman;Valery Alekseevich Gulyaev, Member of the Audit Committee;Adel Fyaritovich Bikmurzin, Secretary of the Audit Committee.Invited were:• Tatyana Sirotinskaya, a nd L yubov N isenboim, r epresentatives of Z AOPricewaterhouseCoopers (Issue 2).Representatives of JSC IDGC Holding:• Alexey V ladimirovich D emidov, Deputy D irector G eneral fo r EconomicAffairs and Finance of JSC IDGC Holding (Issue 2);• Galina Ivanovna Zhabbarova, Chief Accountant, Head of the Department forBusiness and Tax Accounting of JSC IDGC Holding;• Izumrud Aligadzhievna Alimuradova, Head of t he Internal Audit and RiskManagement Department of JSC IDGC Holding (Issues 2 and 3);• Yakov Borisovich Yakubovich, Head of t he Risk Management and InternalControl Organization Division of the Internal Audit and Risk ManagementDepartment of JSC IDGC Holding (Issues 2 and 3).1

Agenda1. THE FOLLOWING PERSONS WERE HEARD:G. I. Zhabbarova, V. A. Gulyaev, and S. RemesFinancial terms and conditions of the agreement with ZAO KPMG for theperformance of functions of t he external auditor of financial statements of IDGCGroup prepared in accordance with the IFRS for 2010.It was resolved as follows:1.1. The proposed p rice of pa yment b y JSC IDGC H olding for a uditservices for the audit of t he c onsolidated fi nancial st atements of IDGC H oldingGroup in accordance w ith t he IFR S f or 20 10 of 15,340,000 rubles, i nclusive ofVAT and overhead costs, shall be approved.1.2. It shall be recommended to the management of JSC IDGC Holding toenter i nto a n agreement w ith Z AO K PMG fo r t he a udit o f t he c onsolidatedfinancial statements of IDGC Holding Group in accordance with the IFRS for 2010to the total amount of 15,340,000 rubles, inclusive of VAT and overhead costs.Approved unanimously.2. THE FOLLOWING PERSONS WERE HEARD:I. A. A limuradova, S. R emes, V . A. G ulyaev, L . N isenboim, a nd Y a. B .YakubovichConsideration of documents on the results of the work done as part of theimplementation of t he p roject of t he i mplementation o f the integrated ri skmanagement a nd i nternal c ontrol syst em i n t he SDCs of JSC ID GC H olding(Model Regulations f or t he B usiness Pro cess “ Electricity B illing M etering a ndSale of Electricity Transmission Services”, and the Risk Management Guidelines).It was resolved as follows:2.1. It s hall b e re commended t o t he Management Board o f JSC ID GCHolding to approve the Model Regulations for the Control Environment and Risksof t he Business Process “Electricity B illing M etering a nd Sa le of E lectricityTransmission Services.”2.2. It s hall be re commended to t he B oard of D irectors o f JSC IDGCHolding t o app rove the R isk M anagement G uidelines, taking i nto a ccount t hereplacement of the approach to define the risk significance through risk appetite bythe approach to define the risk significance through decision threshold levels.2.3. The Head of the Internal Audit and Risk Management Department ofJSC ID GC Holding sha ll be i nstructed t o i nitiate c onsideration of t he R iskManagement Guidelines and t he Model Regulations for the Control Environmentand Risks o f t he B usiness Pr ocess “ Electricity Billing Metering and Sale o fElectricity Transmission Services” at the meetings of the Audit Committees of theBoard o f Directors o f SDCs for t he purpose of fur ther appr oval t hereof at t hemeetings of the Boards of Directors of SDCs.2

2.4. It s hall be recommended t o t he Director General of JSC ID GCHolding t o t ake i nto a ccount t he r esults of t he pr oject t o de velop t he ModelRegulations for t he B usiness Pr ocess “Electricity B illing M etering a nd Sa le ofElectricity Transmission Services” when developing a strategic and process modelof JSC IDGC Holding and its SDCs.Approved unanimously.3. THE FOLLOWING PERSON WAS HEARD:S. RemesConsideration o f t he d raft budget o f t he I nternal A udit a nd RiskManagement Department of JSC IDGC Holding for 2011.It was resolved as follows:Due t o t he n eed f or a dditional development of t he i ssue, c onsiderationthereof shall be postponed until the next meeting of the Audit Committee.Approved unanimously.Seppo RemesChairman of the Audit CommitteeSecretary of the Audit CommitteeA. F. Bikmurzin Tel. 710-41-87Е-mail: bikmurzin@holding-mrsk.ru3

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 9of the Meeting of the Audit Committeeof the Board of Directors of JSC IDGC HoldingMoscowFebruary 26, 2010Moscow, ul. Ulansky pr.,11:00 am d. 26, str. 1, Meeting RoomPresent were: Seppo Juha Remes, ChairmanOleg Vyacheslavovich S urikov, m ember of t he Audit C ommittee, submitted aballot on the issues on the agenda of the meetingAdel Fyaritovich Bikmurzin, Secretary of the Audit CommitteeInvited were:• Andrey Korn, representative of ZAO KPMG;Representatives of JSC IDGC Holding:• Alexey V ladimirovich D emidov, Deputy D irector G eneral fo r EconomicAffairs and Finance of JSC IDGC Holding;• Galina Ivanovna Zhabbarova, Chief Accountant, Head of the Department forBusiness and Tax Accounting of JSC IDGC Holding;• Izumrud A ligadzhievna A limuradova, Head of t he In ternal AuditDepartment of JSC IDGC Holding.Agenda1. THE FOLLOWING PERSONS WERE HEARD:G. I. Zhabbarova, A. V. Demidov, and S. J. RemesPreparation of the financial (accounting) statements of JSC IDGC Holdingbased on the performance in 2009.1

It was resolved as follows:1.1. Note shall be taken of the information prepared by the management ofJSC IDGC Holding on the performance of the work related to the preparation ofthe financial (accounting) statements of JSC IDGC Holding based on theperformance in 2009.1.2. G . I. Z habbarova, C hief Accountant o f JSC ID GC H olding, s hall b einstructed to send a final version of the financial (accounting) statements of JSCIDGC Holding based on the performance in 2009 and prepared in accordance withthe R ussian A ccounting Standards ( RAS) to t he A udit Committee prior t o anofficial publication thereof on the web site of JSC IDGC Holding.Approved unanimously.2. THE FOLLOWING PERSONS WERE HEARD:A. Korn, S. J. Remes, and A. V. DemidovLetter of the external auditors to the management of JSC IDGC Holding onthe audit results of the IFRS financial statements of IDGC Group for 2008.It was resolved as follows:2.1. Note shall be t aken o f t he i nformation pr ovided b y A . K orn,representative of the external auditor, ZAO KPMG.2.2. It shall be recommended to the management of JSC IDGC Holding inQ2 2 010 to de velop a nd su bmit for consideration by t he A udit Committee t heconceptual a pproaches a llowing sub sidiaries and dependent companies of JSCIDGC Holding to reach the level of independent preparation of financial statementsin accordance with the IFRS without involvement of any external consultant in theyears coming.Approved unanimously.3. THE FOLLOWING PERSONS WERE HEARD:A. Korn and S. J. RemesTypes and cost of consultancy services provided by the external auditor tothe companies of IDGC Holding Group in 2009.It was resolved as follows:3.1. Note shall be taken of the report submitted by ZAO KPMG on typesand cost of consultancy services provided by the external auditor to the companiesof IDGC Holding Group in 2009.3.2. T he e xternal a uditor, Z AO K PMG, sha ll be i nstructed t o su bmit asimilar report on consultancy services provided during 2010 for consideration bythe Audit C ommittee i n Q 1 2 011. Pr ovided that educational a nd c onsultancyservices of the e xternal a uditor, ZAO K PMG, re ndered t o companies o f IDGCGroup, the cost of which exceeds 10% of the price of payment by the company ofaudit services, for the audit of the consolidated financial statements in accordance2

with t he IFRS sha ll re quire a dditional a pproval of t he A udit Committee of theBoard of Directors of JSC IDGC Holding.Approved unanimously.4. THE FOLLOWING PERSONS WERE HEARD:A. Korn, G. I. Zhabbarova, S. J. Remes, and A. V. DemidovFinancial t erms and conditions o f the a greement w ith Z AO K PMG f orperformance of functions of the external auditor of financial statements of IDGCGroup prepared in accordance with the IFRS for 2009.It was resolved as follows:4.1. The proposed price of payment by the company for audit services forthe a udit of t he c onsolidated fi nancial st atements of I DGC H olding G roup i naccordance w ith t he IF RS for 20 09 of 17,700,000 ru bles, i nclusive of VAT a ndoverhead costs, shall be approved.4.2. It shall be recommended to the management of JSC IDGC Holding:- to e nter i nto a n a greement w ith Z AO K PMG fo r t he a udit o f t heconsolidated financial statements of IDGC Holding Group in accordance with theIFRS for 2009 t o t he t otal a mount o f 17, 700,000 rubles, i nclusive of VAT a ndoverhead costs;- financial terms a nd conditions for 20 10 shal l be s pecified in a s eparateagreement by and between JSC IDGC Holding and the external auditor uponapproval by t he A udit Committee of t he audi tor’s f inancial offer with asubstantiation of the change in the price as compared to the price of the previousyear, including due to the change in the volume of the rendered services and theinflation factor.Approved unanimously.Seppo RemesChairman of the Audit CommitteeSecretary of the Audit CommitteeA. F. Bikmurzin Tel. 710-41-87Е-mail: bikmurzin@holding-mrsk.ru3

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGDraftMINUTES No. 12of the Meeting of the Audit Committeeof the Board of Directors of JSC IDGC HoldingMoscowJune 16, 2010Moscow, ul. Ulansky pr.,01:00 pm d. 26, str. 1, Meeting RoomPresent were: Seppo Juha Remes, ChairmanOleg Vyacheslavovich Surikov and Denis Vladimirovich Fedorov, members of theAudit Committee, submitted ballots on the issues on the agenda of the meetingAdel Fyaritovich Bikmurzin, Secretary of the Audit CommitteeInvited were:• Andrey Korn, representative of ZAO KPMG;• Nina Valeryevna Khudyakova, representative of OOO FBK;Representatives of JSC IDGC Holding:• Alexey V ladimirovich D emidov, Deputy D irector G eneral fo r EconomicAffairs and Finance of JSC IDGC Holding;• Galina Ivanovna Zhabbarova, Chief Accountant, Head of the Department forBusiness and Tax Accounting of JSC IDGC Holding;• Izumrud Aligadzhievna Alimuradova, Head of t he Internal Audit and RiskManagement Department of JSC IDGC Holding;• Olga V iktorovna Po pova, Chief Expert of t he In ternal Audit a nd R iskManagement Department of JSC IDGC Holding.1

Agenda1. THE FOLLOWING PERSONS WERE HEARD:G. I. Z habbarova, Se ppo Remes, A. V . D emidov, I. A . A limuradova,A. Korn, and N. V. KhudyakovaDraft of t he c onsolidated f inancial st atements o f ID GC H olding Groupprepared in accordance with the IFRS for 2009.It was resolved as follows:1.1. Note shall be taken of the information on key financial results of theactivities of IDGC H olding G roup contained i n t he d raft of t he c onsolidatedfinancial st atements of IDGC H olding G roup prepared i n a ccordance w ith t heIFRS for 2009.1.2. The conformity of the draft of the consolidated financial statements ofIDGC H olding G roup fo r t he ye ar e nding on D ecember 3 1, 2 009, t o t heInternational Fi nancial R eporting St andards, which i s documented i n t he dr aftopinion of the independent auditor, ZAO KPMG, shall be recognized.1.3. High professionalism of and high quality work done by the employeesof t he D epartment for Business a nd A ccounting of JS C ID GC H olding for asignificant reduction of the period for preparation of the consolidated financialstatements o f IDGC Group prepared in accordance w ith t he IFRS for t he yearending on December 31, 2009, shall be recognized.Approved unanimously.Seppo RemesChairman of the Audit CommitteeSecretary of the Audit CommitteeA. F. Bikmurzin Tel. 710-41-87Е-mail: bikmurzin@holding-mrsk.ru2

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 11of the Meeting of the Audit Committeeof the Board of Directors of JSC IDGC HoldingMoscowMay 31, 2010Moscow, ul. Ulansky pr.,10:00 am d. 26, str. 1, Meeting RoomPresent were: Seppo Juha Remes, ChairmanOleg Vyacheslavovich S urikov, m ember of t he Audit C ommittee, submitted aballot on the issues on the agenda of the meetingAdel Fyaritovich Bikmurzin, Secretary of the Audit CommitteeInvited were:• Andrey Korn, representative of ZAO KPMG (Issues 1 and 2);Representatives of JSC IDGC Holding:• Alexey V ladimirovich D emidov, Deputy D irector G eneral fo r EconomicAffairs and Finance of JSC IDGC Holding;• Galina Ivanovna Zhabbarova, Chief Accountant, Head of the Department forBusiness and Tax Accounting of JSC IDGC Holding;• Izumrud A ligadzhievna A limuradova, Head of t he In ternal AuditDepartment of JSC IDGC Holding.Agenda1. THE FOLLOWING PERSONS WERE HEARD:G. I. Zhabbarova, S. Remes, A. V. Demidov, and A. KornPreparation of the financial statements of IDGC Group in accordance withthe IFRS for 2009.1

It was resolved as follows:1.1. Note shall be taken of the information submitted by the Head of theDepartment for Business and Accounting of JSC IDGC Holding on the preparationof the c onsolidated fi nancial st atements o f ID GC Holding Group in acco rdancewith the IFRS for 2009.1.2. The Head of the Department for Business and Tax Accounting of JSCIDGC Holding shall be instructed to:- submit for c onsideration b y t he A udit Committee of t he B oard o fDirectors of JSC IDGC Holding a draft of the consolidated financial statements ofIDGC Holding Group in accordance with the IFRS for 2009 prior to the executionof the opinion by the auditor;- consider a n op portunity o f preparing una udited fi nancial st atements i naccordance w ith t he IFR S i n relation t o t he c ompanies n ot p reparing t heir ownstatements, in pa rticular O AO Tyumenenergo, OAO Yantarenergo, OAO TRK,and OAO Kubanenergo, by the Department for Business and Tax Accounting.1.3. High pr ofessionalism of t he w ork do ne by t he D epartment fo rBusiness and Accounting of JSC IDGC Holding for a significant reduction of theperiod for preparation of the consolidated financial statements of IDGC HoldingGroup in accordance with the IFRS for 2009 shall be recognized.Approved unanimously.2. THE FOLLOWING PERSONS WERE HEARD:G. I. Zhabbarova, S. Remes, A. V. Demidov, and A. KornConceptual approaches for independent preparation of financial statementsin accordance with the IFRS by SDCs of JSC IDGC Holding.It was resolved as follows:2.1. It shall be recommended to the management of JSC IDGC Holding toinstruct responsible departments of the Company to develop a long-range plan forthe transfer o f JSC IDGC Holding a nd its SDCs to i ndependent p reparation ofstatements in accordance with the IFRS providing for the following events:- development of an operating environment for preparation of statements inJSC IDGC Holding and its SDCs;- development a nd implementation of software, i ncluding o f a uxiliarynature, for the purpose of optimizing the statement preparation process;- organization of automation of parallel accounting of fixed assets, subjectto the use o f a positive experience of OAO I DGC o f t he N orthwest and OAOIDGC of the Center;- as part of the project for creation of the Unified Accounting Policy, noteshall be t aken o f t he de velopment of t he re gulations fo r i nteraction withspecialized departments of JSC IDGC Holding and its SDCs, whose opinions arenecessary for preparation of statements in accordance with the IFRS.2

2.2. The Head of the Department for Business and Tax Accounting of JSCIDGC H olding s hall b e i nstructed to form t he s chedule an d b udget e stimate fortraining of e mployees of JSC I DGC H olding re sponsible f or preparation ofstatements prepared in accordance with the IFRS for 2010-2011 not later than inSeptember 2010.Approved unanimously.3. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova and S. RemesReview of t he I nternal A udit and Risk M anagement D epartment o f JSCIDGC Holding in relation to audits made in SDCs of JSC IDGC Holding.It was resolved as follows:3.1. Note s hall be t aken of t he re view of t he I nternal A udit and RiskManagement Department of JSC ID GC H olding on a udit results i n su bsidiariesand dependent companies of JSC IDGC Holding in 2009 (Appendix 1).3.2. It shall be recommended to the Internal Audit and Ri sk ManagementDepartment of JSC IDGC Holding:- to continue t he w ork a imed a t t he i mplementation of t he pre ventivecontrol procedures;- when p reparing reports o n t he re sults of t he a udit o f fi nancial a ndeconomic a ctivities of SDCs of JSC ID GC Holding, to evaluate t he m aterialitylevel of revealed negative events, and violations made by the management of SDCsof JSC IDGC Holding;- to develop and submit for consideration by the Audit Committee at oneof the next meetings of the Audit Committee any proposal related to the form andstructure of the report of the Internal Audit and Ri sk Management Department ofJSC IDGC H olding o n t he audit re sults of f inancial a nd e conomic a ctivities ofsubsidiaries and dependent companies of JSC IDGC Holding.Approved unanimously.4. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova and S. RemesDraft schedule of a udits of SDCs of JSC IDGC Holding to be audited bythe Internal Audit and Risk Management Department of JSC IDGC Holding in2010.It was resolved as follows:4.1. The schedule of audits of SDCs of JSC IDGC Holding to be auditedby the Internal Audit and Risk Management Department of JSC IDGC Holding in2010 (Appendix 2) shall be agreed upon.4.2. It shall be recommended to the Director General of JSC IDGCHolding to approve the schedule of a udits of SDCs of JSC IDGC Holding to be3

audited by t he Internal Audit and Risk Management D epartment of JSC IDGCHolding in 2010.4.3. When preparing a report on the audit results in 2010, the Head of theInternal Audit and Risk Management Department of JSC IDGC Holding shall beinstructed to pay special attention to representation of information in relation to theissues stated in paragraphs 13, 14, 43, 48 – 52, and 57 of the agreed-upon scheduleof w ork of t he Int ernal A udit a nd R isk M anagement D epartment of J SC ID GCHolding in 2010.Approved unanimously.5. THE FOLLOWING PERSONS WERE HEARD:S. Remes and I. A. AlimuradovaOrganization of interaction with the Audit Committees and divisions of theexecutive arm and internal audit divisions of SDCs of JSC IDGC Holding.It was resolved as follows:5.1. The Chairman of t he Audit Committee shall be instructed to send toChairmen of t he A udit Committees of t he Board o f D irectors of SDCs writtenproposals to c onsider an o pportunity of participating i n t he a ctivities of t heCommittees he aded b y t hem of re presentatives of the I nternal A udit and RiskManagement Department of JSC IDGC Holding as experts.5.2. The Head of the Internal Audit and Risk Management Department ofJSC IDGC Holding shall be instructed to propose a list of persons from among theemployees of the Internal Audit and Risk Management Department of JSC IDGCHolding for participation as experts of the Audit Committee of the Board ofDirectors of SDCs.Approved unanimously.6. THE FOLLOWING PERSONS WERE HEARD:S. Remes and A. F. BikmurzinDraft of the annual report of the Audit Committee of the Board of Directorsof JSC IDGC Holding.It was resolved as follows:6.1. The draft of the annual report on the activities of the Audit Committeeof the Board of Directors of JSC IDGC Holding for the period from October 2009to May 2010 shall be approved given making the relevant amendments andsupplements on decisions made based on the results of discussion of the said issues(Appendix 3).6.2. T he C hairman of the A udit C ommittee shall be i nstructed to se nd areport on the work done by the Committee for the reporting period to the Head ofthe Directorate for Organizational Support for Activities of the Board of Directorsand the Management Board of JSC IDGC Holding.Approved unanimously.4

Seppo RemesChairman of the Audit CommitteeSecretary of the Audit CommitteeA. F. Bikmurzin Tel. 710-41-87Е-mail: bikmurzin@holding-mrsk.ru5

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 13of the Meeting of the Audit Committeeof the Board of Directors of JSC IDGC HoldingdraftMoscowSeptember 28, 2010Moscow, ul. Ulansky pr.,10:00 am d. 26, str. 1, Meeting RoomPresent were: Seppo Juha Remes, ChairmanValery Alekseevich Gulyaev, Member of the Audit CommitteeAdel Fyaritovich Bikmurzin, Secretary of the Audit CommitteeInvited were:• Andrey Korn, Representative of ZAO KPMG;Representatives of JSC IDGC Holding:• Alexey V ladimirovich D emidov, Deputy D irector G eneral fo r EconomicAffairs and Finance of JSC IDGC Holding;• Galina Ivanovna Zhabbarova, Chief Accountant, Head of the Department forBusiness and Tax Accounting of JSC IDGC Holding;• Olga N ikolaevna F omina, First Deputy C hief Accountant, F irst D eputyHead of t he D epartment for Business and Tax A ccounting o f JSC ID GCHolding;• Izumrud Aligadzhievna Alimuradova, Head of t he Internal Audit and RiskManagement Department of JSC IDGC Holding;• Yakov Borisovich Yakubovich, Head of t he Risk Management and InternalControl Organization Division of t he Internal Audit and Risk ManagementDepartment of JSC IDGC Holding.1

Agenda1. THE FOLLOWING PERSON WAS HEARD:S. J. RemesElection of the Deputy Chairman of the Audit Committee of the Board ofDirectors of JSC IDGC Holding.It was resolved as follows:Valery A lekseevich G ulyaev sha ll be elected D eputy C hairman of t heAudit Committee of the Board of Directors of JSC IDGC Holding.Approved unanimously.2. THE FOLLOWING PERSON WAS HEARD:S. J. RemesIndicative list of key issues for consideration at the meetings of the AuditCommittee for the period of work from September 2010 to June 2011.It was resolved as follows:2.1. The indicative list of ke y issues for consideration at the meetings ofthe Audit Committee of the Board of Directors of JSC IDGC Holding in H2 2010and H1 2011 in accordance with the appendix hereto shall be agreed upon.2.2. Members of the Audit C ommittee, ha ving a ny a mendment orsupplement to t he indicative l ist of key i ssues, sha ll su bmit t heir proposals i nwriting t o t he Se cretary of t he Audit C ommittee n ot later than t he 11 th day ofOctober of the current year.Approved unanimously.3. THE FOLLOWING PERSONS WERE HEARD:G. I. Zhabbarova, V. A. Gulyaev, and S. RemesIssues of training of employees of JSC IDGC H olding r esponsible forpreparation of statements in accordance with the IFRS for 2010-2011.It was resolved as follows:3.1. T he sc hedule of t raining o f e mployees of JSC I DGC H oldingresponsible fo r pre paration of st atements i n a ccordance w ith the I FRS for 2 010-2011 shall be approved.3.2. Due to the approval of regulations, including draft documents underconsideration a t t he re levant Ministries a nd A gencies o f t he R ussian Federation,governing accounting and reporting in the Russian Federation, G. I. Zhabbarova,Chief Accountant and Head of the Department for Business and Tax Accounting ofJSC IDGC Holding, shall be instructed to develop and submit for consideration bythe A udit C ommittee re commendations o n t he or ganization of t he s ystem o f2

training o f employees of t he Financial Reporting D ivisions of su bsidiaries anddependent companies of JSC IDGC Holding not later than December 2010.Approved unanimously.4. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova, V. A. Gulyaev, A. Korn, and S. RemesForm a nd st ructure of a model r eport of the Internal Audit a nd R iskManagement Department of JSC IDGC Holding and similar divisions of SDCs tobe submitted to the Audit Committees of the Board of Directors on the work done.It was resolved as follows:4.1. The fo rm a nd st ructure of provision o f i nformation by the Int ernalAudit and Ri sk Management Department of JSC ID GC H olding t o t he A uditCommittee of the Board of Directors of JSC IDGC Holding on the work done.4.2. The Head of the Internal Audit and Risk Management Department ofJSC IDGC Holding shall be instructed:- to develop approaches to defining the violation materiality level for thepurpose of re porting b y the Internal C ontrol and Risk M anagement D ivisions o fSDCs of JSC IDGC Holding to the Audit Committees;- to ensure t he o rganization o f events t o ap ply the s imilar f orm andstructure of provision of i nformation to t he A udit C ommittees of t he B oards o fDirectors of the Companies on the work done in SDCs of JSC IDGC Holding;- to provide f or a c omparative e valuation of t ypes of violations r evealedwhen auditing financial and econ omic activities of SDCs and development ofproposals on how to re medy t hem i n t he report o f t he I nternal A udit and RiskManagement Department of JSC IDGC Holding.Approved unanimously.5. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova, G. I. Zhabbarova, and S. RemesRevision of the Action Plan of the Internal Audit and Risk ManagementDepartment of JSC IDGC Holding for 2010-2011.It was resolved as follows:5.1. The submitted amendments and supplements to the Action Plan of theInternal Audit and Risk Management Department of JSC IDGC Holding for July2010 – June 2011 shall be approved.Approved unanimously.3

6. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova, G. I. Zhabbarova, and S. RemesConsideration of a re stated ve rsion of t he M odel R egulations of t heInternal Audit and Risk Management Department of SDCs of JSC IDGC Holding.It was resolved as follows:6.1. It shall be de emed a ppropriate t o c onsider t he de velopment a ndapproval of the proposed restated version of the Model Regulations of the InternalAudit and Risk M anagement D epartment of SDCs o f JS C ID GC H olding i naccordance with the appendix hereto.6.2. It shall be recommended to the Head of the Internal Audit and RiskManagement D epartment of JSC IDGC Holding to ensure t he or ganization ofevents to approve a restated version of the Regulations of the Internal Audit andRisk M anagement D epartment i n su bsidiaries a nd de pendent c ompanies of J SCIDGC Holding.Approved unanimously.7. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova, G. I. Zhabbarova, O. N. Fomina, A. V. Demidov, andS. Remes.Approval of t he M odel R egulations for O rganization of I nteractionbetween t he A udit Committee of t he B oard of D irectors of the C ompany, t heInternal Audit a nd R isk M anagement D epartment o f the Company, t he I nternalAudit Commission of the Company and the External Auditor of the Company.It was resolved as follows:7.1. The Model Regulations for Organization of Interaction between theAudit Committee of the Board of Directors of the Company, the Internal Audit andRisk Management Department of the Company, the Internal Audit Commission ofthe Company and the External Auditor of the Company shall be approved.7.2. The m odel f orm of t he R egulations for Preparation of Is sues f orConsideration at the Meeting of the Audit Committee of the Board of Directors ofSDCs of JSC IDGC Holding shall be approved.7.3. It shall be recommended to the Head of t he Internal Audit and RiskManagement D epartment of JSC IDGC Holding to ensure t he or ganization ofevents to a pprove t he R egulations f or Organization of Interaction b etween theAudit Committee of the Board of Directors of the Company, the Internal Audit andRisk Management Department of the Company, the Internal Audit Commission ofthe Company a nd t he E xternal Auditor o f t he C ompany a nd t he R egulations forPreparation of Issues for Consideration at the Meeting of the Audit Committee ofthe Board of Directors o f S ubsidiaries a nd D ependent Companies of JS C ID GCHolding in SDCs of JSC IDGC Holding.Approved unanimously.4

8. THE FOLLOWING PERSONS WERE HEARD:I. A. Alimuradova and S. RemesAgreement upon the Report of the Director General of JSC IDGC Holdingto t he Board of Directors on the implementation of approved local documentsrelated to the improvement and development of internal control, risk managementand internal audit at JSC IDGC Holding.It was resolved as follows:8.1. Note s hall be t aken of t he Repo rt of t he Director G eneral of JS CIDGC Holding to the Board of Directors on the implementation of approved localdocuments re lated t o t he i mprovement a nd de velopment of i nternal c ontrol, ri skmanagement and internal audit at JSC IDGC Holding.8.2. The work d one at J SC IDGC H olding t o implement approved l ocaldocuments re lated t o t he i mprovement a nd de velopment of i nternal c ontrol, ri skmanagement and internal audit in the Company shall be deemed effective.8.3. It shall be recommended to the Board of Directors of JSC IDGCHolding to approve the Report of the Director General of JSC I DGC Holding onthe implementation of a pproved local documents related to the improvement anddevelopment of internal control, risk management and internal audit at JSC IDGCHolding.Approved unanimously.9. THE FOLLOWING PERSONS WERE HEARD:Ya. B. Yakubovich, I. A. Alimuradova, V. A. Gulyaev, and S. RemesInvolvement o f e xternal c onsultants for t raining of m embers of t heWorking G roup fo r the Im plementation of t he I ntegrated R isk Management andInternal Control System and provision of consultancy support when implementingthe integrated risk management and internal control system and making an internalaudit of pilot projects.It was resolved as follows:9.1. Note shall be taken of the i nformation about i nvolvement o fPricewaterhouseCoopers for provision of consultancy support when developing theModel Regulations for the Business Process “Electricity Billing Metering and Saleof Electricity Transmission Services” and forming proposals and revising the RiskManagement Guidelines.9.2. The pro posal of t he Int ernal A udit and R isk ManagementDepartment of JSC ID GC H olding t o de velop a nd i mplement t he c ompetencemodel in the internal audit and risk management divisions of JSC IDGC Holdingand its subsidiaries and dependent companies shall be approved.9.3. The Head of t he Internal Audit and Risk Management Departmentof JSC IDGC Holding shall be instructed to develop and submit for consideration5

INVESTMENT COMMITTEEOF THE BOARD OF DIRECTORS OF JSC IDGC HoldingMINUTES OF THE MEETINGof the Investment Committee of the Board of Directors of JSC IDGC HoldingChairman of the Investment Committee: V. V. TatsiyNovember 11, 2010Present were:− members of the Investment Committee of the Board of Directors of JSC IDGC Holding(hereinafter, the “Investment Committee”);− A. V. Sannikov;− D. N. Bashuk;− V. A. Ovseichuk;− A. A. Lebedev;− I. V. Khvalin;− M. G. Tikhonova;− I. A. Selivakhin;− A. P. Terekhov.Secretary of the Investment Committee: S. V. Podlutsky.9 of 16 members of the Investment Committee were present.5 members of the Investment Committee sent their written opinions (completed and signedballots).A. G. Shulginov (including a special opinion);N. V. Skibitsky;A. V. Zavartsev;V. N. Titov;V. V. Nikonov.There is a quorum for holding the meeting of the Investment Committee.Agenda of the Meeting1. Election of the Deputy Chairman of the Investment Committee and the Secretary of theInvestment Committee.2. Approval of the budget of the Investment Committee for Q4 2010 and H1 of 2011.3. Approval of the Regulations for Consideration and Presentation for Consideration by theBoard of Directors of the Consolidated Investment Program of JSC IDGC Holding.4. Approval of the procedure for the development of the structure of the consolidatedinvestment program of JSC IDGC Holding.1

5. Approval of the format of presentation of the consolidated investment program of JSCIDGC Holding to the Board of Directors of JSC IDGC Holding.6. Organization a nd e valuation of e fficiency of e xisting pr ocesses of t he pe rformance ofconstruction work and implementation of investment programs.7. Information a bout t he pr ocedure f or a pproval a nd r evision of i nvestment pr ograms ofSDCs of J SC I DGC Hol ding a t t he executive a uthorities o f t he c onstituents of t he R ussianFederation in 2010 and proposals on the improvement thereof.1. THE FOLLOWING PERSON WAS HEARD:A. V. Sannikov.Election of the Deputy Chairman of the Investment Committee and the Secretary of the InvestmentCommittee.IT WAS RESOLVED AS FOLLOWS:Alexey Valeryevich Sannikov, Deputy Director General of JSC IDGC Holding, shall be electedDeputy Chairman of the Investment Committee of the Board of Directors of JSC IDGC Holding.Sergey Va silyevich P odlutsky, He ad o f t he Di vision f or Cons olidated Ana lytics of E xternalProduction Re sources of t he I nvestment De partment of J SC I DGC Hol ding, s hall be e lectedSecretary of the Investment Committee of the Board of Directors of JSC IDGC Holding.2. THE FOLLOWING PERSON WAS HEARD:A. V. Sannikov.Approval of the budget of the Investment Committee for Q4 2010 and H1 of 2011.IT WAS RESOLVED AS FOLLOWS:The budget of the Investment Committee shall be a pproved for Q4 2010 and H1 of 2011 inaccordance with the appendix hereto.3. THE FOLLOWING PERSON WAS HEARD:S. A. Balaeva.Approval of the Regulations for Consideration and Presentation for Consideration by the Board ofDirectors of the Consolidated Investment Program of JSC IDGC Holding.IT WAS NOTED AS FOLLOWS:Re: N. G. Shulginov’s comments and proposals:Since the regulations under consideration relate to corporate procedures of presentation andconsideration of investment programs by the Board of Directors of JSC IDGC Holding andthe B oard of Di rectors of s ubsidiaries and de pendent c ompanies o f J SC I DGC Hol dingonly, the procedure for agreement upon, consideration of discrepancies and approval ofinvestment programs in accordance with Resolution No. 977 of December 01, 2009, of theGovernment of the Russian Federation, with regard to corporate procedures of JSC IDGCHolding wi ll be c onsidered a s p art of I ssue 7 on t he a genda of t he m eeting of t heInvestment Committee.IT WAS RESOLVED AS FOLLOWS:1. The Regulations for Consideration and Presentation for Consideration by the Board ofDirectors of t he Con solidated I nvestment P rogram of J SC I DGC Holding s hall b eapproved.2

2. Prior to December 22, 2010, the Investment Committee shall consider:1. a revised consolidated investment program of JSC IDGC Holding for 2010;2. a r evised consolidated i nvestment pr ogram o f J SC I DGC Ho lding f or t he pe riod of2011-2015, including 2011;3. basic principles of revision of investment programs of SDCs of JSC IDGC Holding.4. THE FOLLOWING PERSON WAS HEARD:S. A. Balaeva.Approval of t he p rocedure f or t he development of t he s tructure of t he c onsolidated investmentprogram of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:1. The procedure for the development of the structure of the consolidated investment programof JSC IDGC Holding shall be approved, subject to the revision of the period of the Criteriafor Inclusion of Facilities in the Investment Program for 2010-2011.2. Prior to December 22, 2010, the Criteria and Priorities for Inclusion of Facilities in theInvestment P rogram f or t he pe riod of 2010 a nd f urther ye ars s hall be i mproved a ndsubmitted for consideration by the Investment Committee, with participation ofrepresentatives of the technical division of JSC IDGC Holding.5. THE FOLLOWING PERSON WAS HEARD:S. A. Balaeva.Approval of the format of presentation of the consolidated i nvestment program of JSC IDGCHolding to the Board of Directors of JSC IDGC Holding.IT WAS NOTED AS FOLLOWS:Re: N. G. Shulginov’s comments and proposals:The formats of presentation of the consolidated investment program of JSC IDGC Holding to theBoard of Di rectors of J SC I DGC Hol ding c annot c omply wi th t he f ormats a pproved by Or derNo. 114 of March 24, 2010, of the Ministry of Energy of Russia due to their considerable volume.Key parameters of the investment activities are recorded in the formats under consideration.IT WAS RESOLVED AS FOLLOWS:1. The formats of presentation of the consolidated investment program of JSC IDGC Holdingto the Board of Directors of JSC IDGC Holding shall be taken as a basis.2. The format of presentation of the consolidated investment program of JSC IDGC Holdingto t he Boa rd of Directors of J SC I DGC Hol ding shall be i mproved a s r elated t o t heinclusion of indicators of economic efficiency of the implementation of the investmentprogram o n t he whol e a nd m ost s ignificant f acilities, the s tructure of the i nvestmentprogram as related to the criteria and priorities for inclusion of facilities in the investmentprogram, subject to recording information in reporting materials on t he implementation ofsignificant facilities.3. Prior to December 22, 2010, the issue “Approval of the format of presentation of theconsolidated investment program of JSC IDGC Holding to the Board of Directors of JSCIDGC Holding” shall be considered at the regular meeting of the Investment Committee.6. THE FOLLOWING PERSON WAS HEARD:3

A. V. Sannikov.Organization and evaluation of efficiency of existing processes of the performance of constructionwork and implementation of investment programs.IT WAS RESOLVED AS FOLLOWS:Note shall be taken of the information about organization and evaluation of efficiency of existingprocesses of the performance of construction work and implementation of investment programs.7. THE FOLLOWING PERSON WAS HEARD:S. A. Balaeva.Procedure for approval and revision of investment programs of SDCs of JSC IDGC Holding at theexecutive authorities of the constituents of the Russian Federation in 2010 and proposals on theimprovement thereof.IT WAS RESOLVED AS FOLLOWS:1. Note s hall be t aken of t he i nformation a bout t he pr ocedure f or approval a nd r evision o finvestment programs of SDCs of J SC I DGC Holding a t t he executive a uthorities o f t heconstituents of the Russian Federation in 2010 and proposals on the improvement thereof.2. Proposals on the amendments to Resolution No. 977 of December 01, 2009, of t heGovernment of the Russian Federation, subject to the meeting at the Ministry of Energy ofRussia of November 09, 2010, shall be submitted for consideration by the InvestmentCommittee prior to or on December 22, 2010.V. V. TatsiyChairman of the Investment CommitteeS. V. PodlutskySecretary of the Investment Committee4

INVESTMENT COMMITTEEOF THE BOARD OF DIRECTORS OF JSC IDGC HoldingMINUTES OF THE MEETINGof the Investment Committee of the Board of Directors of JSC IDGC Holdingin the Form of an Absentee MeetingPresided by:− A. V. Sannikov, Deputy Chairman of the Investment CommitteeDecember 14, 2010Votes by:members of the Investment Committee of the Board of Directors of JSC IDGCHolding (hereinafter, the “Investment Committee”);− A. V. Demidov;− V. V. Tatsiy;− V. V. Nikonov;− A. P. Terekhov;− V. N. Titov;− M. G. Tikhonova;− N. G. Shulginov;− I. V. Khvalin;− N. V. Skibitsky;− V. A. Ovseichuk.Secretary of the Investment Committee: S. V. Podlutsky.There is a quorum for holding the meeting of the Investment Committee.Agenda of the Meeting1. Approval of the format o f p resentation of the consolidated i nvestmentprogram of JSC IDGC Holding to the Board of Directors of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:1

The format o f pre sentation of t he c onsolidated investment p rogram of J SC I DGCHolding to the Board of Directors of JSC IDGC Holding shall be approved.2. Approval of t he proposals o f JSC I DGC H olding on the a mendments toResolution N o. 9 97 of D ecember 0 1, 2 009, of t he G overnment o f t he R ussianFederation.IT WAS RESOLVED AS FOLLOWS:Consideration of t he dra ft o f a mendments to t he re gulatory f ramework go verninginvestment a ctivities of e lectric po wer i ndustry e ntities sha ll be po stponed t o theregular in-person meeting of the Investment Committee.Voting results:A. V . Sa nnikov, A . V . D emidov, V . V . T atsiy, A . P. T erekhov, V . N . T itov,M. G. Tikhonova, I . V . K hvalin, N . V . Ski bitsky, and V . A . O vseichuk vot ed“FOR.”N. G. Shulginov “ABSTAINED.”SPECIAL OPINION:V. V. Nikonov“I b elieve t hat i t i s i nappropriate t o c onsider t his issue by t he In vestmentCommittee”A. V. SannikovDeputy Chairman of the Investment CommitteeS. V. PodlutskySecretary of the Investment Committee2

INVESTMENT COMMITTEEOF THE BOARD OF DIRECTORS OF JSC IDGC HoldingMINUTES OF THE MEETINGof the Investment Committee of the Board of Directors of JSC IDGC HoldingPresided by:− A. V. Sannikov, Deputy Chairman of the Investment CommitteeDecember 14, 2010Present were:members of the Investment Committee of the Board of Directors of JSC IDGCHolding (hereinafter, the “Investment Committee”);− A. A. Lebedev;− I. A. Selivakhin;− A. P. Terekhov;− N. G. Shulginov;− I. V. Khvalin.Invited were:− B. I. Mekhanoshin;− A. V. Sergutin;− R. K. Tsiku;− Yu. N. Pankstyanov.Secretary of the Investment Committee: S. V. Podlutsky.6 of 16 members of the Investment Committee were present.2 members of the Investment Committee sent their written opinions (completedand signed ballots).N. V. Skibitsky;V. N. Titov.1

There is a quorum for holding the meeting of the Investment Committee.Agenda of the Meeting1. Consideration of the report o n t he i mplementation of the c onsolidatedinvestment program of JSC IDGC Holding for the 9 months of 2010.2. Approval of t he r evised consolidated investment pr ogram o f JS C ID GCHolding for 2010 and the consolidated long-term investment program of JSC IDGCHolding for the period of 2011 – 2015, including 2011.3. Approval of t he basic principles of revision of investment programs of SDCsof JSC IDGC Holding.4. Approval of the scenario c onditions o f t he de velopment o f i nvestmentprograms o f SDCs of JSC IDGC Holding, criteria a nd pr iorities fo r i nclusion offacilities in investment programs of SDCs of JSC IDGC Holding for 20 12 andfurther periods until 2016.5. Consideration o f proposals o n t he a mendments to t he i nvestment KPIs andguidelines for the calculation thereof for the Director G eneral and top managersresponsible for the implementation of the investment program at JSC IDGC Holdingand SDCs of JSC IDGC Holding.1. THE FOLLOWING PERSON WAS HEARD:S. A. Balaeva.Consideration of the re port o n the i mplementation o f the c onsolidated investmentprogram of JSC IDGC Holding for the 9 months of 2010.IT WAS RESOLVED AS FOLLOWS:Note shall be taken of the implementation of the consolidated investment program ofJSC IDGC Holding for 9 months of 2010.2. THE FOLLOWING PERSON WAS HEARD:S. A. Balaeva.Approval of the revised consolidated investment program of JSC IDGC Holding for2010 and the consolidated long-term investment program of JSC IDGC Holding forthe period of 2011 – 2015, including 2011.IT WAS RESOLVED AS FOLLOWS:1. The re vised c onsolidated i nvestment p rogram of JSC ID GC H olding f or 2 010shall be approved.2

2. Note sha ll be t aken o f t he c onsolidated i nvestment pr ogram of J SC I DGCHolding for the period of 2011 – 2015, including 2011.3. THE FOLLOWING PERSON WAS HEARD:S. A. Balaeva.Approval of t he basic principles of revision of investment programs of s ubsidiariesSDCs of JSC IDGC Holding.IT WAS RESOLVED AS FOLLOWS:1. Note shall be taken of the basic principles of revision of investment programs ofSDCs of JSC IDGC Holding.2. When i mproving t he b asic pr inciples of r evision of i nvestment programs ofSDCs of J SC I DGC H olding, the following commen ts s hall be t aken i ntoaccount:- the following subparagraph shall be included in the chapter “Decisions ofauthorities and other external regulating bodies”:1.2 A pproval of pr ograms (a ction pl an) a imed a t t he i ncrease o freliability for the following constituents: Moscow, the Moscow Region,St. Petersburg, the Leningrad Region, the Tyumen Energy System, andthe Krasnodar Territory.- the following subparagraph shall be included in the chapter “Decisions of thepower industry market entities and consumers”:o approval of t he sc heme of po wer di stribution of N PPs andgeneration plants.- the list of reasons related to the implementation of c apital construction bythe results of approval by the Management Board of JSC IDGC Holding ofaction of reforming the capital construction division of SDCs of JSC IDGCHolding shall be revised.3. JSC ID GC H olding sh all b e i nstructed t o pr ovide i ntegrated pr oposals on t heKPI syst em a imed a t t he re duction o f t he i mpact of risks related t o t heimplementation o f c apital construction on t he re asons f or re vision of theinvestment program prior to April 2011.4. THE FOLLOWING PERSON WAS HEARD:A. V. Sannikov.Approval of the scenario conditions of the development of investment programs ofSDCs of JSC IDGC Holding, criteria and priorities for inclusion of facilities i ninvestment programs of SDCs of JSC IDGC Holding for 2012 and further periodsuntil 2016.3

IT WAS RESOLVED AS FOLLOWS:1. Note sha ll be t aken o f t he sc enario c onditions of t he de velopment ofinvestment prog rams of SDCs of JSC IDGC H olding, c riteria a nd p riorities fo rinclusion of facilities i n i nvestment p rograms o f SDCs of JS C ID GC H olding f or2012 a nd fu rther periods until 2016, su bject t o improvements with re gard t oseparation as a criterion of inclusion of facilities related to the list of actions aimedat t he i ncrease of r eliability of t he e nergy sys tem of t he fo llowing c onstituents i ninvestment programs of the relevant subsidiaries and dependent companies of JSCIDGC H olding: Moscow, t he M oscow R egion, St . Pe tersburg, t he L eningradRegion, the Tyumen Energy System, and the Krasnodar Territory.2. JSC ID GC Holding sh all b e instructed to pr ovide the action plan of t hedevelopment of scenario conditions of the development of investment programs withproposals r elated to t he con sideration a nd a pproval t hereof by t he M inistry ofEnergy of Russia prior to February 01, 2011.MISCELLANEOUS:The d raft of amendments to the regulatory framework g overning investmentactivities of e lectric po wer i ndustry e ntities sha ll be c onsidered a t t he r egular i n-person meeting of the Investment Committee.A. V. SannikovDeputy Chairman of the Investment CommitteeS. V. PodlutskySecretary of the Investment Committee4

Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC Holding________________________________________________________________MINUTESof the In-Person Meetingof the Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC HoldingNo. 9November 17, 2010The following members of the Committee participated in the meeting:Viktor VasilyevichKudryavy- Chairman of the CommitteeValery AlekseevichGulyaev- member of the CommitteeIgor VladimirovichKhvalin- member of the CommitteeMoscowAgenda of the meeting:Issue 1: “Improvement of the KPI system of SDCs and JSC IDGC Holding.”The following person reported: A. V. Sergutin, Director for Economic Affairs of JSCIDGC Holding.During the discussion members of the Committee proposed the following:V. A. Gulyaev:In relation to the KPI List of t he Director General of the Holding (Appendix 2.1to the meet ing of t he N omination and Remuneration Commi ttee o f t he Boar d ofDirectors of JSC ID GC Holding): t he n ame of the i ndicator “ Prevention of M ajorAccidents E xceeding t he G iven N umber” sha ll be re placed b y “ Prevention of M ajorAccidents.” The condition for the failure to achieve the indicator shall be deemed to beany major accident in more than one SDC.When s umming u p t he K PIs, ranking s hall be s pecified depending upon theindicator achievement degree. When achieving the indicator, being equal or exceeding90%, the remuneration share falling on it shall be calculated in full, and when achievingthe indicator by 75% - 90%, half of the remuneration share.I. V. Khvalin:In relation t o the KPI List of t he D irector G eneral of t he H olding: st atistics ofindustrial injuries for the 3 previous years prior to the beginning of the reporting periodshall be attached to the indicator “No Excess of the Number of Industrial Injuries Due tothe Fault of Employees of the Company and SDCs in Relation to Industrial Accidents asCompared to the Specified Actual Indicator of the Previous Year,”

statistics of t he du ration o f t echnological fa ilures sha ll be a ttached to t he i ndicator“Absence of t he G rowth o f t he Sy stem In dicator of t he D uration of T echnologicalFailures (Accidents) Based on Annual Results,”V. V. Kudryavy:In relation to the KPIs of the Director General of SDCs:the indicators “I nformation Rel iability Fact or f or O ccurred Tech nologicalFailures (Accidents)”, “ Ratio of Quality of Investigation of Technological F ailures(Accidents)”, “Achievement of Milestones of Priority Projects” shall be excluded withredistribution of the percentage for remaining indicators,a “mandatory remuneration condition” shall be introduced for the constituents ofthe i ndicator “Rel iability Cr iterion” – “Prevention of M ajor A ccidents”, “Absence o fFatal Industrial Accidents or Group Accidents, if There is Any Hardly Injured PersonDue to the Failure to Perform (Properly Perform) Their Functions by Employees of theCompany.” When achieving the indicators as part of the KPIs “Reliability Criterion” theremuneration percentage for each one is 35%. In the event of any failure to achieve theindicators, remuneration in accordance with the indicator “Reliability Criterion” shall bezeroed.In relation to the investment KPIs.In acco rdance w ith the Guidelines for Ca lculation and Eval uation of theAchievement o f K PIs of the D irector General of t he C ompany (Appendix 2.2 t o t hematerials of the Nomination and Remuneration Committee of the Board of Directors ofJSC IDGC Holding); the List and the Guidelines for Calculation and Evaluation of theAchievement of KPIs of SDCs (Appendix 1.2.7 to the materials of the meeting of theNomination a nd R emuneration Committee of t he Board o f D irectors o f JSC IDGCHolding), the following amendments shall be made:The qua rterly K PI “ Implementation of Quarterly Schedules for Financing andApplication of t he In vestment P rogram by A ccrued Total fr om t he B eginning of t heYear (Q uarterly)” sha ll b e re placed b y “ Performance of Q uarterly Schedules(Commissioning, Disbursement and Financing Schedules) of the Investment Program ofthe Holding by Accrued Total from the Beginning of the Year (Quarterly).”The fo llowing a mendments shall be m ade t o t he G uidelines for Evaluation o fQuarterly a nd A nnual Benchmarks o f t he Im plementation o f t he I nvestment Pro gramfor di rectors o f c ompanies and t op managers re sponsible for t he i mplementation ofinvestment programs based on the quarterly benchmark:Calculation shall be made based on three components of the investment programin e qual p roportion: fi nancing, disbursement, c ommissioning w ith t he replacement o fthe formula:K fin dis amount = 0.5 K fin amount dis amount+ 0.5 K bythe formula:K fin dis com amount = 0.2 K fin amount + 0.2 K dis amount + 0.6 K commissioningWhen calculating the remuneration of the indicators “Performance of QuarterlySchedules (Commissioning, Disbursement and Financing Schedules) of the InvestmentProgram of the Holding by Accrued Total from the Beginning of the Year (Quarterly)”and “Performance of C ommissioning Schedules a nd t he Financing a nd D isbursement

Schedule (Yearly)” (Appendix 2.2 and Appendix 1.2.4), a differentiated approach shallbe applied.When achieving the indicator, being equal or exceeding 90%, the remunerationshare falling on it shall be calculated in full, and when achieving the indicator by 75% -90%, half of the remuneration share.The KPI “Performance of Benchmarks of Priority Project” (Appendix 1.2.7) withadding the share of 10% to the quarterly KPI “Performance of Quarterly Schedules(Commissioning, Disbursement and Financing Schedules) of the Investment Program ofthe Holding by Accrued Total from the Beginning of the Year (Quarterly)” shall beexcluded.Based on the discussion and voting results it was resolved as follows:It shall be recommended to the Board of Directors:1. To a pprove t he i mproved L ist of K ey P erformance I ndicators for t he D irectorGeneral of JSC IDGC Holding, which will take effect in 2011 (Appendix 2.1);2. To ap prove t he co ncept o f t he i mprovement of t he k ey performance i ndicatorsystem for the Directors General of JSC IDGC Holding and SDCs (Appendices1.1; 1.2.1 - 1.2.10; 2.2.).Voting re sults related t o the Issue: “for” – 3 vo tes; “against” – none; “ abstained” –none.V. V. KudryavyChairman of the CommitteeV. E. LutskovichSecretary of the Committee

Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC Holding________________________________________________________________MINUTESof the Absentee Meetingof the Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC HoldingNo. 6April 15, 2010MoscowThe following members of the Committee participated in the meeting:Sergey Vladimirovich - Chairman of the Committee;SerebryannikovAlexander Albertovich - member of the Committee;PopovGennady Feliksovich- member of the Committee;BinkoIgor Sergeevich- member of the Committee;SamsonovIrina Yuryevna- member of the Committee;KorobkinaMikhail Alekseevich- member of the Committee;MantrovViktor Vasilyevich- member of the Committee;KudryavyOleg Vyacheslavovich - member of the Committee;SurikovVladimir Vitalyevich- member of the CommitteeTatsiyAgenda of the meeting:Issue: “Organization of the special-purpose contract training of young specialistsfor JSC IDGC Holding and subsidiaries and dependent companies of JSC IDGCHolding at the Moscow State Institute for International Relations of the Ministry ofInternal Affairs of Russia.”Based on the voting results it was resolved as follows:It s hall b e re commended t o t he B oard of Directors of JSC ID GC Holding t oapprove t he or ganization of t he special-purpose c ontract t raining of youngspecialists for JSC ID GC H olding a nd su bsidiaries a nd de pendent c ompanies ofJSC IDGC Holding at the Moscow State Institute for International Relations of theMinistry of Internal Affairs of Russia starting from 2010.Voting results: “for” – 9 votes; “against” – none; “abstained” - none.S. V. SerebryannikovChairman of the CommitteeV. E. LutskovichSecretary of the Committee

Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC Holding________________________________________________________________MINUTESof the Absentee Meetingof the Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC HoldingNo. 7September 27, 2010The following members of the Committee participated in the meeting:Viktor VasilyevichKudryavy- Chairman of the CommitteeValery AlekseevichGulyaev- member of the CommitteeIgor VladimirovichKhvalin- member of the CommitteeMoscowAgenda of the meeting:Issue 1: “Election of the D eputy C hairman o f t he N omination and RemunerationCommittee of the Board of Directors of JSC IDGC Holding.”Issue 2: Election of t he Secretary of the Nomination and Remuneration Committee ofthe Board of Directors of JSC IDGC Holding.”Issue 3: “Preliminary evaluation of members of t he Management Board of JSC IDGCHolding.”Based on the voting results it was resolved as follows:1. V alery A lekseevich G ulyaev s hall be e lected D eputy C hairman of t he N ominationand Remuneration Committee of the Board of Directors of JSC IDGC Holding.Voting results related to Issue 1: “for” – 3 votes; “against” – none; “abstained” – none.2. Viktor Evgenyevich Lutskovich, Deputy Head of t he Human Resources Departmentof JSC IDGC Holding, shall be elected Secretary of the Nomination and RemunerationCommittee of the Board of Directors of JSC IDGC Holding.Voting results related to Issue 2: “for” – 3 votes; “against” – none; “abstained” – none.3. I t sha ll be re commended t o t he B oard of D irectors t o elect M ikhail YuryevichKurbatov, D eputy D irector G eneral of JSC ID GC Holding, a s m ember of t heManagement Board of JSC IDGC Holding.Voting results related to Issue 3: “for” – 3 votes; “against” – none; “abstained” – none.V. V. KudryavyChairman of the CommitteeV. E. LutskovichSecretary of the Committee

Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC Holding________________________________________________________________MINUTESof the Absentee Meetingof the Nomination and Remuneration Committeeof the Board of Directors of JSC IDGC HoldingNo. 8October 20, 2010The following members of the Committee participated in the meeting:Viktor VasilyevichKudryavy- Chairman of the CommitteeValery AlekseevichGulyaev- member of the CommitteeIgor VladimirovichKhvalin- member of the CommitteeMoscowAgenda of the meeting:Issue 1: “Approval of the Principal Provisions and Procedure for the Implementation ofthe Incentive Program for Managers of JSC IDGC Holding and SDCs.”Based on the voting results it was resolved as follows:It shall be recommended to the Board of Directors:To ap prove t he Pr incipal Provisions an d P rocedure for t he I mplementation of t heIncentive Program for Managers of JSC IDGC Holding and Its SDCs.Voting r esults re lated t o t he Issue: “for” – 3 vo tes; “ against” – none; “ab stained” –none.V. V. KudryavyChairman of the CommitteeV. E. LutskovichSecretary of the Committee

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 18of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowDecember 30, 2010The m eeting o f t he St rategy C ommittee was he ld b y ba llot v oting. The t otalnumber of members o f the St rategy C ommittee of t he B oard of D irectors of JSCIDGC Holding is fourteen (14) persons.Eleven (1 1) members o f t heCommittee p articipated in t he vot ing:V. M. Kravchenko, V. V. Tatsiy,A. V. Demidov, M. Yu. Kurbatov,V. V. Nikonov, P. V. Shpilevoy,N. G. Shulginov, S. V. Serebryannikov,M. G. Tikhonova, S. Remes, andV. A. ShkatovThree ( 3) members o f t heCommittee did not participate in thevoting:V. V. Klimov, I. V. Khvalin, andV. A. GulyaevThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Report on the Financial and Economic Activities of the Company for the9 Months of 2010.2. Plan of the Financial and Economic Activities of the Company for 2011.Issue 1: Report on the Financial and Economic Activities of the Company forthe 9 Months of 2010.It was resolved as follows:It shall be recommended to the Board of Directors:1

1. T o app rove t he Repo rt on t he F inancial and Ec onomic A ctivities of t heCompany for the 9 Months of 2010 in accordance with Appendix No. 1;2. T o t ake n ote of t he i nformation on t he p erformance of ke y pe rformanceindicators specified for the Director General for Q1, Q2, and Q3 2010.Voting results:“FOR” - 11 persons V. M. Kravchenko, V. V. Tatsiy,A. V. Demidov, M. Yu. Kurbatov,V. V. Nikonov, P. V. Shpilevoy,N. G. Shulginov, S. V. Serebryannikov,M. G. Tikhonova, S. Remes, and V. A. Shkatov“AGAINST”“ABSTAINED”- none- noneApproved by a majority of votes.Issue 2: Plan of t he Fi nancial a nd E conomic A ctivities of the C ompany f or2011.It was resolved as follows:It shall be recommended to the Board of Directors:To a pprove t he R eport on the Financial a nd E conomic A ctivities o f t heCompany for 2011 in accordance with Appendix No. 2.Voting results:“FOR” - 7 persons V. M. Kravchenko, V. V. Tatsiy,A. V. Demidov, N. G. Shulginov,S. V. Serebryannikov, S. Remes, andV. A. Shkatov“AGAINST” - 2 persons V. V. Nikonov and M. G. Tikhonova“ABSTAINED” - 2 persons M. Yu. Kurbatov and P. V. ShpilevoyApproved by a majority of votes.A special opinion of M. G. Tikhonova, member of the Committee, was sent inrelation to the issues of the meeting. The special opinion is attached.Ballots attached.V. M. KravchenkoChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy Committee2

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 6of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowMarch 11, 2010The meeting of the Strategy Committee was held by ballot voting.The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fifteen (15) persons.Eleven ( 11) memb ers of t heCommittee participated in t he vot ing:Four (4) members of the Committeedid not participate in the voting:E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,N. V. Tsekhomsky, M. G. Tikhonova,W. Skribot, S. N. Ivanov,and A. V. SannikovS. Remes, M. Yu. Kurbatov,P. O. Shatsky, and A. V. MaslovThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Increase of the authorized capital of JSC IDGC Holding by placing additionalshares.2. Convening of the extraordinary General Meeting of Shareholders of JSC IDGCHolding.3. Approval of t he D ecision o n t he a dditional i ssue of securities of J SC ID GCHolding (uncertificated registered ordinary shares placed by public offering).1

4. Approval of t he Pr ospectus of J SC ID GC Holding ( uncertificated re gisteredordinary shares placed by public offering).5. Approval of t he D ecision on t he i ssue of securities of JS C ID GC H olding(inconvertible interest-bearing certificated bearer bonds, subject to mandatorycentralized custody, Series 01).6. Approval of t he D ecision o n t he i ssue of s ecurities of J SC ID GC H olding(inconvertible interest-bearing certificated bearer bonds, subject to mandatorycentralized custody, Series 02).7. Approval of the Prospectus of JSC IDGC Holding (inconvertible interestbearingcer tificated b earer bo nds, s ubject t o ma ndatory centralized cus tody,Series 01 and 02).Issue 1:Increase of the authorized capital of JSC IDGC Holding by placing additional shares.It was resolved as follows:It shal l be recommended to the Board o f D irectors of JSC I DGC H olding tomake the following decision:The authorized capital of JSC ISGC Holding shall be increased by placement oftwo billion, nineteen million, eight hundred ninety-two thousand, four hundred fortytwo(2,019,892,442) 1 additional uncertificated registered ordinary shares, each with apar value of one (1) ruble, to the total amount at a par value of shares of Two Billion,Nineteen M illion, E ight H undred Ninety-Two Th ousand, F our H undred For ty-TwoRubles (RUB2,019,892,442.00) on the following principal conditions:1) placement method: public offering.2) offering p rice (i ncluding fo r pe rsons o n t he l ist of persons ha ving a pre -emption right to purchase placed additional shares) of one additional ordinary share:3.94 rubles 2 .The price was calculated based on a weighted average value of pricesof transactions involving ordinary shares in JSC IDGC Holding at MICEX during athree-month period ending three business days prior to the date of this meeting of theBoard of Directors of JSC IDGC Holding.3) form of payment for additional shares: additional shares shall be paid for incash in R ussian rubles by b ank transfer i nto the se ttlement a ccount of JSC ID GCHolding.1 Calculated at the price of 3.94 rubles. The exact number of shares shall be specified upon completion of the period forspecifying the placement price. Information about the quantity of shares and the weighted average value of prices shallbe brought to notice of members of the Board of Directors within two business days prior to the date of consideration bythe Board of Directors of the issue on the increase of the authorized capital of the Company. A meeting of the Board ofDirectors is scheduled for the end of March 2010.2 The price was calculated based on a weighted average value of prices of transactions involving ordinary shares in JSCIDGC Holding at MICEX for the period from December 02, 2009, to March 03, 2010. If the weighted averagecalculation period is changed, the price will also be changed.2

Voting results:“FOR” - 11 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,N. V. Tsekhomsky, M. G. Tikhonova,W. Skribot, S. N. Ivanov,and A. V. Sannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Issue 2: Convening of the extraordinary General Meeting of Shareholders ofJSC IDGC Holding.It was resolved as follows:It s hall be recommended t o t he B oard of D irectors of J SC ID GC H olding tomake the following decision, if the Board of Directors of JSC IDGC Holding doesnot make a decision on the increase of the authorized capital of JSC IDGC Holding:1. The extraordinary General Meeting of Shareholders of J SC IDGC Holdingin the form of an absentee meeting shall be convened on May 17, 2010 3 .1.1. The following date for the deadline for acceptance of completed ballots atthe e xtraordinary G eneral M eeting of Shareholders sha ll be spe cified – May 17 ,2010.1.2. The following mailing addresses completed ballots are to be sent to shallbe specified:- 109544, Moscow, ul. Dobrovolcheskaya, d. 1/64, ZAO STATUS RegistrationCompany; or- 107996, M oscow, G SP-6, U lansky pe reulok, d . 26, st r. 1, JSC ID GCHolding.1.3. The following ag enda o f the ex traordinary G eneral M eeting o fShareholders of the Company shall be approved:- “Increase o f t he a uthorized c apital o f JS C I DGC H olding b y pl acingadditional shares.”1.4. The fo llowing da te of t he l ist o f pe rsons entitled t o pa rticipate i n t heextraordinary General Meeting of Shareholders of the Company shall be determined– April 07, 2010.1.5. The form and text of the notice of holding t he extraordinary GeneralMeeting of Sh areholders of t he Comp any sh all be a pproved in ac cordance w ithAppendix 1 hereto.1.6. The D irector General o f t he C ompany shall be i nstructed t o e nsure t hepublication o f t he not ice of holding t he e xtraordinary G eneral M eeting o f3 This and other dates were specified subject to the consideration of the issue on convening of the extraordinary GeneralMeeting of Shareholders prior to the end of March 2010.3

Shareholders of the Company in Izvestiya and ensure the publication of the notice onthe Company’s official webpage at: www.holding-mrsk.ru prior to April 16, 2010.1.7. The form and text of the ballot for voting on the issue on the agenda of theextraordinary General Meeting of Shareholders of t he Company (Appendix 2) shallbe approved.1.8. It shall be specified that ballots for voting on the issue on the agenda of theextraordinary General Meeting of Shareholders of the Company are sent by registeredmail or delivered against re ceipt t o e ach pe rson o n t he list of pe rsons e ntitled toparticipate in the extraordinary General Meeting of Shareholders of the Companyprior to April 26, 2010.1.9. It shall be specified that the shareholders holding preference shares of theCompany h ave t he r ight t o vote on t he i ssue on t he a genda of the e xtraordinaryGeneral Meeting of Shareholders of the Company.1.10. It s hall be s pecified that the following i nformation ( materials) w ill beprovided to s hareholders when pre paring f or h olding t he e xtraordinary G eneralMeeting of Shareholders of the Company:- draft d ecision of t he ex traordinary G eneral Meeting of Shar eholders of t heCompany on the issue on the agenda;- information a bout a weighted a verage va lue of prices of t ransactionsinvolving or dinary sha res i n JSC ID GC H olding at M ICEX fo r t he pe riod f romDecember 25, 2009, to March 25, 2010;- recommendations of the Board of Directors of JSC IDGC Holding related tothe issue on the agenda of the extraordinary General Meeting of Shareholders of theCompany.1.11. It s hall be s pecified t hat t he p ersons e ntitled t o participate i n t heextraordinary G eneral M eeting of Shareholders of t he Comp any may f amiliarizethemselves with the above information (materials) during the period from April 26,2010, to May 17, 2010 (except for weekends and public holidays), from 10:00 am to05:00 pm (Moscow time) at the following addresses:- 107996, Moscow, Ulansky pereulok, d. 26, str. 1, JSC IDGC Holding,- 109544, M oscow, ul . Dobrovolcheskaya, d. 1/ 64, Z AO STATUSRegistration Company,or on the Company’s official webpage at: www.holding-mrsk.ru.1.12. The estimated charges related to the preparation and holding of theextraordinary General Meeting of Shareholders of the Company shall be approved inaccordance with Appendix 3.1.13. D. L. Guryanov, First Deputy H ead of the Department f or CorporateGovernance a nd S hareholder R elations of J SC I DGC H olding, sha ll be appointedSecretary of the extraordinary General Meeting of Shareholders of the Company.2. I t sha ll b e re commended to t he e xtraordinary General M eeting ofShareholders of J SC IDGC Holding to m ake the fo llowing decision on t he issue“Increase of the authorized capital of JSC IDGC Holding by placing additionalshares”:The authorized capital of JSC ISGC Holding shall be increased by placement oftwo billion, nineteen million, eight hundred ninety-two thousand, four hundred forty-4

two (2,019,892,442) 4 additional uncertificated registered ordinary shares, each with apar value of one (1) ruble, to the total amount at a par value of shares of Two Billion,Nineteen M illion, E ight H undred Ninety-Two Th ousand, F our H undred For ty-TwoRubles (RUB2,019,892,442.00) on the following principal conditions:1) placement method: public offering.2) offering p rice (i ncluding fo r pe rsons o n t he l ist of persons ha ving a pre -emption right to purchase placed additional shares) of one additional ordinary share:3.94 rubles 5 .The pr ice w as spe cified ba sed on a w eighted a verage va lue o f pr ices oftransactions i nvolving ordinary s hares i n J SC ID GC H olding a t MICEX for t heperiod from December 25, 2009, to March 25, 2010.3) Form of payment for additional shares: additional shares shall be paid for incash in R ussian rubles by b ank transfer i nto the se ttlement a ccount of JSC ID GCHolding.Voting results:“FOR” - 11 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,N. V. Tsekhomsky, M. G. Tikhonova,W. Skribot, S. N. Ivanov,and A. V. Sannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Issue 3: Approval of the Decision on the additional issue of securities of JSCIDGC Holding (uncertificated registered ordinary shares placed by publicoffering).It was resolved as follows:It shall be recommended to the Board of Directors of JSC IDGC Holding tomake the following decision:- if the d ecision on the issue of t he i ncrease of t he a uthorized capital of J SCIDGC Holding by placing additional shares is made by the Board of Directors:“The D ecision on t he a dditional i ssue of se curities of JS C ID GC H olding(uncertificated registered ordinary shares placed by public offering) shall be approvedin accordance with Appendix No. 1”;4 Calculated at the price of 3.94 rubles. The exact number of shares shall be specified upon completion of the period forspecifying the placement price. Information about the quantity of shares and the weighted average value of prices shallbe brought to notice of members of the Board of Directors within two business days prior to the date of consideration bythe Board of Directors of the issue on the increase of the authorized capital of the Company. A meeting of the Board ofDirectors is scheduled for the end of March 2010.5 The price w as c alculated based on a weighted average va lue of prices of transactions with or dinary shares in JS CIDGC Holding at MICEX for the period from December 02, 2009, to March 03, 2010.5

- if t he d ecision on t he issue of t he i ncrease of t he authorized capital of JSCIDGC Holding by placing additional shares is not made by the Board of Directors:“The issue shall be considered after the General Meeting of Shareholders of JSCIDGC Holding makes a decision on the issue of the increase of the authorized capitalof JSC IDGC Holding by placing additional shares.”Voting results:“FOR” - 11 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,N. V. Tsekhomsky, M. G. Tikhonova,W. Skribot, S. N. Ivanov,and A. V. Sannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Issue 4: Approval of the Prospectus of JSC IDGC Holding.It was resolved as follows:It shall be recommended to the Board of Directors of J SC IDGC Holding tomake the following decision:- if the decision on the issue of t he increase of the authorized capital of J SCIDGC Holding by placing additional shares is made by the Board of Directors:“The Pr ospectus of JSC ID GC H olding ( Appendix 2) s hall be a pproved inaccordance with Appendix No. 2”;- if the decision on the issue of t he increase of the authorized capital of J SCIDGC Holding by placing additional shares is not made by the Board of Directors:“The i ssue sha ll be c onsidered a fter t he G eneral M eeting of S hareholders o fJSC IDGC Holding makes a decision on the issue of the increase of the authorizedcapital of JSC IDGC Holding by placing additional shares.”Voting results:“FOR” - 11 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,N. V. Tsekhomsky, M. G. Tikhonova,W. Skribot, S. N. Ivanov,and A. V. Sannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.6

Issue 5: Approval of the Decision on the issue of securities of JSC IDGC Holding(inconvertible interest-bearing certificated bearer bonds, subject to mandatorycentralized custody, Series 01).It was resolved as follows:It shall b e re commended to the Board of Directors of J SC I DGC Holding tomake the following decision:The D ecision on t he issue of se curities of JSC IDGC Holding (five m illion(5,000,000) inconvertible i nterest-bearing cer tificated be arer bonds, s ubject t omandatory c entralized c ustody, Se ries 01 , e ach w ith a pa r value of O ne T housandRubles ( RUB1,000.00), w ith the t otal pa r va lue of Five B illion R ubles(RUB5,000,000,000.00) with the redemption date on the one thousand, eight hundredtwentieth ( 1,820 th ) da y f rom t he start da te of t he placement of Bonds of the i ssue,placed t hrough a pub lic of fering, re deemable e arlier at t he re quest of their h oldersand at the option of the Issuer) shall be approved in accordance with Appendix No. 3.Voting results:“FOR” - 10 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,N. V. Tsekhomsky, M. G. Tikhonova,W. Skribot, and S. N. Ivanov“AGAINST” - 1 person A. V. Sannikov“ABSTAINED” - noneApproved by a majority of votes.Issue 6: Approval of the Decision on the issue of securities of JSC IDGC Holding(inconvertible i nterest-bearing certificated bearer bon ds, s ubject t o man datorycentralized custody, Series 02).It was resolved as follows:It shall be recommended to the Board of Directors of JSC IDGC Holding tomake the following decision:The Decision on the issue of securities of JSC IDGC Holding (seven million(7,000,000) inconvertible i nterest-bearing c ertificated b earer bonds, su bject t omandatory c entralized c ustody, Se ries 02 , e ach w ith a pa r value of O ne T housandRubles (RUB1,000.00), with the t otal pa r value of Seven Billion Rubles(RUB7,000,000,000.00) with the redemption date on the one thousand, eight hundredtwentieth ( 1,820 th ) da y f rom t he start da te of t he placement of Bonds of the i ssue,placed t hrough a pub lic of fering, re deemable e arlier at t he re quest of their h oldersand at the option of the Issuer) shall be approved in accordance with Appendix No. 4.7

Voting results:“FOR” - 10 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,N. V. Tsekhomsky, M. G. Tikhonova,W. Skribot, and S. N. Ivanov“AGAINST” - 1 person A. V. Sannikov“ABSTAINED” - noneApproved by a majority of votes.Issue 7: Approval of the Prospectus of JSC IDGC Holding (inconvertible interestbearingcertificated bearer bonds, subject to mandatory centralized custody, Series 01and 02).It was resolved as follows:It shall be recommended to the Board of Directors of JSC IDGC Holding tomake the following decision:The Prospectus of JSC IDGC Holding (five million (5,000,000) inconvertibleinterest-bearing certificated bearer bonds, subject to mandatory centralized custody,Series 01, each with a par value of One Thousand Rubles (RUB1,000.00), with thetotal par value of F ive Billion Rubles (RUB5,000,000,000.00) with the redemptiondate on the one thousand, eight hundred twentieth (1,820 th ) day from the start date ofthe pl acement o f Bonds of the i ssue, placed t hrough a public o ffering, r edeemableearlier at the request of their holders and at the option of the Issuer;seven m illion (7 ,000,000) i nconvertible i nterest-bearing cer tificated bear er bonds,subject t o mand atory ce ntralized c ustody, Series 0 2, e ach w ith a par value of O neThousand R ubles ( RUB1,000.00), w ith t he t otal pa r value of Seven B illion Rubles(RUB7,000,000,000.00) with the redemption date on the one thousand, eight hundredtwentieth ( 1,820 th ) da y f rom t he start da te of t he placement of Bonds of the i ssue,placed t hrough a pub lic of fering, re deemable e arlier at t he re quest of their h oldersand at the option of the Issuer) shall be approved in accordance with Appendix No. 5.Voting results:“FOR” - 10 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,N. V. Tsekhomsky, M. G. Tikhonova,W. Skribot, and S. N. Ivanov“AGAINST” - 1 person A. V. Sannikov“ABSTAINED” - noneApproved by a majority of votes.Ballots attached.8

E. V. DodChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru9

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 7of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowApril 22, 2010The meeting of the Strategy Committee was held by ballot voting.The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fifteen (15) persons.Ten ( 10) memb ers o f t he Committeeparticipated i n t he vo ting:Five (5 ) memb ers of t he Commi tteedid not participate in the voting:E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,W. Skribot, S. N. Ivanov,A. V. Sannikov, and S. RemesM. Yu. Kurbatov,N. V . T sekhomsky, A . V . M aslov, M . G .Tikhonova, and P. O. ShatskyThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Determination of t he p osition of JS C ID GC H olding ( representatives of J SCIDGC Holding) related to the issue on the agenda of the General Meeting ofShareholders of O AO T yumenenergo: “ Increase o f t he authorized c apital ofOAO Tyumenenergo by increasing a par value of shares.”1

Issue 1: Determination of the position of JSC IDGC Holding (representativesof JSC IDGC Holding) related to the issue on the agenda of the General Meeting ofShareholders of O AO T yumenenergo: “ Increase o f t he authorized c apital of O AOTyumenenergo by increasing a par value of shares.”It was resolved as follows:It sh all be re commended t o the Board of Directors of J SC I DGC H oldingwith regard to determination of the position of JSC IDGC Holding (representatives ofJSC ID GC H olding) re lated t o t he i ssue on t he a genda of t he G eneral M eeting ofShareholders of O AO Ty umenenergo: “ Increase o f t he authorized c apital of O AOTyumenenergo by increasing a par value of shares”, to make the following decision:The au thorized cap ital o f OAO Ty umenenergo shal l be i ncreased t o t heamount of 2 7,373,895,100 ru bles by i ncreasing a pa r v alue of sha res i n OAOTyumenenergo on the following principal conditions:category (type), and par value of s hares that is changed: registered ordinaryshares, each with a par value of Ten Rubles (RUB10.00);par value o f registered o rdinary sha res a fter the increase: O ne HundredRubles (RUB100.00) each;share pl acement m ethod: c onversion of shares i nto s hares of the s amecategory with a larger par value;conversion d ate: 5 th day a fter t he da te of s tate re gistration o f t he issue ofsecurities;conversion procedure: one registered ordinary share in the Company with apar value of Ten Rubles (RUB10.00) shall be converted into one registered ordinaryshare i n t he C ompany with a par v alue of O ne H undred Rub les (RUB100.00) inaccordance w ith the reg istered s ecurities re gister o f t he C ompany a s o f t heconversion date;Company’s property (equity) on a ccount of which the authorized capital ofthe Company is increased: incremental capital of the Company.Voting results:“FOR” - 11 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, P. I. Okley,A. V. Demidov, V. V. Kuznetsov,P. O. Shatsky,W. Skribot, S. N. Ivanov,A. V. Sannikov, and S. Remes“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Ballots attached.2

E. V. DodChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru3

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 8of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowMay 18, 2010The meeting of the Strategy Committee was held by ballot voting.The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fifteen (15) persons.Nine (9 ) members of t he C ommitteeparticipated i n t he vo ting:Six (6) members of the Committee didnot participate in the voting:E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, S. N. Ivanov,A. V. Demidov, V. V. Kuznetsov,A. V. Sannikov, S. Remes,and M. G. TikhonovaM. Yu. Kurbatov. P. I. Okley, W. Skribot,N. V. Tsekhomsky, A. V. Maslov, andP. O. ShatskyThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Approval of the transaction (interrelated transactions) between JSCIDGC Holding and ZAO NDC related to the placement of bonds of JSC IDGCHolding at MICEX, which is a related party transaction.1

Issue 1: Approval of the transaction (interrelated transactions) betweenJSC IDGC Holding and ZAO NDC related to the placement of bonds of JSCIDGC Holding at MICEX, which is a related party transaction.It was resolved as follows:It shall be recommended to the Board of Directors of J SC IDGC Holding tomake the following decisions:1. T he value o f the services p rovided by Z AO N DC w ith regard t o t hetransaction (i nterrelated t ransactions) sha ll be spe cified a s not e xceeding T woMillion, Five Hundred Thousand R ubles (RUB2,500,000.00). T he value added t axshall be paid for by J SC ID GC H olding i n e xcess of t he pa yment for t he se rvicesprovided by ZAO NDC.2. The transaction (interrelated transactions) between JSC IDGC Holding andZAO N DC r elated to the p lacement of bo nds of J SC I DGC H olding a t M ICEX,which i s a re lated party t ransaction, s hall be a pproved on t he fo llowing c onditionsprecedent:Parties to the transaction (interrelated transactions):JSC IDGC Holding, Issuer;ZAO NDC, Depository.Subject matter of the transaction (interrelated transactions):ZAO NDC shall provide JSC IDGC Holding with the services of custody ofCertificates and accounting of rights to securities of JSC IDGC Holding:- five m illion (5, 000,000) i nconvertible i nterest-bearing cer tificated bear er b onds,subject t o m andatory c entralized c ustody, Series 0 1, e ach w ith a par value of O neThousand Ru bles (RU B1,000.00), w ith t he t otal pa r va lue of Five B illion R ubles(RUB5,000,000,000.00) with the redemption date on the one thousand, eight hundredtwentieth ( 1,820 th ) da y f rom t he start da te of t he placement of Bonds of the i ssue,state re gistration number / ID t o be a ssigned after t he re gistration of i ssue-relateddocuments submitted to the Federal Financial Markets Service of Russia on April 12,2010;- seven m illion (7 ,000,000) i nconvertible i nterest-bearing cer tificated bear er b onds,subject t o m andatory c entralized c ustody, Series 0 2, e ach w ith a par value of O neThousand R ubles ( RUB1,000.00), w ith t he t otal pa r value of Seven B illion Rubles(RUB7,000,000,000.00) with the redemption date on the one thousand, eight hundredtwentieth ( 1,820 th ) da y f rom t he start da te of t he placement of Bonds of the i ssue,state re gistration number / ID t o be a ssigned after t he re gistration of i ssue-relateddocuments submitted to the Federal Financial Markets Service of Russia on April 12,2010,by opening and maintaining an issuer custody account for accounting of rightsto t he sa id se curities d uring t he p lacement, circulation, repurchase and redemptionthereof.Price of the transaction (interrelated transactions):2

The va lue of the s ervices p rovided b y Z AO N DC sha ll be c alculated i naccordance with the Service Prices of ZAO NDC as of the date of entering into thetransaction (interrelated transactions).The value of the services provided by ZAO NDC with regard to the transaction(interrelated t ransactions) shall not e xceed T wo M illion, Fi ve H undred T housandRubles ( RUB2,500,000.00). T he va lue a dded t ax shall be paid for by J SC ID GCHolding in excess of the payment for the services provided by ZAO NDC.Voting results:“FOR” - 9 persons E. V. Dod, D. I. Rizhinashvili, S. N. Ivanov,N. V. Skibitsky, M. G. Tikhonova,A. V. Demidov, V. V. Kuznetsov,A. V. Sannikov, and S. Remes“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Ballots attached.E. V. DodChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru3

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 9of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowMay 19, 2010The meeting of the Strategy Committee was held in the form of an in-person meeting.The total number of members of the Strategy Committee of the Board of Directors of JSCIDGC Holding is fifteen (15) persons.Eight (8) members of the Committee werepresent at the meeting:When c ounting vot es, a wr itten opi nion ( aballot was submitted) of one (1) member ofthe Committee was taken into consideration:Six ( 6) m embers of t he Com mittee we reabsent and did not submit their ballots:S. N. Ivanov, D. I. Rizhinashvili,A. V. Demidov, V. V. Kuznetsov,W. Skribot, A. V. Sannikov, P. I. Okley,and N. V. SkibitskyS. RemesE. V. Dod, M. Yu. Kurbatov,N. V. Tsekhomsky, A. V. Maslov,P. O. Shatsky, and M. G. TikhonovaThere is a quorum for holding the meeting of the Strategy Committee.Invited were:Gennady Feliksovich Binko - Deputy Director General, member of theManagement Board of JSC IDGC HoldingMaxim Mikhailovich Saukh - Deputy Head of the Department for CorporateGovernance a nd S hareholder R elations of J SCIDGC HoldingSergey GennadyevichBednyakov- Advisor to t he De velopment Di vision of t heDepartment of S tate Re gulation of T ariffs,Infrastructure Reforms and Energy Efficiency ofthe Ministry of Economic Development of theRussian Federation.Bulat Rifovich Akhtyamov - Advisor to t he D eputy Cha irman of t heManagement Board of JSC RusHydro1

Pavel Vladilenovich Golubev - Head of t he D epartment f or Or ganization a ndOperation, Maintenance and ServicingDmitry Anatolyevich Koryakin - Head of t he D epartment for Ope rational ProcessControlSvetlana SergeevnaSolomatina- Leading Expert of the Strategy and DevelopmentCenterThe meeting of t he S trategy and Development Comm ittee was presided b y S ergeyNikolaevich Ivanov, Deputy Chairman of the Strategy Committee.AGENDA:1. Consideration of the consolidated investment program of JSC IDGC Holding for2010.2. Determination of the priority of activities: approval of the Strategy of JSC IDGCHolding until 2030.3. Joint project with OAO Power Machines related to the production of high-voltagepower equipment.As proposed by S. N. Ivanov, Deputy Chairman of the Strategy Committee, in the absenceof any objection from other attending members of the Committee, the procedure for considerationof the issues on t he a genda of the meeting of the Strategy Committee was c hanged: Issue No. 3“Joint project with OAO Power Machines related to the production of high-voltage powerequipment” was considered as the second one at the meeting of the Committee.1. Consideration of the consolidated investment program of JSC IDGC Holding for2010.Issue 1: “Consideration of the consolidated investment program of JSC IDGC Holding for2010.”The following person reported:Aleksey Valeryevich Sannikov, member of the Strategy Committee, Deputy DirectorGeneral, member of the Management Board of JSC IDGC Holding.The reporter provided materials revised due to the approval of the investment programs for2010 at the meetings of the Board of Directors of SDCs to the meeting of the Committee. The issuewas discussed, subject to revised materials.The following persons were heard:S. N. Ivanov and D. I. Rizhinashvili, members of the Strategy Committee.Invited were: S. G. Bednyakov and P. V. Golubev.It was noted as follows:1. Balance of the consolidated investment program.2. Need for inclusion of a separate item “Research & development costs” in the investmentprogram.3. Need for the increase of the efficiency of research & development costs and consideration ofthe issue of centralization of such work on the level of JSC IDGC Holding.It was resolved as follows:It shall be recommended to the Board of Directors to make the following decision:The consolidated investment program of JSC IDGC Holding for 2010 shall be approved asrelated to the investment programs approved by the constituents of the Russian Federation for 2010.2

Voting results:“FOR” - 8 persons D. I. Rizhinashvili, N. V. Skibitsky,A. V. Demidov, V. V. Kuznetsov,W. Skribot, S. N. Ivanov,A. V. Sannikov, and P. I. Okley“AGAINST”- none“ABSTAINED” - noneBallots were submitted by“FOR” - 1 person S. Remes“AGAINST”- none“ABSTAINED” - noneApproved unanimously.3. Joint project with OAO Power Machines related to the production of high-voltagepower equipment.Issue 3: Joint project with OAO P ower Machines related to the production of high-voltagepower equipment.The following person reported: D. A. Koryakin, Head of the Department for OperationalProcess ControlThe following persons were heard:S. N. Ivanov and D. I. Rizhinashvili.It was noted as follows:1. Construction of t he pl ant wi ll r esult i n t he i ncrease of t he nu mber of e quipmentmanufacturers, whi ch i n i ts t urn wi ll c ontribute t o t he de velopment of c ompetition a ndproduction base.2. Relevance of the placement of the said production base in St. Petersburg, subject to the needfor the development of the domestic sector of the power engineering industry and long-termneeds of the power industry.3. In the event of a successful implementation of the project, including production of up-todatepower and measurement transformers on the level of be st world analogues and therelevant va lue of e quipment, t he pl ant’s pr oducts wi ll be us ed by S DCs of J SC I DGCHolding in compliance with tender procedures.4. Serious risks for companies arising when participating in the implementation of the projectdue t o di screpancies i n t he r egulatory f ramework a nd a bsence of t he m echanism f orimplementation of the state industrial policy in the area of import substitution.5. Need for the development of regulations for encouragement of activities of companies in theimplementation of the state import substitution policy.It was resolved as follows:1. Note shall be taken of the information on the establishment of a joint venture of OAO PowerMachines and FGC UES for production of high-voltage equipment.2. Subject to revealed discrepancies in the provisions of law, note shall be taken of serious risksfor grid companies as related to entering into long-term contracts with domestic manufacturerswithout or ganization of pr ocurement pr ocedures w hen i mplementing t he s tate i mportsubstitution policy.3

Voting results:“FOR” - 8 persons D. I. Rizhinashvili,A. V. Demidov, V. V. Kuznetsov,S. N. Ivanov, andA. V. Sannikov“AGAINST”- none“ABSTAINED” - 1 person W. SkribotBallots were submitted by:“FOR” - 1 person S. Remes“AGAINST”- none“ABSTAINED” - noneApproved by a majority of votes.2. Determination of the priority of activities: approval of the Strategy of JSC IDGC Holdinguntil 2030.Issue 2: “Determination of the priority of activities: approval of the Strategy of JSC IDGCHolding until 2030.”The following person reported: K. Yu. P etukhov, Director for Strategy and Developmentof JSC IDGC Holding.The following persons were heard:S. N. Ivanov, D. I. Rizhinashvili, G. F. Binko, and S. G. Bednyakov.It was noted as follows:1. Territorial focus of activities of distribution grid companies. Incompliance of tariffregulation mechanisms with the current structure of IDGCs.2. Need for deep development of issues related to the following areas:- programs of i nteraction a nd pa rtnership wi th ot her gove rnmental c ompanies, i ncludingwith JSC RusHydro in relation to small-scale generation facilities and compensation of losses;- programs f or e ncouragement of e nergy a udit, a chievement of c onformity of a ccounting(uniformity of measurements), including through organization of the billing metering operator;- mechanisms of organization of the partnership with regional and municipal authorities inthe area of management of grid companies or integration thereof in SDCs of JSC IDGC Holding;- scenarios of a pos sible m erger of t he s ales and gr id bus iness, “ pickup” of f unctions ofguaranteeing suppliers.3. Absence in the Strategy of JSC IDGC Holding of:- basic i ndicators de fining m ilestones of t he C ompany’s s trategic de velopment a ndelectricity distribution grid facilities on the whole;- urgent issues for the distribution grid sector and their solution mechanisms.4. The Strategy of JSC IDGC Holding is to be formed as an addition to the state strategyof management of the distribution grid sector. In this regard, the consideration of the Strategy ofJSC IDGC Holding is deemed premature before the solution of the issue of a further model formanagement of the distribution grid sector by the government. It is necessary to develop severalcrucially different development models of JSC IDGC Holding:- to k eep t he hol ding s tructure wi th de legation of pa rt of t he gove rnment f unctionality ofmanagement of grid companies;- to c entralize op erating a nd ot her f unctions of I DGCs on t he ba sis of t he H olding. T oincrease the role of JSC IDGC Holding as a key competence of the state in relation to the issues ofmanagement of the distribution grid sector;- to decentralize management with further sale of interregional grid companies for raisingprivate investments.4

5. It is premature to consider long-term programs and projects (including financing issues)before the approval of the Company’s strategy.6. Appropriate initiation (as soon as possible) of the di scussion of priorities of thedevelopment of the di stribution gr id s ector of t he Russian F ederation a nd J SC I DGC Hol ding,including t he di stribution gr id s ector m anagement m odels, on t he l evel of t he Gove rnmentCommission for Power Industry Development.It was resolved as follows:1. The following priorities of the Strategy for Development of the Distribution GridSector of the Russian Federation until 2016 with a perspective view until 2020 shall be approved:1.1. Increase of economic efficiency.1.2. Increase of technological efficiency.1.3. I ncrease of i nvestment a ttractiveness of t he di stribution g rid s ector of t he RussianFederation.1.4. Energy conservation and energy efficiency.1.5. Increase in infrastructure availability.2. I t s hall be deemed a ppropriate t o s ubmit f or c onsideration by t he Gove rnmentCommission f or P ower I ndustry De velopment the i ssue “Priorities of t he development of t hedistribution gr id s ector of t he Rus sian F ederation a nd J SC I DGC Hol ding unt il 2016 wi th aperspective view until 2020.”3. After the approval of the priorities of the development of the distribution grid sector ofthe Russian Federation and JSC IDGC Holding by the Government Commission, the strategy ofJSC IDGC Holding shall be repeatedly submitted for consideration by t he Strategy Committee ofJSC IDGC Holding.Voting results:“FOR” - 8 persons S. N. Ivanov, D. I. Rizhinashvili, A. V. Demidov, V. V.Kuznetsov, W. Skribot, and A. V. Sannikov“AGAINST”- none“ABSTAINED” - noneBallots were submitted by:“FOR” - 1 person S. Remes“AGAINST”- none“ABSTAINED” - noneApproved unanimously.Ballots attached.S. N. IvanovDeputy Chairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy Committee5

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 10of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowJune 09, 2010The meeting of the Strategy Committee was held by ballot voting.The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fifteen (15) persons.Ten ( 10) memb ers o f t he Committeeparticipated i n the vo ting:Five (5 ) memb ers of t he Commi tteedid not participate in the voting:E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, A. V. Demidov,V. V. Kuznetsov, S. Remes, P. I. Okley,A. V. Sannikov, N. V. Tsekhomsky,and M. Yu. KurbatovW. Skribot, P. O. Shatsky, A. V. Maslov,S. N. Ivanov, M. G. TikhonovaThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Strategy of Disposal of Noncore Assets of JSC IDGC Holding and SDCsof JSC IDGC Holding.Issue 1: Strategy of Disposal of Noncore Assets of JSC IDGC Holding andSDCs of JSC IDGC Holding.1

It was resolved as follows:It shall be recommended to the Board of Directors of J SC IDGC Holding tomake the following decision:The Strategy of Disposal of Noncore Assets of JSC IDGC Holding and SDCsof JSC IDGC Holding shall be approved in accordance with the appendix.Voting results:“FOR” - 10 persons E. V. Dod, D. I. Rizhinashvili,N. V. Skibitsky, A. V. Demidov,V. V. Kuznetsov, S. Remes, P. I. Okley,A. V. Sannikov, N. V. Tsekhomsky,and M. Yu. Kurbatov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Ballots attached.E. V. DodChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru2

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 11of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowSeptember 3, 2010The meeting of the Strategy Committee was held by ballot voting.The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fourteen (14) persons.Eleven ( 11) memb ers of t heCommittee pa rticipated in t he vot ing:V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov, M. G.Tikhonova, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin,P. V. Shpilevoy, N. G. Shulginov,and S. V. SerebryannikovThree ( 3) memb ers of the Committeedid not participate in the voting:V. A. G ulyaev, S. Remes , andV. A. ShkatovThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Election of the Deputy Chairman of the Strategy Committee.2. Election of the Secretary of the Strategy Committee.3. Determination of the position of JSC IDGC Holding (representatives ofJSC IDGC Holding) related to the issues on the agenda of the GeneralMeeting of Shareholders of OAO Kubanenergo.1

4. Appropriateness of the determination of a market value of shares inJSC IDGC Holding for further issues in accordance with anindependent appraiser’s report.Issue 1: Election of the Deputy Chairman of the Strategy Committee.It was resolved as follows:Vladimir V italyevich Tatsiy, Fi rst Vice-President of Gazprombank, sha ll beelected Deputy Chairman of the Strategy Committee of JSC IDGC Holding.Voting results:“FOR” - 11 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov, M. G.Tikhonova, M. Yu. Kurbatov, V. V. Nikonov,I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, and S. V. Serebryannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Issue 2: Election of the Secretary of the Strategy Committee.It was resolved as follows:Svetlana Alexandrovna V ologzhanina, Lead ing Exp ert of the S trategy andDevelopment Center of JSC IDGC Holding, shall be elected Secretary of the StrategyCommittee of JSC IDGC Holding.Voting results:“FOR” - 11 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. G. Tikhonova, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, and S. V. Serebryannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Issue 3: Determination of the position of JSC IDGC Holding(representatives of JSC IDGC Holding) related to the issues on the agenda of theGeneral Meeting of Shareholders of OAO Kubanenergo.It was resolved as follows:It shall be recommended to the Board of Directors of JSC IDGC Holding withregard to determination of the position of JSC IDGC Holding (representatives of JSCIDGC H olding) r elated t o t he i ssues on the a genda o f t he G eneral Meeting ofShareholders of O AO Kubanenergo: “Determination of t he qua ntity, pa r va lue,categories ( types) of au thorized shares i n OAO Kubanenergo and rights given bythese sha res” a nd “Increase of t he a uthorized c apital of O AO K ubanenergo byplacing additional shares”, to vote “FOR” the following decision:2

1. R epresentatives of J SC ID GC H olding at t he G eneral M eeting ofShareholders of OAO Kubanenergo shall be instructed to vote “FOR” the followingdecision on the issue “Determination of the quantity, par value, categories (types) ofauthorized shares in OAO Kubanenergo and rights given by these shares”:1.1. The limit size of four hundred million (400,000,000) authorized registeredordinary shares in OAO Kubanenergo, each with a par value of one hundred (100)rubles, s hall be sp ecified and sh all not e xceed Fo rty Billion Rubles(RUB40,000,000,000.00).1.2. The re gistered or dinary sha res t o be pl aced by O AO K ubanenergo sha llgive t o t heir holders t he ri ghts provided for i n pa ragraph 6.2 of t he A rticles o fAssociation of OAO Kubanenergo.2. R epresentatives of J SC ID GC H olding at t he G eneral M eeting ofShareholders of OAO Kubanenergo shall be instructed to vote “FOR” the followingdecision o n t he i ssue “ Increase of the a uthorized capital of O AO K ubanenergo byplacement of additional shares”:The authorized capital of OAO Kubanenergo shall be increased by placementof t hirty-one m illion, se ven hundred thirty-two t housand, ni ne hu ndred t hirteen(31,732,913) additional registered ordinary shares in OAO Kubanenergo, each with apar value of one hundred (100) ru bles, t o t he t otal am ount of Three Bi llion, O neHundred S eventy-Three M illion, Two H undred N inety-One Thousand, Th reeHundred Rubles (RUB3,173,291,300.00).Placement method: public offering.Offering price (i ncluding for pe rsons on t he l ist of pe rsons having a p reemptiveright to purchase placed additional shares) of one additional ordinary share:One Hundred Eighty-Four Rubles and 92 Kopecks (RUB184.92).The price was specified based on a weighted average value of prices ofordinary shares in OAO Kubanenergo at MICEX for the period from May 27, 2010,to August 27, 2010.Payment form: additional ordinary shares in OAO Kubanenergo shall be paidfor in c ash i n Russian r ubles by bank t ransfer into t he settlement account of O AOKubanenergo.Voting results:“FOR” - 11 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. G. Tikhonova, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, and S. V. Serebryannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.3

Issue 4: Appropriateness of the determination of a market value of sharesin JSC IDGC Holding for further issues in accordance with an independentappraiser’s report.It was resolved as follows:1. It shall be deemed possible w hen issuing shares i n JSC ID GC Holding todefine a market value of shares in JSC IDGC Holding both based on an independentappraiser’s report and weighted average prices for shares at MICEX.2. It shall be recommended to define a market value of s hares in JSC IDGCHolding based on:- weighted average value of shares formed at stock exchanges, if it is necessaryto reduce the issue period or pay for additional shares in cash;- independent appraiser’s opinion, if additional shares are not paid for in cash(securities, movable and immovable property, etc.).Voting results:“FOR” - 11 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov, M.G. Tikhonova, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, and S. V. Serebryannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Ballots attached.V. M. KravchenkoChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru4

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 11of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowSeptember 29, 2010The meeting of t he S trategy Commi ttee w as held in the f orm of ph ysicalpresence (in-person meeting).The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fourteen (14) persons.Eleven ( 11) memb ers of t heCommittee pa rticipated in t he vot ing:V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. G. Tikhonova, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin,P. V. Shpilevoy, N. G. Shulginov,and S. V. SerebryannikovThree (3 ) m embers o f the Committeedid not participate in the voting:V. A. Gulyaev, S. Remes, andV. A. ShkatovThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Consideration of the report on the implementation of the consolidated investmentprogram of JSC IDGC Holding for H1 2010.2. Determination of priorities of activities of JSC IDGC Holding: development ofinnovation development programs of JSC IDGC Holding and its subsidiaries anddependent companies.3. Report on the financial and economic activities of the Company for H1 2010.1

Issue 1: Consideration of the report on the implementation of the consolidatedinvestment program of JSC IDGC Holding for H1 2010.The following person reported:The following persons were heard:It was noted as follows:It was resolved as follows:2

Voting results:“FOR” - 11 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov, M. G.Tikhonova, M. Yu. Kurbatov, V. V. Nikonov,I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, S. V. Serebryannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.1. Issue 2: Determination of priorities of activities of JSC IDGC Holding:development of innovation development programs of JSC IDGC Holding and itssubsidiaries and dependent companies.The following person was heard:It was noted as follows:It was resolved as follows:It shall be recommended to the Board of Directors to make the following decision:1. De velopment of innovation development pr ograms of J SC I DGC Hol ding a nd i tssubsidiaries a nd de pendent c ompanies, i ncluding a longside w ith t echnical di rections, I T,communication, customer relations, and financial activities, shall be deemed priorities of theactivities of JSC IDGC Holding.2. The Director General of the Company shall be instructed to:2.1. Organize preparation of innovation development programs of JSC IDGC Holding and itssubsidiaries and dependent companies in accordance with Appendix 1 hereto;2.2. Submit a report on the work done prior to December 31, 2010.3

Voting results:“FOR” - 11 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. G. Tikhonova, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, and S. V. Serebryannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.Issue 3: Report on the financial and economic activities of the Company for H1 2010.The following person was heard:It was noted as follows:It was resolved as follows:It shall be recommended to the Board of Directors to:Approve the report on the financial and economic activities of the Company for H1 2010 inaccordance with Appendix No. 1;To take note of the information on the performance of key performance indicators specifiedfor the Director General for Q1 and Q2 2010.Voting results:“FOR” - 11 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. G. Tikhonova, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, and S. V. Serebryannikov“AGAINST” - none“ABSTAINED” - noneApproved unanimously.4

Ballots attached.V. M. KravchenkoChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru5

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 13of the In-Person Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowOctober 15, 2010The meeting of the Strategy Committee was held in the form of an in-person meeting.The total number of members of the Strategy Committee of the Board of Directors of JSCIDGC Holding is fourteen (14) persons.Nine (9) m embers of t he C ommittee werepresent at the meeting:When counting votes, written opinions(ballots were submitted) of five (5) membersof the Committee were taken intoconsideration:V. M. Kravchenko, A. V. Demidov, V. V. Klimov,M. Yu. Kurbatov, V. V. Tatsiy, M. G. Tikhonova,I. V. Khvalin, V. A. Shkatov, and P. V. ShpilevoyN. G. Shulginov, S. Remes, V. V. Nikonov,S. V. Serebryannikov, and V. A. GulyaevThere is a quorum for holding the meeting of the Strategy Committee.Invited were:Konstantin YuryevichDirector for Strategy and Development of JSCPetukhovIDGC HoldingSergey Evgenyevich Yurchuk Director for Economic Affairs and FinanceAleksey Yuryevich Perepelkin Deputy Director General of JSC IDGC HoldingThe meeting of the Strategy and Development Committee was presided by VyacheslavMikhailovich Kravchenko, Chairman of the Strategy Committee.AGENDA:1. Consideration of the priorities of the development of electricity distribution grid sectorof the Russian Federation and JSC IDGC Holding.2. Consideration of key principles of and approaches to the development of the Strategy ofJSC IDGC Holding.A. V. Demidov, member of the Strategy Committee, proposed to consider the following asIssue 3:3. De termination of priorities of t he Com pany’s a ctivities: A pproval of t he P rincipalProvisions a nd P rocedure f or t he I mplementation of t he I ncentive P rogram for M anagers o f J SCIDGC Holding and Its SDCs.”1

Due to that this is sue was referred to proprietary information in accordance withparagraph 3.1 of Chapter 3 of the Regulations for Organization of Work to Protect ProprietaryInformation of JSC IDGC Holding, materials were handed out to the present members of theCommittee at the meeting. Materials and ballots were sent to absent members of the Committeein sealed envelopes.Issue 1: Consideration of the priorities of the development of the electricitydistribution grid sector of the Russian Federation and JSC IDGC Holding.The following person reported: M. Yu. Kurbatov, Deputy Director General of JSC IDGCHolding.The following persons were heard: Members of the Strategy Committee: V. M.Kravchenko, M. G. Tikhonova, P. V. Shpilevoy, I. V. Khvalin, and V. A. Shkatov.It was noted as follows:1. Importance a nd s trategic role of t he doc ument f or f urther de velopment of t hedistribution grid sector and JSC IDGC Holding.2. Need for consideration of the issue related to the reduction of the government’sinterest in the distribution grid sector on the level of the Government Commission for PowerIndustry Development of the Russian Federation.3. Need to specify deadlines for the achievement of strategic tasks.4. Need to define strategic tasks, i.e. development directions, at this stage.5. Need to submit comments and proposals related to the Priorities by members of thecommittee for t he p urpose of further i mprovement o f s uch m aterials s ubject t o s ubmittedcomments.It was resolved as follows:1.1 The list of strategic tasks and priorities of the development of the distribution gridsector and JSC IDGC Holding for the period from 2011 to 2020 s hall be approved subject to theamendments approved at the meeting of the Committee (Appendix 1).Members of the Strategy Committee shall be instructed to submit comments and proposalsrelated to the document “Priorities of the Development of the Distribution Grid Sector of theRussian Federation and JSC IDGC Holding Until 2015 with a Perspective View Until 2020” priorto 07:00 pm on October 18, 2010.M. Yu. Kur batov, member of the Committee, shall be instructed to improve the Prioritiesof t he De velopment of t he Di stribution Gr id S ector of t he Rus sian F ederation a nd J SC I DGCHolding Until 2015 with a Perspective View Until 2020 subject to the opinions expressed at themeeting of t he Com mittee a nd submitted i n wr iting. The i mproved d ocument s hall b e sent t omembers of the Committee prior to 07:00 pm on October 19, 2010.A meeting of the Strategy Committee shall be held on Oc tober 21, 2010, wi th a repeatedconsideration of the issue.Voting results:“FOR” - 9 persons V. M. Kravchenko, A. V. Demidov, V. V. Klimov,M. Yu. Kurbatov, V. V. Tatsiy, M. G. Tikhonova,I. V. Khvalin, V. A. Shkatov, and P. V. Shpilevoy“AGAINST”“ABSTAINED”- none- noneBallots were submitted by:“FOR” - 4 persons N. G. Shulginov, V. V. Nikonov, S. V. Serebryannikov, andV. A. Gulyaev“AGAINST” - 1 person S. Remes2

“ABSTAINED” - noneApproved by a majority of votes.P. V. Shpilevoy, member of the Committee, proposed to provide for the need to reduce thegovernment’s i nterest in 1 -2 I DGCs prior t o 2015 i n t he Priorities of the Development of theDistribution Gr id S ector of t he Rus sian F ederation a nd J SC I DGC Hol ding Unt il 2 015 wi th aPerspective View Until 2020. The issue was put to vote.1.2 It shall be provided for the need to reduce the government’s interest in 1-2 IDGCsprior to 2015 i n the Priorities of the Development of the Distribution Grid Sector of the RussianFederation and JSC IDGC Holding Until 2015 with a Perspective View Until 2020.Voting results:“FOR” - 2 persons I. V. Khvalin and P. V. Shpilevoy“AGAINST” - 7 persons V. M. Kravchenko, A. V. Demidov, V. V. Klimov,M. Yu. Kurbatov, V. V. Tatsiy, M. G. Tikhonova, andV. A. Shkatov“ABSTAINED” - noneBallots were submitted by:“FOR” - 2 persons V. V. Nikonov, V. A. Gulyaev“AGAINST” - 1 person S. Remes“ABSTAINED” - 2 persons N. G. Shulginov and S. V. SerebryannikovS. Remes submitted a written opinion that he was FOR the reduction of the government’sinterest in 5-8 companies until 2015.The decision was not made.Issue 2: Consideration of key principles of and approaches to the development of theStrategy of JSC IDGC Holding.The following person reported: M. Yu. Kurbatov, Deputy Director General of JSC IDGCHolding.The following persons were heard:V. M. Kravchenko, M. G. TIkhonova, P. V. Shpilevoy, and V. A. Shkatov.It was noted as follows:1. Appropriateness of the improvement of the Specification for the development of theStrategy for the Development of the Distribution Grid Sector of the Russian Federation and JSCIDGC Holding after the final improvement of the Priorities of the Development of the DistributionGrid Sector of the Russian Federation and JSC IDGC Holding.2. Need to bring into compliance the definitions of the Specification and the priorities.It was resolved as follows:Note s hall be t aken of t he ke y pr inciples of a nd a pproaches t o t he de velopment of t heStrategy of JSC IDGC Holding.Members of the Strategy Committee shall be instructed to submit their opinions related tothe Specification for the Development of the Strategy for the Development of the Distribution GridSector of the Russian Federation and JSC IDGC Holding prior to October 22, 2010.3

M. Yu. Kurbatov, member of the Committee, shall be instructed to improve theSpecification for the Development of the Strategy for the Development of the Distribution GridSector of the Russian Federation and JSC IDGC Holding subject to submitted opinions and send itto members of the Committee prior to October 29, 2010.Voting results:“FOR” - 9 persons V. M. Kravchenko, A. V. Demidov, V. V. Klimov,M. Yu. Kurbatov, V. V. Tatsiy, M. G. Tikhonova,I. V. Khvalin, V. A. Shkatov, and P. V. Shpilevoy“AGAINST”- none“ABSTAINED” - noneBallots were submitted by:“FOR” - 5 persons V. V. Nikonov, V. A. Gulyaev, S. Remes,N. G. Shulginov, and S. V. Serebryannikov“AGAINST”- none“ABSTAINED” - noneApproved unanimously.Issue 3: Determination of priorities of the Company’s activities: approval of thePrincipal Provisions and Procedure for the Implementation of the Incentive Program forManagers of JSC IDGC Holding and Its SDCs.The following person reported: A. V. De midov, Deputy Director General for EconomicAffairs and Finance of JSC IDGC Holding.The following persons were heard:V. M. Kravchenko, P. V. Shpilevoy, and M. G. Tikhonova.It was noted as follows:1. The principles of the Management Incentive Program comply with the standardapproaches a pplied i n ot her powe r c ompanies of t he Rus sian F ederation wi th t he gove rnment’sinterest.2. Appropriateness of m aking s uch de cision t o e ncourage t he m anagement o f J SCIDGC Hol ding a nd S DCs t o a chieve t arget i ndicators of t he company i n t he l ong t erm m oreeffectively.It was resolved as follows:It shall be recommended to the Board of Directors:To approve the Principal Provisions and Procedure for the Implementation of the IncentiveProgram for Managers of JSC IDGC Holding and Its SDCs.4

Voting results:“FOR” - 8 persons V. M. Kravchenko, A. V. Demidov, V. V. Klimov,M. Yu. Kurbatov, V. V. Tatsiy, M. G. Tikhonova,I. V. Khvalin, and V. A. Shkatov“AGAINST” - 1 person P. V. Shpilevoy“ABSTAINED” - noneBallots were submitted by:“FOR” - 4 persons V. V. Nikonov, V. A. Gulyaev,N. G. Shulginov, and S. V. Serebryannikov“AGAINST”- none“ABSTAINED” - 1 person S. RemesApproved by a majority of votes.V. M. KravchenkoChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy Committee5

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 14of the In-Person Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowOctober 25, 2010The meeting of the Strategy Committee was held in the form of an in-person meeting.The total number of members of the Strategy Committee of the Board of Directors of JSCIDGC Holding is fourteen (14) persons.Eight (8) members of the Committee werepresent at the meeting:When counting votes, written opinions(ballots we re s ubmitted) of s ix (6) membersof the Committee were taken intoconsideration:There is a quorum for holding the meeting of the Strategy Committee.Invited were:Konstantin YuryevichPetukhovAleksey YuryevichV. M. Kravchenko, A. V. Demidov,M. Yu. Kurbatov, M. G. Tikhonova, S. Remes,I. V. Khvalin, P. V. Shpilevoy, and V. A. GulyaevN. G. Shulginov, V. V. Nikonov,S. V. Serebryannikov, V. V. Klimov,V. V. Tatsiy, and V. A. ShkatovDirector for Strategy and Development of JSCIDGC HoldingDeputy Director General of JSC IDGC HoldingPerepelkinThe meeting of the Strategy and Development Committee was pr esided by Vya cheslavMikhailovich Kravchenko, Chairman of the Strategy Committee.AGENDA:1. Consideration of the priorities of the development of the Electricity Distribution GridSector of the Russian Federation and JSC IDGC Holding.Issue 1: Consideration of the priorities of the development of the ElectricityDistribution Grid Sector of the Russian Federation and JSC IDGC Holding.Written opinions (comments and proposals) were submitted by six (6) members of theCommittee before the beginning of the meeting: V. M. Kravchenko, V. V. Tatsiy, V. V. Nikonov,S. Remes, V. A. Shkatov, and P. V. Shpilevoy.The following person reported: M. Yu. Kur batov, Deputy Director General of JSC IDGCHolding.1

The following persons were heard: Members of the Strategy Committee: V. M.Kravchenko, M. G. Tikhonova, S. Remes, V. A. Gulyaev, P. V. Shpilevoy, and I. V. Khvalin.It was noted as follows:1. S. Re mes, member of t he Com mittee, not ed t he ne ed f or s olution of t he i ssue of t hereduction of the government’s interest in several IDGCs prior to 2015. He noted the need formore vigorous development of the company privatization program.2. P. V. Shpilevoy, member of the Committee, proposed 2 variants of putting the issue to vote.In the Priorities of the Development of the Electricity Distribution Grid Sector of theRussian F ederation a nd J SC I DGC Hol ding, i n Chapter 8. 1. “ Reduction of theGovernment’s Control over the Distribution Grid Sector” one of the following shall beselected as the main variant:2.1. Privatization of one or more IDGCs starting from 2011.2.2. Transfer of one or more IDGCs in trust to a strategic investor, including a foreignone. In 2015, a decision shall be made on the privatization of SDCs of IDGCs.The issue was put to vote in the proposed form.3. Need for t he de velopment of t he i ssue t o e xclude t he L ast M ile, a nd de velopment of theissue as part of the Strategy for stepwise refusal from cross-subsidization.4. Need to revise information on the debt of sales companies.5. Need for introduction of unified approaches and requirements of a grid company in relationto payment for services both to sales companies and direct consumers.6. Need for a more detailed description of the electricity grid assets consolidation mechanismsas part of the strategy.7. V. M. Kravchenko, Chairman of the Committee, proposed 2 variants of putting the issue tovote. In the Priorities of the Development of the Electricity Distribution Grid Sector of theRussian Federation and JSC IDGC Holding, in Chapter 8.3. “Billing Metering” one of thefollowing shall be selected as the main variant:7.1. The billing metering function shall be assigned to grid companies, ensuring an equalaccess of all market participants to the information databases in the target retail marketmodel.7.2. The billing metering function shall not be assigned to grid companies in the targetmarket model.The issue was put to vote in the proposed form.8. Need for separation as a strategic direction “Reduction of loss.”9. V. A. Gulyaev, member of the Committee, submitted his written special opinion on the needto provide for participation of regions in the transfer of grid assets in trust.It was resolved as follows:1.1 In the Priorities of the Development of the Electricity Distribution Grid Sectorof the Russian Federation and JSC IDGC Holding, in Chapter 8.1. “Reduction of theGovernment’s Control over the Distribution Grid Sector” one of the following shall beselected as the main variant:VARIANT 1. Privatization of one or more IDGCs starting from 2011.Voting results:“FOR” - 2 persons P. V. Shpilevoy andS. Remes“AGAINST” - 6 persons V. M. Kravchenko, A. V. Demidov, M. Yu. Kurbatov,M. G. Tikhonova, I. V. Khvalin, and V. A. Gulyaev“ABSTAINED” - noneBallots were submitted by:“FOR”- none“AGAINST” - 3 persons V. A. Shkatov, V. V. Nikonov, and N. G. Shulginov“ABSTAINED” - 3 persons V. V. Klimov, S. V. Serebryannikov, and V. V. TatsiyThe decision was not made.2

VARIANT 2. Transfer of one or more IDGCs i n t rust t o a strategic i nvestor, i ncluding aforeign one. In 2015, a decision shall be made on the privatization of SDCs of IDGCs.Voting results:“FOR” - 6 persons V. M. Kravchenko, A. V. Demidov, M. Yu. Kurbatov,M. G. Tikhonova, I. V. Khvalin, and V. A. Gulyaev“AGAINST” - 2 persons P. V. Shpilevoy and S. Remes“ABSTAINED” - noneBallots were submitted by:“FOR” - 5 persons V. A. Shkatov, N. G. Shulginov, V. V. Klimov,S. V. Serebryannikov, and V. V. Tatsiy“AGAINST” - 1 person V. V. Nikonov“ABSTAINED” - noneApproved by a majority of votes.1.2 In the Priorities of the Development of the Electricity Distribution Grid Sectorof the Russian Federation and JSC IDGC Holding, in Chapter 8.3. “Billing Metering” one ofthe following shall be selected as the main variant:VARIANT 1. The billing metering function shall be assigned to grid companies, ensuring anequal access of all market participants to the information database in the target retail market model.Voting results:“FOR” - 7 persons P. V. Shpilevoy, S. Remes, A. V. Demidov,M. Yu. Kurbatov, M. G. Tikhonova, I. V. Khvalin, andV. A. Gulyaev“AGAINST” - 1 person V. M. Kravchenko“ABSTAINED” - noneBallots were submitted by:“FOR” - 5 persons N. G. Shulginov, V. V. Tatsiy, V. V. Klimov,S. V. Serebryannikov, and V. V. Nikonov“AGAINST” - 1 person V. A. Shkatov“ABSTAINED” - noneApproved by a majority of votes.VARIANT 2. The billing metering function shall not be assigned to grid companies in thetarget market model.Voting results:“FOR” - 1 person V. M. Kravchenko“AGAINST” - 7 persons P. V. Shpilevoy, S. Remes, A. V. Demidov,M. Yu. Kurbatov, M. G. Tikhonova, I. V. Khvalin, andV. A. Gulyaev“ABSTAINED” - noneBallots were submitted by:“FOR” - 1 person V. A. Shkatov“AGAINST” - 3 persons N. G. S hulginov, S . V. S erebryannikov, andV. V. Nikonov“ABSTAINED” - 2 persons V. V. Klimov and V. V. TatsiyThe decision was not made.1.3. The Priorities of the Development of the Electricity Distribution Grid Sector of theRussian Federation and JSC IDGC Holding shall be approved subject to comments andproposals submitted by members of the Committee at the meeting:3

1. In Chapter 8.2 “Pickup of the GS’s Functions” and throughout the text OAO I ntegrated PowerSales Company shall be replaced by the Guaranteeing Supplier (Power Sales Company).2. Cha pter 9.8 “ Increase of Financial S tability” s hall be s upplemented b y e vents a imed at t heimplementation of such direction, including improvement of the credit policy and increase of thecredit rating.3. I n Chapter 9.8 “ Increase of Financial Stability” the requirements specified in this direction asmeasures aimed at the increase of the payment discipline for sales companies shall be formulated assystem requirements for all electricity market participants.4. The Strategy shall be supplemented by events related to the development of the active adaptivenetwork, demand and distributed generation management.5. In Chapter 8.4 “Last Mile” the issue of interrelation of the solution of the last mile issue with thesolution of the cross-subsidization issue shall be detailed, and the events of possible avoidance ofthe construction of the last mile shall be described in more detail.6. In Chapter 9 “Consolidation of Electricity Grid Assets” a stagewise increase of requirements toreliability and quality, financial stability to all electricity grid companies shall be specified as a keyvector of the implementation of the Strategy, which will result in the natural consolidation ofelectricity grid companies, including through a takeover by SDCs of JSC IDGC Holding.7. The direction “Reduction of loss” shall be included in a separate chapter.8. Chapter 5 “Determination of the Place of JSC IDGC Holding in the Target Model of the RetailElectricity Market” shall be supplemented by: “The decision on the assignment of the function ofinstallation and operation of intellectual metering systems to grid companies should not result in thereduction of c ompetition a mong e quipment s uppliers i n t he a rea of m etering i nstruments andcompetition in the retail market. The technical policy in the area of billing metering will definerequirements to technical characteristics of metering instruments and not to the names of suchinstruments. Equal access for all electricity market participants to the unified database formed basedon the electricity metering systems shall be provided.”Voting results:“FOR” - 8 persons V. M. Kravchenko, P. V. Shpilevoy, S. Remes,A. V. Demidov, M. Yu. Kurbatov, V. A. Gulyaev,M. G. Tikhonova, and I. V. Khvalin“AGAINST”- none“ABSTAINED” - noneBallots were submitted by:“FOR” - 5 persons V. A. S hkatov, N. G. S hulginov, V. V. T atsiy,S. V. Serebryannikov, and V. V. Nikonov“AGAINST”- none“ABSTAINED” - 1 person V. V. KlimovApproved by a majority of votes.V. M. KravchenkoChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy Committee4

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 15of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowNovember 16, 2010The meeting of the Strategy Committee was held by ballot voting.The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fourteen (14) persons.Ten (14) memb ers o f t he Committeeparticipated i n t he vo ting:() m embers of t he Committee di d n otparticipate in the voting:V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. Yu. Kurbatov, V. V. Nikonov,I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, S. V. Serebryannikov,M. G. Tikhonova, V. A. Gulyaev, S. Remes,and V. A. ShkatovThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Approval of the action plan of the Strategy Committee for 2010-2011.2. Improvement of the KPI system of SDCs and JSC IDGC Holding.Issue 1: Approval of the action plan of the Strategy Committee for 2010-2011.1

A written opinion of N. G. Shulginov, member of the Committee, was sent inrelation to this issue.It was resolved as follows:The action plan of the Strategy Co mmittee of the Boar d of Directors of JSCIDGC Holding shall be approved in accordance with Appendix 3 hereto.Voting results:“FOR” - 13 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. Yu. Kurbatov, V. V. Nikonov,I. V. Khvalin, N. G. Shulginov,S. V. Serebryannikov, M. G. Tikhonova,V. A. Gulyaev, S. Remes, and V. A. Shkatov“AGAINST” - none“ABSTAINED” - 1 person P. V. ShpilevoyApproved unanimously.Issue 2: Improvement of the KPI system of SDCs and JSC IDGC Holding.A written opinion of N. G. Shulginov, member of the Committee, was sent inrelation to this issue.It was resolved as follows:It shall be recommended to the Board of Directors of JSC IDGC Holding tomake the following decision:1. The c oncept of the i mprovement of t he k ey p erformance indicatorsystem for the Directors General of the Holding and territorial grid companies shallbe approved (Appendices 1.1; 1.2.1 - 1.2.10; 2.2.).2. The i mproved Li st o f Key P erformance I ndicators fo r t he D irectorGeneral of J SC I DGC H olding sha ll be a pproved a nd s hall t ake effect i n 2011(Appendix 2.1).3. Necessary amendments shall be made to the Guidelines for Evaluation ofQuarterly and Annual Benchmarks of the Implementation of the Investment Programfor directors of companies and top managers responsible for the implementation ofinvestment programs based on results of Q1 2011.2

Voting results:“FOR” - 9 persons V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. Yu. Kurbatov, V. A. Shkatov,I. V. Khvalin, S. V. Serebryannikov,and V. A. Gulyaev“AGAINST” - 4 persons M. G. Tikhonova, P. V. Shpilevoy,N. G. Shulginov, and V. V. Nikonov“ABSTAINED” - 1 person S. RemesApproved by a majority of votes.Ballots attached.V. M. KravchenkoChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru3

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 16of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowDecember 9, 2010The meeting of the Strategy Committee was held by ballot voting.The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fourteen (14) persons.Fourteen (14 ) members of t heCommittee participated in t he vot ing:V. M. Kravchenko, V. V. Klimov,V. V. Tatsiy, A. V. Demidov,M. Yu. Kurbatov, V. V. Nikonov,I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, S. V. Serebryannikov,M. G. Tikhonova, V. A. Gulyaev, S. Remes,and V. A. ShkatovThere is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Purchase of additional ordinary shares in OAO Kubanenergo by JSC IDGCHolding.2. Approval of the agreement fo r pu rchase by J SC ID GC H olding ofadditional or dinary sha res i n O AO K ubanenergo in t he p rocess ofexercising a pre -emption ri ght by JSC ID GC H olding, w hich i s a re latedparty transaction.3. Approval of t he a greement fo r pu rchase of a dditional o rdinary s hares i nOAO Kubanenergo placed by public offering upon expiry of the term of thepre-emption ri ght by and between JS C IDGC H olding a nd OAOKubanenergo, which is a related party transaction.1

Issue 1: Purchase of a dditional ordinary shares in OAO Kubanenergo by JSCIDGC Holding.It was resolved as follows:It shall be r ecommended to the Board of D irectors of JSC IDGC Holding tomake the following decision:“The purchase of thirteen million, two hundred three thousand, four hundredtwenty-two ( 13,203,422) a dditional o rdinary s hares in O AO K ubanenergo s hall beapproved at the placement price of one additional ordinary share in OAOKubanenergo defined by the decision of the Board of Directors of OAOKubanenergo, which is O ne Hundred E ighty-Four Rubles and 92 Kopecks(RUB184.92), to the total amount not exceeding Two Billion, Four Hundred Forty-One M illion, Fi ve H undred S eventy-Six Thousand, Se ven Hundred N inety-SixRubles a nd 2 4 K opecks ( RUB2,441,576,796.24), i ncluding: twelve m illion, e ighthundred ninety-two thousand, two hundred eighty-six (12,892,286) shares to the totalamount of Two Billion, Three H undred Eighty-Four Million, Forty-One Th ousand,Five Hundred Twenty-Seven Rubles and 12 Kopecks (RUB2,384,041,527.12) in theprocess of exercising the pre-emption right,not more than three hundred eleven thousand, one hundred thirty-six (311,136)shares to the total amount not exceeding Fifty-Seven Million, Five Hundred Thirty-Five Thousand, Tw o H undred Sixty-Nine Rubles an d 12 Kopecks(RUB57,535,269.12) placed by public offering upon expiry of t he term of the preemptionright.Voting results:“FOR” - 12 persons V. M. Kravchenko, V. V. Tatsiy,A. V. Demidov, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, N. G. Shulginov,S. V. Serebryannikov, M. G. Tikhonova,V. A. Gulyaev, S. Remes, and V. A. Shkatov“AGAINST” - none“ABSTAINED” - 2 persons P. V. Shpilevoy and V. V. KlimovApproved by a majority of votes.Issue 2: Approval of t he ag reement for purchase by J SC I DGC H olding ofadditional ordinary shares in OAO Kubanenergo in the process of exercising a preemptionright by JSC IDGC Holding, which is a related party transaction.It was resolved as follows:It shall be recommended to the Board of Directors of JSC IDGC Holding tomake the following decision:1. It shall be spe cified t hat t he v alue of additional or dinary s hares in O AOKubanenergo to be pu rchased u nder t he a greement for purchase of a dditionalordinary shares i n OAO K ubanenergo t o be entered i nto by a nd between O AOKubanenergo a nd JSC I DGC H olding is T wo Billion, Three H undred E ighty-Four2

Million, Forty-One Thousand, Five Hundred Twenty-Seven Rubles and 12 Kopecks(RUB2,384,041,527.12).2. The r elated pa rty transaction—the agr eement for pu rchase of a dditionalordinary shares i n O AO K ubanenergo ( hereinafter, the “ Agreement”)—shall b eapproved on the following terms and conditions:Parties to the Agreement: OAO Kubanenergo (Kubanenergo) and JSC IDGCHolding (the Buyer).Subject matter of the Agreement: Kubanenergo shall transfer into the Buyer’sownership, a nd t he Buyer s hall a ccept and pay for t welve m illion, eight hun dredninety-two thousand, two hu ndred e ighty-six ( 12,892,286) sha res a t t he p rice o f184.92 rubles per one share, placed by public offering, in the process of exercisingthe Buyer’s pre-emption right on the terms and conditions of the Agreement.The total value of s hares in Kubanenergo purchased under the Agreement bythe Buyer is Two Billion, Three Hundred Eighty-Four Million, Forty-One Thousand,Five Hundred Twenty-Seven Rubles and 12 Kopecks (RUB2,384,041,527.12).Term of t he A greement: The A greement sh all t ake ef fect (shall be deemedentered i nto) after t he e xecution t hereof by t he Pa rties or t heir du ly a uthorizedrepresentatives a nd sha ll re main e ffective un til t he Pa rties p erform a ll o f t heirrespective obligationsOther conditions precedent of the Agreement:Method of payment for shares: in cash in Russian rubles.Voting results:“FOR” - 13 persons V. M. Kravchenko, V. V. Tatsiy,V. V. Klimov,A. V. Demidov, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, N. G. Shulginov,S. V. Serebryannikov, M. G. Tikhonova,V. A. Gulyaev, S. Remes, and V. A. Shkatov“AGAINST” - none“ABSTAINED” - 1 person P. V. ShpilevoyApproved by a majority of votes.Issue 3: Approval of the agreement for purchase of additional ordinary sharesin OAO Kubanenergo placed by public offering upon expiry of the term of the preemptionright by and between JSC IDGC Holding and OAO Kubanenergo, which is arelated party transaction.It was resolved as follows:3

It shall be recommended to the Board of Directors of JSC IDGC Holding tomake the following decision:1. It shall be specified that t he value of additional or dinary shares inOAO Kubanenergo to be purchased under the agreement for purchase of a dditionalordinary shares i n OAO K ubanenergo t o b e entered i nto by a nd between O AOKubanenergo a nd JSC ID GC H olding d oes not e xceed Fi fty-Seven M illion, FiveHundred T hirty-Five T housand, T wo H undred Si xty-Nine Rubles a nd 12 Kopecks(RUB57,535,269.12).2. T he related party t ransaction—the a greement for purchase of a dditionalordinary shares i n O AO K ubanenergo ( hereinafter, the “ Agreement”)—shall b eapproved on the following terms and conditions:Parties to the Agreement: JSC Kubanenergo (the issuer) and JSC IDGCHolding (the Purchaser).Subject matter of the Agreement: The Issuer shall transfer, and the Buyer shallaccept into ownership and pay for not more than three hundred eleven thousand, onehundred thirty-six (311,136) additional ordinary shares at the price of 184.92 rublesper one share, placed by public offering, upon expiry of the term of the pre-emptionright on the terms and conditions of the Agreement.Total a mount of the Agreement: n ot e xceeding Fifty-Seven M illion, Fi veHundred T hirty-Five T housand, T wo H undred Si xty-Nine Rubles a nd 12 Kopecks(RUB57,535,269.12).Term of t he A greement: The A greement sh all take ef fect ( shall be d eemedentered i nto) after t he e xecution t hereof by t he Pa rties or t heir du ly a uthorizedrepresentatives a nd sha ll re main e ffective un til t he Pa rties p erform a ll o f t heirrespective obligationsOther conditions precedent of the Agreement:Method of payment for shares: in cash in Russian rubles.Voting results:“FOR” - 13 persons V. M. Kravchenko, V. V. Tatsiy,V. V. Klimov,A. V. Demidov, M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, N. G. Shulginov,S. V. Serebryannikov, M. G. Tikhonova,V. A. Gulyaev, S. Remes, and V. A. Shkatov“AGAINST” - none“ABSTAINED” - 1 person P. V. ShpilevoyApproved by a majority of votes.Ballots attached.4

V. M. KravchenkoChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru5

JSC INTERREGIONAL DISTRIBUTIONGRID COMPANIES HOLDINGMINUTES No. 17of the Absentee Meeting of the Strategy Committeeof the Board of Directors of JSC IDGC HoldingMoscowDecember 16, 2010The meeting of the Strategy Committee was held by ballot voting.The total numb er of members of t he S trategy Commi ttee of t he Bo ard ofDirectors of JSC IDGC Holding is fourteen (14) persons.Fourteen (13 ) members of t heCommittee pa rticipated in t he vot ing:V. V. Klimov, V. V. Tatsiy, A. V. Demidov,M. Yu. Kurbatov, V. V. Nikonov,I. V. Khvalin, P. V. Shpilevoy,N. G. Shulginov, S. V. Serebryannikov,M. G. Tikhonova, V. A. Gulyaev, S. Remes,and V. A. ShkatovOne (1) member of the Committee did V. M. Kravchenkonot participate in the voting:There is a quorum for holding the meeting of the Strategy Committee.Agenda:1. Priorities established for t he Company’s a ctivities: P lace of b usiness of t heexecutive arm of JSC IDGC Holding.2. Approval of t he agreement for services in relation to developing a draft of t heRegulations for t he U niform T echnical Po licy of JSC ID GC H olding i n t heDistribution Grid Sector to be entered into by and between JSC IDGC Holding andOAO Res earch E ngineering Center o f In terregional D istribution Grid C ompanies(NIITs MRSK), which is a related party transaction.Issue 1: Priorities established for the Company’s activities: Place of businessof the executive arm of JSC IDGC Holding.1

It was resolved as follows:It shall be recommended to the Board of Directors:To c onsider a ppropriate t o pu rchase t he bui lding of N IITs MRSK on acompetitive b asis fo r t he p lace of business of the executive arm o f JSC ID GCHolding;To specify the source of funding for the purchase of the building – money fromthe sale of real estate of NIITs MRSK on a competitive basis;N. N . Sh vets, Chairman of the Management Board, D irector G eneral of JSCIDGC H olding, shall be i nstructed t o ensure t he p erformance o f al l necessarycorporate events related to the purchase of the building and disposal of the relevantproperty;The decision made by the Board of Directors of JSC IDGC Holding concerning“Priorities e stablished for t he Company’s a ctivities: Place of bu siness of t heexecutive arm of JSC IDGC Holding (Minutes No. 3 of August 28, 2008)” shall bedeemed to cease to be effective.Voting results:“FOR” - 10 persons V. V. Tatsiy, V. V. Klimov,A. V. Demidov, M. Yu. Kurbatov,I. V. Khvalin, N. G. Shulginov,S. V. Serebryannikov, V. A. Gulyaev,S. Remes, and V. A. Shkatov“AGAINST” - 2 persons V. V. Nikonov and M. G. Tikhonova“ABSTAINED” - 1 person P. V. ShpilevoyApproved by a majority of votes.Issue 2: Approval of the agreement for services in relation to developing a draftof t he Reg ulations for t he U niform Tech nical Po licy of J SC ID GC H olding in theDistribution Grid Sector to be entered into by and between JSC IDGC Holding andOAO R esearch E ngineering Center o f In terregional D istribution Grid C ompanies(NIITs MRSK), which is a related party transaction.It was resolved as follows:It s hall be recommended to the Board of Directors to make t he followingdecision:The agreement for services in relation to developing a draft of the Regulationsfor t he U niform T echnical Pol icy of J SC ID GC H olding i n t he D istribution G ridSector to b e entered i nto by an d b etween J SC I DGC H olding and O AO Res earchEngineering C enter of I nterregional Distribution G rid Companies (N IITs MRSK),which i s a re lated party t ransaction, ( hereinafter, t he “Agreement”) (A ppendix 1)shall be approved subject to the following conditions precedent:Parties to the Agreement:JSC IDGC Holding as the Customer;OAO R esearch E ngineering C enter of Int erregional D istribution G ridCompanies (NIITs MRSK) as the Contractor.2

Subject matter of the Agreement:The Contractor undertakes to provide services in relation to developing a draftof t he Reg ulations for t he U niform Tech nical Po licy of J SC ID GC H olding in theDistribution Grid Sector.The co ntent o f services an d t he requirements a pplicable t o t he pr ovision ofservices and deliverables are defined in the Terms of Reference (Appendix 1 to theAgreement) approved by the Customer.Price of the agreement:For the services provided, the Customer pays to the Contractor Four Million,Nine Hundred Thousand Rubles and 00 Kopecks (RUB4,900,000.00), plus 18% VATof Eight Hundred Eighty-Two Thousand Rubles and 00 Kopecks (RUB882,000.00).Total (inclusive of VAT): Five Million, Seven Hundred Eighty-Two ThousandRubles and 00 Kopecks (RUB5,782,000.00).Voting results:“FOR” - 12 persons V. V. Tatsiy, A. V. Demidov,M. Yu. Kurbatov,V. V. Nikonov, I. V. Khvalin, N. G. Shulginov,S. V. Serebryannikov, M. G. Tikhonova,V. A. Gulyaev, S. Remes, V. A. Shkatov, andP. V. Shpilevoy“AGAINST” - none“ABSTAINED” - 1 person V. V. KlimovApproved by a majority of votes.Ballots attached.V. M. KravchenkoChairman of the Strategy CommitteeS. A. VologzhaninaSecretary of the Strategy CommitteeS. A. Vologzhaninat. 710-48-50vologzhanina-sa@holding-mrsk.ru3

at the regular meeting of the Audit Committee the approaches to the developmentof t he competence model of the i nternal a udit divisions of J SC H olding a nd i tssubsidiaries and dependent companies, the program for training of the managementand specialists of the internal audit divisions for the purpose of t he conformity oftheir ski lls t o t he de veloped c ompetence m odel, and evaluation of t he b udgetestimate for the development of the competence model and training.9.4. It s hall b e re commended t o A. V . D emidov, H ead of t he W orkingGroup fo r t he I mplementation of t he I ntegrated Ri sk M anagement an d I nternalControl S ystem of JSC ID GC Holding (hereinafter, the “ Working G roup”) andDeputy Director General for Economic Affairs and Finance, to organize training ofmembers of t he W orking G roup in relation to t he app roaches to theimplementation of the internal control and risk management system.Approved unanimously.Seppo RemesChairman of the Audit CommitteeSecretary of the Audit CommitteeA. F. Bikmurzin Tel. 710-41-87Е-mail: bikmurzin@holding-mrsk.ru6

VALUATION COMMITTEEof the Board of Directors of JSC IDGC HoldingMoscowMINUTES No. 10Moscow June 10, 2010Present were:Chairman of the Committee:Deputy Chairman of the Committee:Member of the Committee:Secretary of the Committee:S. V. MaslovA. Yu. PerepelkinA. V. SannikovT. V. VinogradovaWritten opinions: V. M. Kravchenko, O . V. Markovsky, E. V. Petrovskaya,I. V. Savelyev, V. V. Smolyakov, V. V. Tatsiy, V. N. Titov, and M. A. Fedotova.Ballots attached.Invited were:A. A. Badaeva, representative of Rosimushchestvo.E. V. Em merikh, A. A . S olodova, and A. Yu. Zak harov, r epresentatives of theexecutive arm of JSC IDGC Holding.Re: Issue 1:A. S. Smolnikov, representative of OAO Lenenergo.S. R. Edomsky, E. A. Z akharova, and M. V. Zvidrin, representatives of OOOInstitute of Entrepreneurship Problems.Re: Issue 2:D. O . Gu dzhoyan, D. A . Me neylyuk, V. A . Ka pitonov, and A. V. S kubilin,representatives of OAO IDGC of the Center.G. V. Bulycheva, O. N. Sineva, E. M. Evstafyeva, representatives of ZAO Center forProfessional Valuation.Agenda:1. Evaluation of a market value of the shareholding in ZAO TsarskoselskayaPower Company of 96.95% and the shareholding in ZAO Kurortenergo of98.13%.2. Evaluation of a market and investment valu e of the 51% s hareholding inOAO Yaroslavl Municipal Power Grid.ISSUE 1:The following person reported: S. R. Edomsky.The following persons were heard: representatives of OAO Lenener go,Rosimushchestvo, A. Yu. Perepelkin, A. V. Sannikov.

IT WAS NOTED AS FOLLOWS: Need to supplement the reports on the evaluationof a market value of the shareholdings in ZAO Tsarskoselskaya Power Company andZAO Kurortenergo with the description of the transaction characteristics.IT WAS RESOLVED AS FOLLOWS:1.1. Note shal l be taken of Report No . 111 7/10 of March 31, 2 010, on th eevaluation of a market value of the shareholding in ZAO Tsarskoselskaya PowerCompany of 96.95% prepared by OOO Institute of Entrepreneurship Problems.1.2. It sh all b e re commended to app rove the usage of the results of theevaluation of a market value of the shareholding in ZAO Tsarskoselskaya PowerCompany owned b y ZAO Lene nergospetsremont for the pur chase and salepurposes.1.3. Note shal l be taken of Report No . 111 8/10 of M arch 31, 2 010, on th eevaluation of a mar ket v alue of the sha reholding in ZAO Kurortene rgo of98.13% prepared by OOO Institute of Entrepreneurship Problems.1.4. It shall be rec ommended to approve the usage of the results of theevaluation of a market value of the shareholding in ZAO Kurortenergo owned byZAO Lenenergospetsremont for the purchase and sale purposes.“FOR” – 7 votes (S. V. Maslov, A. Yu. Perepelkin, V. M. Kravchenko, I. V. Savelyev,A. V. Sannikov, V. V. Tatsiy, and V. N. Titov).“ABSTAINED” – 4 votes (O. V. Markovsky, E. V. Petrovskaya, V. V. Smolyakov,and M. A. Fedotova).APPROVED BY A MAJORITY OF VOTES.ISSUE 2: The following person reported: O. N. Sineva.The following persons were heard: representatives of Rosimushchestvo, OAO IDGCof the Center, A. Yu. Perepelkin, and A. V. Sannikov.IT WAS RESOLVED AS FOLLOWS:2.1. Note shall be taken of Report No. 27 of April 01, 2010, on the evaluation ofa ma rket and i nvestment valu e of the 5 1% s hareholding in OAO Yar oslavlMunicipal Power Grid prepared by ZAO Center for Professional Valuation.2.2. It shall b e re commended to app rove the usage of the results of theevaluation of a market and investment value of the 51% shareho lding in OAOYaroslavl Municipal Power Grid owned by the Committee for Management ofMunicipal Property of the Yaroslavl Mayor’s Office in order to define the priceof the purchase and sale transaction.“FOR” – 7 votes (S. V. Maslov, A. Yu. Perepelkin, V. M. Kravchenko, I. V. Savelyev,V. V. Tatsiy, V. N. Titov, and M. A. Fedotova).2

“ABSTAINED” – 2 votes (E. V. Petrovskaya and A. V. Sannikov).“AGAINST” - 2 votes (O. V. Markovsky and V. V. Smolyakov).APPROVED BY A MAJORITY OF VOTES.S. V. MaslovChairman of the CommitteeVinogradova710-45-863

VALUATION COMMITTEEof the Board of Directors of JSC IDGC HoldingMoscowMINUTES No. 11Moscow July 08, 2010The meeting was held by ballot voting.The following m embers p articipated in th e v oting: S. V. M aslov, A. Yu . Perep elkin,V M. Kravchenko, O . V . M arkovsky, E. V . P etrovskaya, S . R emes, I . V . S avelyev, A . V .Sannikov, S. A. Tabakova, V. V. Tatsiy, and M. A. Fedotova.Ballots attached.Agenda:1. E valuation o f a m arket v alue of th e s hareholding o f 2 5%+1 s hare in OAOChirkeyGESstroy.IT WAS RESOLVED AS FOLLOWS:1. Note shall be taken of Report No. 1153/10 of June 18, 2010, on the evaluation of amarket v alue o f th e s hareholding o f 2 5%+1 s hare (1 66,460,049 s hares) in OAOChirkeyGESstroy prepared by OOO Institute of Entrepreneurship Problems.2. It shall be recommended to approve the usage of the results of the evaluation of amarket v alue o f th e s hareholding o f 2 5%+1 s hare (1 66,460,049 s hares) in OAOChirkeyGESstroy for the transaction purposes.“FOR” – 10 votes (S. V. Maslov, A. Yu. Perepelkin, V. M. Kravchenko, E. V. Petrovskaya, S.Remes, I. V. Savelyev, A. V. Sannikov, S. A. Tabakova, V. V. Tatsiy, and M. A. Fedotova).“ABSTAINED” - 1 vote (O. V. Markovsky).APPROVED BY A MAJORITY OF VOTES.S. V. MaslovChairman of the CommitteeVinogradova710-45-86

VALUATION COMMITTEEof the Board of Directors of JSC IDGC HoldingMoscowMINUTES No. 12Moscow September 09, 2010The meeting was held by ballot voting.The following members participated in the voting: S. V. Maslov, P. P. Kozin,A. Yu. Perepelkin, S. Remes, I. V. Savelyev, A. V. Sannikov, A. A. Sukhov, andS. A. Tabakova.Ballots attached.Agenda:1. Evaluation of a mar ket val ue of i mmovable and mo vable assets of t heEnergetik health center owned by OAO IDGC of the Center and Volga Region.2. Election of the Deputy Chairman of the Valuation Committee.3. Election of the Secretary of the Valuation Committee.Issue 1.IT WAS RESOLVED AS FOLLOWS:1. Note sha ll be taken o f Report N o. M F-1069 of September 01 , 20 10, on t heevaluation of a market val ue o f i mmovable and movable as sets of t he En ergetikhealth center prepared by OOO Institute for Valuation of Ownership and FinancialActivities.2. It shall be recommended to approve the usage of the results of the evaluation of amarket value of immovable and movable assets of the Energetik health center ownedby OAO IDGC of the Center and Volga Region for the sale purposes.“FOR” – 8 v otes (S. V . Maslov, P. P. Kozin, A . Yu. Pe repelkin, S. Remes,I. V. Savelyev, A. V. Sannikov, A. A. Sukhov, and S. A. Tabakova).APPROVED UNANIMOUSLY.Issue 2.IT WAS RESOLVED AS FOLLOWS:1. A . Y u. P erepelkin, Deputy D irector G eneral for Co rporate G overnance a ndProperty o f JSC ID GC Holding, sh all be appo inted D eputy C hairman of theValuation Committee of the Board of Directors of JSC IDGC Holding.

“FOR” – 8 votes (S. V. Maslov, P. P. Kozin, A. Yu. Perepelkin, S. Remes, I. V .Savelyev, A. V. Sannikov, A. A. Sukhov, and S. A. Tabakova).APPROVED UNANIMOUSLY.Issue 3.IT WAS RESOLVED AS FOLLOWS:1. T. V. Vinogradova, Deputy Head of the Property Management Department of JSCIDGC H olding, s hall b e a ppointed S ecretary of the V aluation C ommittee of theBoard of Directors of JSC IDGC Holding.“FOR” – 8 v otes (S. V . Maslov, P. P. Kozin, A . Yu. Pe repelkin, S. Remes,I. V. Savelyev, A. V. Sannikov, A. A. Sukhov, and S. A. Tabakova).APPROVED UNANIMOUSLY.S. V. MaslovChairman of the CommitteeVinogradova710-45-86

VALUATION COMMITTEEof the Board of Directors of JSC IDGC HoldingMoscowMINUTES No. 13Moscow September 20, 2010The meeting was held by ballot voting.The following members participated in the voting: S. V. Maslov, A. Yu. Perepelkin,A. A. Balaeva, E. V. Petrovskaya, I. V. Savelyev, A. V. Sannikov, A. A. Sukhov,V. V. Tatsiy, V. N. Titov, and M. A. Fedotova.Ballots attached.Agenda:1. Evaluation of a ma rket value of t he 49% shareh olding in OAO Yar oslavl MunicipalPower Grid.IT WAS RESOLVED AS FOLLOWS:1. Note shall be taken of Report No. 45 of September 03, 2010, on the evaluation of a marketvalue of the 49% shareholding in OAO Yaroslavl Municipal Power Grid prepared by ZAOCenter for Professional Valuation.2. It shall be recommended to approve the usage of the results of the evaluation of a marketvalue of the 4 9% shareh olding in OAO Yar oslavl Municipal Power Grid owned by th eCommittee for Management of Municipal Property of the Yaroslavl Mayor’s Office in orderto define the price of the purchase and sale transaction.“FOR” – 10 votes (S. V. Maslov, A. Yu. Perepelkin, A. A. Balaeva, E. V. Petrovskaya,I. V. Savelyev, A. V. S annikov, A . A . S ukhov, V. V. Tat siy, V. N. T itov, andM. A. Fedotova).APPROVED UNANIMOUSLY.S. V. MaslovChairman of the CommitteeVinogradova 710-45-86

VALUATION COMMITTEEof the Board of Directors of JSC IDGC HoldingMoscowMINUTES No. 14Moscow December 10, 2010The meeting was held by ballot voting.The following members par ticipated in the voting: S . V. Maslov, A. Y u. Pe repelkin,A. A. Balaeva, E. V. Petrovskaya, S. Remes, I. V. Savelyev, A. A. Sukhov, V. V. Tatsiy,V. N. Titov, and M. A. Fedotova.Ballots attached.Agenda:1. Evaluation of a market value of the PS TsRP-10 ASK-2 electric grid facility locatedat: S amara Re gion, Kin el District, terri tory of Baltika Brewery, own ed by OAOIDGC of the Volga, an d evaluation of a m arket value of the Central DistributionSubstation 10 kV l ocated at: S amara Reg ion, Kinel Dist rict, Industrial Zone,Baltiysky proezd, d. 1, owned by Baltika Breweries.Issue 1.IT WAS RESOLVED AS FOLLOWS:1. Note shall be taken of Rep ort No. I-12837/10 of Dec ember 06, 201 0, on th eevaluation of a market value of the PS TsRP-10 ASK-2 electric grid facility preparedby OOO LAIR.2. Note shall be taken of Report No. 32 1-02r/10 of November 19, 2 010, on th eevaluation of a market value of the property TsRP 10 kV prepared by OOO Region.3. It shall be recommended to approve for the exchange purposes the usage of the resultsof the evaluation of a m arket value of the PS TsRP-10 ASK-2 electric grid facilitylocated at: Samara Region, Kinel District, territory of Baltika Brewe ry, owned byOAO IDGC of the Volga, and evaluation of a market value of the Central DistributionSubstation 10 kV l ocated at: Sa mara Reg ion, Kinel Dist rict, Industrial Zone,Baltiysky proezd, d. 1, owned by Baltika Breweries.“FOR” – 9 v otes (S. V. Maslov, A. Y u. P erepelkin, A. A. B alaeva, S. Re mes,I. V. Savelyev, A. A. Sukhov, V. V. Tatsiy, V. N. Titov, and M. A. Fedotova).“ABSTAINED” - 1 vote (E. V. Petrovskaya).APPROVED BY A MAJORITY OF VOTES.S. V. MaslovChairman of the CommitteeVinogradova 710-45-86

VALUATION COMMITTEEof the Board of Directors of JSC IDGC HoldingPresent were:Chairman of the Committee:Deputy Chairman of the Committee:Members of the Committee:Secretary of the Committee:MoscowMINUTES No. 9S. V. MaslovA. Yu. PerepelkinP. P. Kozin,E. V. Petrovskaya,I. V. SavelyevT. V. VinogradovaMarch 19, 2010Written opinions: V. M.Kravchenko, O. V. Markovsky, S. Remes, A. V. Sannikov, S. A.Tabakova, V. N. Titov, and M. A. Fedotova.Ballots attached.Invited were:E. V. Emmerikh and A. A. Solodova, representatives of the executive arm of JSC IDGCHolding.Re: Issue 1:O. V. Antonov, E. V. Solomacheva, I. V. Loshkareva, representatives of OAO IDGC ofSiberia.E. A. Esina, O. A. Kushlyansky, representatives of ZAO NP Consult.Re: Issue 2:E. V. Solomacheva and V. A. Maximov, representatives of OAO IDGC of Siberia.S.. V. Kalashnikov, S. S. Dryndina, and E. V. Arzumanov, representatives of OOO Auditand Consulting Company TOP AUDIT.Re: Issue 3:L. A. Podolskaya and N. V. Baranov, representatives of OAO IDGC of the Center andVolga Region.A. A. Golyshev and D. V. Pechenkin, representatives of OOO Institute for Valuation ofOwnership and Financial Activities.Agenda:1. Evaluation of a market value of the property of the transformer plant GPP 110/6 kVlocated at:Kemerovo Region, Leninsk – Kuznetsky, ul. Spasstantsiya, 15/31.2. Evaluation of a market value of real estate and equipment owned by Khakasenergo,branch of OAO IDGC of Siberia.

3. Evaluation of a market value of buildings and structures owned by branch of OAOIDGC of the Center and Volga Region.ISSUE 1: The following person reported: O. A. Kushlyansky.The following persons were heard: representatives of JSC IDGC of Siberia, P. P. Kozin.IT WAS RESOLVED AS FOLLOWS:1. Note shall be taken of Report No. 77-26231607-10-1057 of February 26, 2010, onthe evaluation of a market value of the property of the transformer plant GPP 110/6kV located at: Kemerovo Region, Leninsk – Kuznetsky, ul. Spasstantsiya, 15/31,prepared by ZAO NP Consult.2. It shall be recommended to approve the usage of the results of the evaluation of amarket value of the property of the transformer plant GPP 110/6 kV owned by ZAOKuzbasselement in order to define the price of the purchase and sale transaction.“FOR” – 10 votes (S. V. Maslov, A. Y u. Perepe lkin, V. M. Kravchen ko, E. V .Petrovskaya, S. Remes, I. V. Savelyev, A. V. Sannikov, V. V. Tatsiy, V. N. Titov, andM. A. Fedotova).“ABSTAINED” – 2 votes (P. P. Kozin and O. V. Markovsky).“AGAINST” - 1 vote (S. A. Tabakova).APPROVED BY A MAJORITY OF VOTES.ISSUE 2: The following person reported: S. V. Kalashnikov.The following persons were heard: representatives of OAO IDGC of Siberia, P. P. Kozin,I. V. Savelyev, and E. V. Petrovskaya.IT WAS RESOLVED AS FOLLOWS:1. Note shall be taken of Report No. 89/09 of February 26, 2010, on the evaluation ofa ma rket value of real e state and equipment own ed b y Kh akasenergo, br anch ofOAO IDGC of S iberia, p repared by OOO Audit and Consulting Company TOPAUDIT.2. It shall be recommended to approve the usage of the results of the evaluation of amarket value of real estate and equipment owned by Khakasenergo, branch of OAOIDGC of Siberia, for the sale purposes.“FOR” – 11 votes (S. V. Maslov, A. Yu. Perepelkin, V. M. Kravchenko, P. P. Kozin, O.V. Markovsky, S. Remes, I. V. Savelyev, A. V. Sannikov, V. V. Tatsiy, V. N. Titov, andM. A. Fedotova).“ABSTAINED” – 2 votes (E. V. Petrovskaya and S. A. Tabakova).APPROVED BY A MAJORITY OF VOTES.ISSUE 3: The following person reported: A. L. Golyshev.The following persons were hear d: represe ntatives of OAO IDGC of the Center an dVolga Re gion, S. V. Maslov, A. Y u. P erepelkin, P. P . Koz in, E . V . Petrovskaya,I. V. Savelyev, and T. V. Vinogradova.2

IT WAS NOTED AS FOLLOWS:1. Need to p rovide to the Board of Directors of JSC ID GC Holding a n ex pertopinion of the appraisal company on the analysis of th e real estate market inNizhni N ovgorod a s of today and a p ossible ch ange in a mar ket v alue ofbuildings and structures located at: Nizhni Novgorod, ul. Shlisselburgskaya, d.29, after the evaluation date.2. Consent of the parties to entering into the transaction, using the evaluation reportprepared as of October 01, 2008.IT WAS RESOLVED AS FOLLOWS:1. Note shall be t aken of Report No. MF – 1013/57/1 of March 12, 2010, on theevaluation of a ma rket value of buildings and structures located at : Niz hniNovgorod, ul. Shlisselburgskaya, d. 29, prepared by OOO Institute for Valuation ofOwnership and Financial Activities.2. It shall be recommended to approve the usage of the results of the evaluation of amarket value of buildings and structures owned by OAO IDGC of the Center andVolga Region for the sale purposes.“FOR” – 10 votes (S. V. Maslov, A. Yu. Perepelkin, V. M. Kravchen ko, O. V.Markovsky, E. V. Petrovskaya, S. Remes, A. V. Sannikov, V. V. Tatsiy, V. N. Titov, andM. A. Fedotova).“ABSTAINED” – 2 votes (P. P. Kozin and I. V. Savelyev).“AGAINST” - 1 vote (S. A. Tabakova).APPROVED BY A MAJORITY OF VOTES.S. V. MaslovChairman of the CommitteeVinogradova710-45-863

22. Appendices22.12.GlossaryAbbreviationMeaningAISEBMAutomated Information System of Electricity Billing MeteringOSAO-EnergoPSAVFPCSADSASECMAPCSODLODLPFOCLSDCsUNEGUPSKPICLOrdinary sharesOpen joint-stock company for energy and electrificationPreference sharesAutomatic Voltage, Frequency and Power Control SystemAutomated Dispatching SystemAutomated System of Electricity Control and MeteringAutomated Process Control SystemOverhead distribution linesOverhead distribution lines with protected cablesFiber-optic communication linesSubsidiaries and dependent companiesUnified National Electric GridUnited Power System of RussiaKey performance indicatorsCable linesHVGISHigh-voltage gas-insulated switchgearPTSsDLIDGCsIFRSEMERCOMMRRR&DNPTSDPackage transformer substationsDistribution lineInterregional distribution grid companiesInternational Financial Reporting StandardsMinistry of Civil Defense, Emergencies and Disaster Relief of the Russian FederationMinimum regulated revenueResearch and developmentNonprofit partnershipTechnical standard documents245

JSC IDGC Holding. Annual Report 2010AbbreviationSTCRDCRaEl AssociationWGCsOPCDDGOELRO PlanSSPARRASRGCsEDGSICRMSSPZSSICSO UPSDCDSTGCsTCTGOTPPCHPPFCSMMeaningScientific and technical councilResearch and development centerAll-Russia Trade Association of Employers in the Power IndustryWholesale generation companiesOperational process controlDesign and developmentPlan of the State Commission for Electrification of RussiaSubstationProtective and automatic relayingRussian Accounting StandardsRegional grid companiesElectricity distribution grid sectorInternal control and risk management systemSanitary protection zoneSelf-supporting insulated cableSystem Operator of the United Power SystemData Collection and Distribution SystemTerritorial generation companiesTechnologicalconnectionTerritorial grid organizationThermal power plantCombined heat and power plantFederal Commission for the Securities Market of the Russian FederationFGCFederal Grid Company of Unified Energy System, FGC UESFTSFFMSNCCPSCsFederal Tariff Service of the Russian FederationFederal Financial Markets Service of the Russian FederationNetwork control centerPower sales companies246

22. AppendicesAbbreviationIRPRRABMeaningInvestor/shareholder relations departmentPublic RelationsRegulatory Asset Base, a system of long-term tariff regulation aiming to encourageinvestment in the construction and modernization of grid infrastructure and stimulategrid organizations to implement cost efficiency measuresVariations in terms used in this reportTermVariationsIDGC Holding SDCsJSC IDGC Holding’s SDCsIDGC Holding entitiesIDGC Holding organizationsIDGC Holding subsidiariesManagement Board of JSC IDGC HoldingBoard of Directors of JSC IDGC HoldingArticles of Association of JSC IDGC HoldingJSC IDGC HoldingIDGC HoldingIDGC Holding Management BoardIDGC Holding Board of DirectorsIDGC Holding Articles of Association, Articles of AssociationCompanyParent companyJSC IDGC Holding and its SDCsUnits of MeasurementAbbreviation Meaning DescriptionkVA Kilovolt-ampere unit of apparent powerMVA Megavolt-ampere unit of apparent powerkWh Kilowatt-hour unit of electric power outputkW Kilowatt unit of electric powerMW Megawatt unit of electric powerGW Gigawatt unit of electric powerHz Hertz unit of electric power frequencykV Kilovolt unit of voltage247

JSC IDGC Holding. Annual Report 201022.13. Contact InformationJSC Interregional Distribution Grid Companies Holding(JSC IDGC Holding)Registered address:Russia, 117630, Moscow, ul. AkademikaChelomeya, 5APlace of business:Russia, 107996, Moscow, Ulansky pereulok, 26/1Taxpayer Identification Number (INN)/PrincipalState Registration Number (OGRN)7728662669/1087760000019Uniform State Register of Juridical Persons Series77 No. 011168002 of July 1, 2008Russian Classification of Enterprises andOrganizations (OKPO) 94129941www.holding-mrsk.ruTelephone: +7 (495) 710-53-33(9 a.m. to 6 p.m. Moscow time)Fax: +7 (495) 620-17-55(9 a.m. to 6 p.m. Moscow time)Department for Corporate Governance andInvestor Relations of JSC IDGC Holding:Toll-free shareholder hotline:9 a.m. to 6 p.m.Moscow time, Mon. - Fri.Telephone: +7 (495) 974-87-40Email: ir@holding-mrsk.ruAUDITOR OOO FinExpertiza:Address: Russia, 129110,Moscow, Prospekt Mira, 69, str. 1Telephone/Fax: +7 (495) 775-22-00,775-22-01, 775-22-02, 775-22-03www.finexpertiza.ruDEPOSITARY BANKBank of New York (GDR):101 Barclay Street, 22nd Floor, New YorkNew York 10286, United States of Americawww.bankofny.comREGISTRARZAO STATUS Registration Company:Address: Russia, 109544, Moscow, ul.Novorogozhskaya, 32/1Telephone: +7 (495) 974-83-45, 974-83-50Fax: +7 (495) 678-71-10www.rostatus.ruREGISTRAR OFFICESAlekseyevka OfficeAddress: Russia, 309850, Belgorod Region,Alekseyevka, ul. Frunze, 2A, k. 13-14Telephone/Fax: +7 (47234) 3-25-18Email: alekseevka@rostatus.ruDirector: Galina Dmitryevna KuznetsovaArkhangelsk OfficeAddress: Russia, 163000,Arkhangelsk, pr. Troitsky, 21Telephone: +7 (8182) 63-32-60Email: arhangelsk@rostatus.ruDirector: Irina Ruslanovna DetkovaVladivostok OfficeAddress: Russia, 690001,Vladivostok, ul. Dalzavodskaya, 2, office 216Telephone: +7 (4232) 41-28-12Fax: +7 (4232) 20-49-88Email: vladivostok@rostatus.ruDirector: Rostislav Vladimirovich KaluginVladikavkaz OfficeAddress: Russia, 362040, Republic of NorthOssetia-Alania, Vladikavkaz,ul. Revolyutsii, 5, office 1Telephone/Fax: +7 (8672) 54-96-82Email: vladikavkaz@rostatus.ruDirector: Andrey Tatushevich TandelovVologda OfficeAddress: Russia, 160000,Vologda, ul. Dobrolyubova, 26Telephone: +7 (8172) 54-97-46Email: vologda@rostatus.ruDirector: Yelena Mikhailovna KupriyanovaVoronezh OfficeAddress: Russia, 394000,Voronezh, ul. Feoktistova, 6Telephone/Fax: +7 (4732) 53-13-54,64-44-47, 64-44-49Email: voroneg@rostatus.ruDirector: Dmitry Ivanovich PotapovIzhevsk OfficeAddress: Russia, 426011, Udmurtian Republic,Izhevsk, ul. 10 let Oktyabrya, 53, office 456Telephone/Fax: +7 (3412) 90-13-30E-mail: igevsk@rostatus.ruDirector: Lyudmila Grigoryevna Volkova248

22. AppendicesYekaterinburg OfficeAddress: Russia, 620975, Sverdlovsk Region,Yekaterinburg, ul. Krasnoarmeyskaya, 62Telephone/Fax: +7 (343) 266-91-30,266-91-31, 266-91-32Email: ekaterinburg@rostatus.ruDirector: Pavel Anatolyevich IvanovKaluga OfficeAddress: Russia, 248002,Kaluga, ul. Saltykova-Shchedrina, 23, office 3Telephone/Fax: +7 (4842) 56-43-07,56-43-06, 56-31-90Email: kaluga@rostatus.ruDirector: Boris Ivanovich PoltoratskyKostroma OfficeAddress: Russia, 156000,Kostroma, ul. Pyatnitskaya, 49Telephone/Fax: +7 (4942) 31-64-04Email: kostroma@rostatus.ruDirector: Mikhail Aleksandrovich IpatovKrasnodar OfficeAddress: Russia, 350000, Krasnodar, ul.Krasnoarmeyskaya, 30/1, office 902Telephone/Fax: +7 (861) 274-88-85, 274-88-86Email: krasnodar@rostatus.ruDirector: Ilona Andreyevna KalmykovaMagnitogorsk OfficeAddress: Russia, 455044, Chelyabinsk Region,Magnitogorsk, ul. Zavenyagina, 9Telephone/Fax: +7 (3519) 25-60-22, 25-60-23Email: magnitogorsk@rostatus.ruDirector: Sergey Sergeyevich YaskoNaberezhnye Chelny OfficeAddress: Russia, 423834, Republic of Tatarstan,Naberezhnye Chelny, prospekt Kh. Tufana, 6Telephone/Fax: +7 (8552) 35-80-89Email: nchelny@rostatus.ruDirector: Nail Sabirovich SamigullinNizhni Novgorod OfficeAddress: Russia, 603155,Nizhni Novgorod, Verkhne-Volzhskaya nab., 19Telephone/Fax: +7 (831) 436-07-52, 436-06-43Email: nnovgorod@rostatus.ruDirector: Yevgeny Yevgenyevich GrishaninOmsk OfficeAddress: Russia, 644043,Omsk, ul. Kemerovskaya, 10Telephone/Fax: +7 (3812) 25-05-50, 24-45-11Email: omsk@rostatus.ruDirector: Valentina Petrovna MikhailovaOryol OfficeAddress: Russia, 302028, Oryol, ul. Saltykova-Shchedrina, 32, Entrance 1, office 201Telephone/Fax: +7 (4862) 76-41-46Email: orel@rostatus.ru, statusorel@rekom.ruDirector: Yelena Gennadyevna FenichevaRyazan OfficeAddress: Russia, 390000,Ryazan, ul. Sobornaya, 52, office 15Telephone: +7 (4912) 99-49-77Email: ryazan@rostatus.ru, status@post.nlink.ruDirector: Larisa Konstantinovna RomashovaSamara OfficeAddress: Russia, 443100,Samara, ul. Galaktionovskaya, 132, k. 412Telephone/Fax: +7 (846) 332-41-77, 332-82-29Email: samara@rostatus.ruDirector: Vladimir Vladimirovich ObukhovSaint Petersburg OfficeAddress: Russia, 197046,Saint Petersburg, ul. Chapayeva, 9, lit. ATelephone: +7 (812) 702-43-03Fax: +7 (812) 498-12-04Email: spb@rostatus.ruDirector: Sergey Borisovich FokinSaratov OfficeAddress: Russia, 410031,Saratov, ul. Moskovskaya, 35, office 214Telephone/Fax: +7 (8452) 23-39-91,23-74-82, 27-43-73Email: saratov@rostatus.ruDirector: Dmitry Aleksandrovich DubovitskySeverodvinsk OfficeAddress: Russia, 164500, Arkhangelsk Region,Severodvinsk, ul. K. Marksa, 21, office 519Telephone/Fax: +7 (8184) 52-96-00Email: severodvinsk@rostatus.ru,sfstatus@arh.ruDirector: Yelena Mikhailovna KupriyanovaTogliatti OfficeAddress: Russia, 445051,Samara Region, Togliatti, ul. Frunze, 6ATelephone/Fax: +7 (8482) 53-40-36, 53-40-23Email: togliatti@rostatus.ruDirector: Olga Stanislavovna TarasovaUfa OfficeAddress: Russia, 450030, Republic ofBashkortostan, Ufa, Industrialnoye shosse, 119Telephone/Fax: +7 (347) 238-32-77, 238-18-81Email: ufa@rostatus.ruDirector: Vladimir Petrovich Yatsko249

JSC IDGC Holding. Annual Report 201022.14. Report of the Internal Audit CommissionTHE INTERNAL AUDIT COMMISSIONof JSC Interregional Distribution GridCompanies HoldingMinutes of June 23, 2010April 20, 2011 No. RK/11-43 Moscowdate of the last dayof the Internal AuditnumberplaceREPORT OF THE INTERNALAUDIT COMMISSIONof JSC Interregional DistributionGrid Companies Holdingcompany namefor 2010

22. AppendicesI. INTRODUCTIONCOMPANY INFORMATIONFull namePlace of business(registered address)State registration (registrtationnumber on the Uniform StateRegister of Juridical Persons; date)Taxpayer Identification Number(INN)Branches and separate divisionswith stand-alone balance sheetsExecutive bodyChief AccountantChairman of the Board ofDirectorsChairman of the ManagementBoardChairman of the Audit CommitteeInternal Audit CommissionJSC Interregional DistributionGrid Companies Holding117630, Moscow, ul. Akademika Chelomeya, 5A1087760000019; July 1, 20087728662669N/ADirector GeneralNikolay Nikolayevich ShvetsGalina Ivanovna ZhabbarovaSergey Ivanovich ShmatkoNikolay Nikolayevich ShvetsSeppo Juha RemesChairperson of the Internal Audit Commission:Galina Vasilyevna Upatova, Deputy Director of the FinanceDepartment and Chief Accountant, Ministry ofEnergy of the Russian FederationMembers of the Internal Audit Commission:Dmitry Mikhailovich Gorevoy, Lead Specialist and Expert,Electric Power Industry Development Division,Department of State Regulation of Tariffs,Infrastructure Reforms and Energy Efficiency,Ministry of Economic Development of the RussianFederationAndrey Sergeyevich Kolyada, Deputy Head, Division ofOrganizations of the Fuel and Energy and CoalIndustries, Directorate of Infrastructure Industriesand Organizations of the Military-IndustrialComplex, Federal Agency for State PropertyManagement of the Russian FederationAlexander Mikhailovich Kuryanov, Head, Division ofSupport for Participation and BankruptcyProcedures, Directorate of Infrastructure Industriesand Organizations of the Military-IndustrialComplex, Federal Agency for State PropertyManagement of the Russian FederationOleg Anatolyevich Oreshkin, Head, Division of TreasuryProperty Management, Federal Agency for StateProperty Management of the Russian Federation

JSC IDGC Holding. Annual Report 2010AUDITOR INFORMATIONFull corporate nameFinExpertiza Limited Liability CompanyRegistered addressRussian Federation, 129110, Moscow, Prospekt Mira, 69, str. 1(place of business)Postal address Russian Federation, 129110, Moscow, Prospekt Mira, 69, str. 1State registration (registrtationnumber on the Uniform State 1027739127734Register of Juridical Persons)Licenses (membership in theself-regulatory organization)Minutes of the Annual GeneralMeeting of ShareholdersAuditors’ ReportSignatories of the Auditors’ReportAuditor Chamber of Russia(Certificate No. 4209 issued on December 28, 2009)Minutes of June 23, 2010Signed on March 23, 2010; unqualified audit opinionI. Yu. MakhovaAuditor Qualification License No. K005166General Registration Number on the Register of Auditors:29701044832

22. AppendicesANALYSISThis Report is prepared pursuant to:1. The Federal Law “On Joint-Stock Companies”2. The Articles of Association of the Company3. Regulations for the Internal Audit Commission4. The decision adopted by the Annual General Meeting of Shareholders on the electionof the Internal Audit Commission (the Minutes of June 23, 2010)5. Other regulatory documents and decisions of the Company’s authorized bodiesPurpose: to confirm the reliability of the accounting (financial) statements and the AnnualReport of the Company for 2010. The reliability in all material respects means the degree of accuracyof data that enables the users of these statements to draw correct conclusions about the resultsof economic operations, the financial position, and the property status of the Company and makereasonable decisions based on such conclusions.Subject: the accounting (financial) statements and the Annual Report, compliance of theCompany’s financial and economic operations with the applicable laws and internal local regulatorydocuments, and the assessment of effects of post balance sheet events on indicators of theaccounting (financial) statements.This Report is an official publishable document intended for shareholders, investors, andother stakeholders.Our Internal Audit was conducted in accordance with:- Federal Law No. 129-FZ of November 21, 1996, “On Accounting”- Order of the Ministry of Finance of the Russian Federation No. 34n of July 29, 1998, “Onthe Approval of the Regulations for Accounting in the Russian Federation”- Order of the Ministry of Finance of the Russian Federation No. 67n of July 22, 2003, “Onthe Forms of Accounting Statements of Organizations”- The Accounting Policy of JSC IDGC Holding (Order No. 144 of December 30, 2008) asamended by Order No. 468 of December 30, 2009- Other legislative acts and internal local regulationsResponsibility for compliance of financial and economic operations with the laws of theRussian Federation lies with the Company’s executive body, Director General N. N. Shvets.Our Internal Audit was so planned and carried out as to obtain reasonable assurance aboutwhether the Company’s accounting (financial) statements for 2010 and the Company’s AnnualReport for 2010 are free of material misstatements.The Internal Audit included examining, on a test basis, evidence supporting the meaning anddisclosure of information in the Company’s accounting (financial) statements for 2010 and theCompany’s Annual Report for 2010, and included assessing the accounting principles and methods,statement preparation rules, rules of determining significant estimates, and effects of post balancesheet events on indicators of the accounting (financial) statements.

JSC IDGC Holding. Annual Report 2010Our Internal Audit examined compliance by the Company with the laws of the RussianFederation. We audited compliance of several financial and economic operations conducted by theCompany with the laws solely in order to obtain reasonable and sufficient assurance about whetherthe Company’s accounting (financial) statements for 2010 and the Company’s Annual Report for2010 are free of material misstatements.Out Internal Audit determined materiality as 5,746.7 million rubles (the aggregate permissibleerror).Materiality is understood to be the ability of information disclosed in the annual statements andthe Annual Report to have an effect on decisions made by the users of such statements. We view theaggregate permissible error as a criterion for confirming that the Company’s statements are reliable.Place of the examination: Moscow, Ulansky pereulok, 26, str. 1Examined period: The Internal Audit of the accompanying accounting (financial) statements andAnnual Report of the Company for 2010 covered the period:1) reporting period:from January 1, 2010, to and including December 31, 2010, for financial and economic operationsin 20102) post balance sheet events:from January 1, 2011, to and including April 20, 2011first day of the year followingthe reporting yearThis Report is dated the last date of the Internal Audit.last day of the annual internal audit,but not earlier than the date of the statementsThe Company’s accounting (financial) statements for 2010 and the Company’s Annual Reportfor 2010 are prepared in accordance with legislative acts and regulations of the Russian Federation(Russian Accounting Standards) and the Company’s internal local regulatory documents.The composition of the Company’s accounting (financial) statements confirmed by theInternal Audit Commission is as follows:ItemFormNo.Statement Form NameDate of Approval byManagementNumber ofDocumentPages1. 1 Balance Sheet March 22, 2011 42. 2 Profit and Loss Statement March 22, 2011 23. 3 Statement of Changes in Capital March 22, 2011 34. 4 Cash Flow Statement March 22, 2011 15. 5 Appendix to the Balance Sheet March 22, 2011 66. - Explanatory Note March 22, 2011 457. -8. -Auditors’ Report on the Accounting (Financial)Statements for the Period from January 1, 2010, toand Including December 31, 2010Annual Report(consolidated report containing information on subsidiaries anddependent companies)March 23, 2011Not approved bymanagement as of theinternal audit date3excludingappendicesWe believe that the our Internal Audit provides a reasonable basis for our opinion on the reliabilityof the Company’s accounting (financial) statements for 2010 and the Company’s AnnualReport for 2010.276

22. AppendicesII. CONCLUSIONIn the opinion of the Internal Audit Commission, the information contained in the accompanyingaccounting (financial) statements and Annual Report of the Company for 2010 is reliable.DISSENTING OPINIONNo member of the Internal Audit Commission has a dissenting opinion that is different fromthe opinion stated in the conclusion of this Report.Approved by Minutes of the Internal Audit Commission No. 6 of April 20, 2011Chairperson of the Internal Audit CommissionSecretary of the Internal Audit CommissionMembers of the Internal Audit CommissionG. V. UpatovaD. M. GorevoyA. S. KolyadaO. A. OreshkinA. M. Kuryanov