Annual report 2010

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