Annual report 2010

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.