Regulations on Insider Information of Open Joint-Stock Company Inter RAO UES (Revised)

Approved by Resolution of the Board of Directors of OJSC Inter RAO dated November 28, 2013 (Minutes No. 104 dated December 02, 2013)

Regulations on Insider Information of Open Joint-Stock Company Inter RAO UES (revised)

Moscow 2013

Table of Contents:

1. GENERAL PROVISIONS ...... 3 2. BASIC TERMS, DEFINITIONS AND ABBREVIATIONS USED IN THE REGULATIONS ...... 4 3. OBJECTIVES OF THE REGULATIONS ...... 6 4. MEASURES FOR PREVENTING UNLAWFUL USE OF INSIDER INFORMATION . 7 5. INSIDER INFORMATION ...... 8 6. LIST OF INSIDERS...... 9 7. INSIDER INFORMATION USAGE RESTRICTIONS ...... 12 8. PROCEDURE FOR ACCESS TO INSIDER INFORMATION AND RULES FOR PROTECTION OF CONFIDENTIALITY OF INSIDER INFORMATION ...... 13 9. TRANSACTIONS MADE BY INSIDERS ...... 14 10. CONTROL OVER COMPLIANCE WITH INSIDER INFORMATION LEGISLATION. INSIDER INFORMATION CONTROL UNIT...... 16 11. RESPONSIBILITY ...... 19 12. FINAL PROVISIONS ...... 20 Appendix No. 1 to the Regulations on Insider Information of OJSC Inter RAO ... 21 Appendix No. 2 to the Regulations on Insider Information of OJSC Inter RAO ... 23 Appendix No. 3 to the Regulations on Insider Information of OJSC Inter RAO ... 25 Appendix No. 4 to the Regulations on Insider Information of OJSC Inter RAO ... 27 Appendix No. 5 to the Regulations on Insider Information of OJSC Inter RAO ... 29

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1. GENERAL PROVISIONS 1.1. These Regulations on insider information (hereinafter the "Regulations”) were developed in accordance with the requirements of the Federal Law "On the Prevention of Unlawful Use of Insider Information and Market Manipulation and on Introducing Amendments to Certain Legislative Acts of the Russian Federation” (hereinafter the “Federal Law”), Federal Law “On the Securities Market”, Federal Law “On Joint-Stock Companies”, legislative acts of the federal executive authority on financial markets, the Company's Articles of Association, and the local regulatory acts of the Company. 1.2. These Regulations are the local regulatory document of the Company. 1.3. These Regulations govern the following issues: the procedure for creating the list of insider information;  the procedure for creating the List of Company Insiders and submission of the list to interested parties;  the rules of notification to insiders by the Company and rules of notification to the Company by insiders;  the procedure for accessing insider information and disclosure of insider information to interested parties;  rules for protecting the confidentiality of insider information;  rules of transactions with financial instruments and/or goods of the Company made by insiders;  rules for controlling compliance with the legislation of the Russian Federation in the sphere of insider information circulation management and protection and market manipulation;  powers and responsibilities of the Insider Information Control Unit;  other issues associated with insider information circulation and protection.

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2. BASIC TERMS, DEFINITIONS AND ABBREVIATIONS USED IN THE REGULATIONS Company - Open Joint-Stock Company Inter RAO UES (OJSC Inter RAO). Insider information - Exact and specific information which has not been distributed or disclosed (including secretive information constituting commercial, internal, banking, or communication information [with regard to information on postal money transfers] and other secrets protected by law), the distribution or disclosure of which may have a significant effect on prices of financial instruments, goods of the Company, and foreign currencies, and which qualifies as information included in the corresponding list of insider information, approved by the Federal Financial Markets Service (FFMS) (Bank of Russia regulation) (in accordance with part 1 of Article 2 of Federal Law No. 224-FZ dated July 27, 2010 "On the Prevention of Unlawful Use of Insider Information and Market Manipulation and on Introducing Amendments to Certain Legislative Acts of the Russian Federation"). List of Company insider - Exhaustive list of information that is attributed information to insider information by the Company, built on the basis of the insider information list approved by the FFMS of Russia (regulation of the Bank of Russia) and approved by the Resolution of the Chairman of the Management Board of the Company. Submission of - Provision of access to information for a certain information group of persons according to the procedure guaranteeing submission of the information to this group. Information disclosed on the securities market is considered to be information in respect of which actions for its submission to a certain group of persons have been undertaken. Information disclosure on - Provision of access to information for all securities market interested parties regardless of the objectives of information acquisition according to the procedure guaranteeing retrieval and acquisition of the information. Information disclosed on the

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securities market is considered to be information in respect of which actions for its disclosure have been undertaken.

Distribution of - Actions: information a) aimed at the acquisition of information by an undefined group of persons or transmission of information to an undefined group of persons, including its disclosure according to the securities legislation of the Russian Federation; b) connected with the publication of information in mass media, including electronic and telecommunications networks, access to which is not limited to a certain group of persons (including the Internet); c) connected with information distribution through electronic and telecommunications networks, access to which is not limited to a certain group of persons (including the Internet). Insider - A person who has access to insider information based on law, local regulatory acts of the Company, official position, performance of job duties, and on the basis of a civil law agreement. A legal entity is entered into the List of Company Insiders without entering employees of that entity into the List. List of Company Insiders - The document created by the Company on the basis of Federal Law No. 224-FZ dated July 27, 2010 "On the Prevention of Unlawful Use of Insider Information and Market Manipulation and on Introducing Amendments to Certain Legislative Acts of the Russian Federation”. The List of Company Insiders contains personal data and is a confidential document. The List of Company Insiders is submitted to the Listing Authorities according to the procedure established by those Listing Authorities. Unlawful use of insider - Intentional use of insider information for information making transactions with financial instruments and/or goods of the Company at one's own expense or on behalf of another person, as well

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as intentional use of insider information by providing recommendations to third parties, obliging or inducing them to buy or sell financial instruments and/or goods of the Company, and the unlawful transfer of insider information to another person. Insider Information - Business unit empowered by the Chairman of Control Unit the Management Board of the Company to verify the Company's compliance with the legislation of the Russian Federation on insider information and market manipulation (including requirements of Federal Law No. 224-FZ dated July 27, 2010 "On the Prevention of Unlawful Use of Insider Information and Market Manipulation and on Introducing Amendments to Certain Legislative Acts of the Russian Federation").

3. OBJECTIVES OF THE REGULATIONS The objectives of these Regulations are as follows:

 observance of the legislation of the Russian Federation in the sphere of insider information circulation, regulation and protection, as well as market manipulation within the Company;

 compliance of the Company’s internal documents with international corporate management standards;

 assistance in the provision of fair pricing on financial instruments and/or goods of the Company and when concluding contracts that are financial derivatives, the pricing of which depends on the price of securities and/or goods of the Company; equality of investors and strengthening of mutual trust through implementation of a legal mechanism for the prevention, detection, and termination of abuses during commercial tenders in the form of unlawful use of insider information and market manipulation;

 protection of rights and property interests of the shareholders and persons trading financial instruments and/or goods of the Company;

 ensuring the economic security of the Company;

 determination of the procedure for accessing insider information, the rules for protecting its confidentiality, and the procedure for controlling

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compliance with the requirements of the Federal Law and rules and regulations adopted in connection with it;

 establishing control over insider information circulation within the Company;

 informing the persons included in the List of Company Insiders about the requirements of the legislation of the Russian Federation on insider information circulation and market manipulation;

 ensuring the protection of the Company's reputation and increasing trust in the Company by shareholders, investors, partners, and professional securities market participants.

4. MEASURES FOR PREVENTING UNLAWFUL USE OF INSIDER INFORMATION 4.1. In order to prevent, identify, and stop unlawful use of insider information and market manipulation, the Company takes the following measures:  develops and approves the List of Insider Information, compiled in accordance with legal requirements, regulatory acts of the federal executive authority for the securities market/Bank of Russia, and resolution of the Board of Directors of the Company;  establishes measures aimed at compliance with insider information of the Company;  maintains the list of insiders and submits it to the listing authorities according to legal requirements;  requires the insiders’s compliance with the usage procedure for insider information on the basis of regulatory documents, employment, civil and other contracts;  applies predefined sanctions to the persons liable for violation of the usage procedure for insider information, and has the right to claim damages caused to the Company as a result of violation of the usage procedure for insider information by the named persons;  takes other actions aimed at ensuring the procedure for insider information usage and compliance with legal requirements and these Regulations.

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5. INSIDER INFORMATION 5.1. The following information is considered to be insider information:  information, an exhaustive list of which is approved by the federal executive authority for the securities market (regulation of the Bank of Russia);  information recognized as such (confirmed as insider information) by the Resolution of the Chairman of the Board of the Management Board of the Company at the suggestion of the Insider Information Control Unit on the basis of the list of insider information determined by the FFMS of Russia (Bank of Russia). The list of insider information is a public document and shall be disclosed on the Company's website. 5.2. Information not considered to be insider information:  information that became available to an unrestricted group of persons, including, as a result, its distribution;  information on the basis of widely available research, forecasts, and assessments in relation to financial instruments and/or goods of the Company, as well as recommendations and/or suggestions on operations with financial instruments and/or goods of the Company;  insider information after its official publication. 5.3. The procedure and deadlines for disclosure or submission of insider information are defined by regulatory documents of the FFSM of Russia (regulations of the Bank of Russia) and by the rules of the Company developed on such basis. 5.4. If after the disclosure or submission of insider information, some details included in the information have changed, the information about this must be disclosed or submitted according to the same procedure no later than the next business day following the moment when the Company became or should have become aware of the changes.

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6. LIST OF INSIDERS 6.1. The List of Insiders is maintained to account for insiders within the Company. 6.2. The business unit responsible for maintaining the List of Company Insiders and reporting to the Board of Directors of the Company is the Department of Corporate Relations of the Corporate and Property Relations Unit. 6.3. Company insiders entered into the List of Company Insiders are: 1) persons who have access to the Company’s insider information on the basis of contracts concluded by the Company with corresponding persons, including auditors (auditing companies), appraisers, credit organizations, professional participants of the securities market, and insurance companies; 2) members of the Board of Directors; 3) members of the Management Board; 4) Chairman of the Management Board (acting Chairman of the Management Board, temporary sole executive body, managing body [director]); 5) members of the Revision Commission; 6) information agencies that disclose or submit Company information; 7) persons carrying out ratings of the Company, as well as the Company’s shares; 8) persons who have access to the Company’s insider information on the basis of employment and/or civil contracts concluded with the appropriate persons; 9) other persons whose entry into the List of Company Insiders is binding according to requirements of the legislation of the Russian Federation. 6.4. Persons holding at least 25 percent of voting rights in the higher governing body of the Company are insiders, but are not included in the List of Company Insiders. 6.5. The List of Company Insiders shall include the following information on the Company: 6.5.1. Full official name of the Company; 6.5.2. Short official name of the Company; 6.5.3. INN of the Company; 6.5.4. OGRN of the Company; 6.5.5. Location and mailing address of the Company; 6.5.6. Contact phone number, fax number, and e-mail address of the Company. 6.6. The List of Company Insiders may include the following information on insiders that are legal entities: 6.6.1. Full official name; 6.6.2. INN;

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6.6.3. OGRN; 6.6.4. Location and mailing address; 6.6.5. Contact phone number, fax number, and e-mail address. 6.7. The List of Company Insiders may include the following information on insiders who are people: 6.7.1. Full name; 6.7.2. Date and place of birth of the person; 6.7.3. Identification document data (series, number); 6.7.4. Date of issue of the identification document and issuing authority (name, code of subdivision); 6.7.5. Place of residence; 6.7.6. Mailing address (for documents). 6.8. The List of Insiders shall include information on the date and grounds for inclusion of an insider in the List of Company Insiders, as well as information on the date and grounds for exclusion of an insider from the List of Company Insiders (when excluding an insider from the List of Company Insiders). The Department of Corporate Relations of the Corporate and Property Relations Unit maintains the List of Insiders and ensures its timely submission to the listing authorities in accordance with the procedure established by the respective listing authorities. 6.9. The specific list of information required for inclusion in the List of Company Insiders is determined according to the rules approved by the federal authority for the securities market (regulation of the Bank of Russia). 6.10. Information on the persons included in the List of Company Insiders specified in clauses 6.6 and 6.7 hereof shall be amended within 1 (one) business day from the moment the Corporate and Property Relations Unit has been officially informed by the person whose information has changed on the fact of the corresponding changes. 6.11. A person who is to be included in the List of Company Insiders is included in the List upon receipt by the Company from that person of personal details as stipulated by clause 6.7 of these Regulations. 6.12. The Company shall notify the person of their inclusion in the List of Company Insiders or of their exclusion from the List of Company Insiders (when the insider is excluded from the List of Company Insiders) within 7 (seven) business days from the date of inclusion of the person in the list or the date of exclusion of the person from the list, respectively. 6.13. Notification of inclusion of the person in the List of Company Insiders and of exclusion from the List of Company Insiders is sent against signature to the person included/excluded in/from the List of Company Insiders or is sent via post, telegraph, teletype, electronic or other means of communication to the address

Regulations on Insider Information of OJSC Inter RAO 11 known to the Company that allows it to confirm receipt of the notification by this person. 6.14. The recommended formats of notifications described in clauses 6.12 and 6.13 hereof are given in Appendices No. 1-4 hereto, respectively. The right to sign the notifications described in clauses 6.12 and 6.13 is granted to the Chairman of the Management Board and other persons determined by the Chairman of the Management Board of the Company. The Company is entitled to use other forms of notifications that comply with the requirements of the Bank of Russia's regulations. 6.15. The Company keeps record of all notifications submitted in accordance with these Regulations. All information on submitted notifications is stored in the Company for at least 5 (five) years from the date of exclusion of the insider from the List of Company Insiders. 6.16. If the notification of exclusion of the person from the List of Insiders sent by the Company to the last known address of the person included in the List of Company Insiders was not received by the intended person, the Company shall undertake reasonable and available measures to identify this person's address where the notification can be sent. 6.17. The List of Company Insiders and other required documents are submitted by the Company to the listing authorities, through which trading operations with financial instruments or goods of the Company are carried out, by a written request of the corresponding listing authority within the time frame indicated in the written request of the listing authority, which cannot be less than: 5 (five) business days from the date of receipt by the Company of a written request from the listing authority on the submission of the list of insiders, if the listing authority has requested insiders lists within 10 (ten) days or less;  20 (twenty) business days from the date of receipt by the Company of a written request from the listing authority on the submission of the list of insiders, if the listing authority has requested insiders lists within more than 10 (ten) days; 6.18. The deadline for submission of the List of Company Insiders to the listing authority may be extended by the listing authority upon a well-grounded written request from the Company, but no more than for 15 (fifteen) business days. 6.19. The written request of the listing authority may specifically indicate certain person(s), information on the presence of whom in the List of Company Insiders as of an exact date(s) or for a defined period of time shall be submitted to the listing authority. Upon receiving a written request from the listing authority, as specified by this clause, the Company shall transfer to the listing authority an extract from the List of Company Insiders with regard to the respective person or a certificate of the absence of such person from the List of Company Insiders as of the required date(s) or for the required period of time.

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7. INSIDER INFORMATION USAGE RESTRICTIONS 7.1. It is prohibited to use insider information for trading financial instruments and/or goods of the Company to which the insider information relates to at one's own expense or on behalf of another person, excluding cases expressly stipulated by the legislation of the Russian Federation. 7.2. It is prohibited to give insider information to third parties, excluding persons on the List of Company Insiders, and only for the performance of their duties that are stipulated by the legislation or internal documents of the Company, or for performance of their job duties. 7.3. It is prohibited to give recommendations to any third parties based on insider information, oblige or induce them in any other way to buy or sell financial instruments and/or goods of the Company, as well as conclude contracts being derivatives, pricing on which depends on such shares or goods of the Company. 7.4. It is prohibited to take actions considered by the legislation of the Russian Federation to be market manipulation. 7.5. It is not prohibited to transfer insider information for its publication to editors of mass media, editor-in-chiefs, journalists, or other mass media employees. Publication of insider information in the mass media shall not be regarded as a breach of the prohibition established herein. Furthermore, transfer of such information for its publication shall not release an entity from liability for the unlawful receipt, use, or disclosure of information that constitutes a state, tax, commercial, internal, banking, or communication secret (as regards information on postal money transfers) and other secrets protected by law, and from compliance with the duty to disclose or provide insider information.

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8. PROCEDURE FOR ACCESS TO INSIDER INFORMATION AND RULES FOR PROTECTION OF CONFIDENTIALITY OF INSIDER INFORMATION 8.1. Members of the Board of Directors, members of the Revision Commission, the Chairman of the Management Board, and members of the Management Board of the Company have the right to access insider information. 8.2. Insiders not mentioned in clause 8.1 of these Regulations have the right to access insider information necessary for the performance of their duties directly stipulated by the legislation, internal documents of the Company, or employment or civil contracts with the Company. 8.3. Individuals who have access to the Company’s insider information must comply with the restrictions set forth in clause 7 of these Regulations and the legislation of the Russian Federation. 8.4. Any individual who does not have access to the Company’s insider information, but obtained such information, must comply with the restrictions set forth in clause 7 of these Regulations and the legislation of the Russian Federation. 8.5. When concluding contracts with legal entities that will receive access to the Company’s insider information based on said contracts, it is mandatory to include into these contracts specific clauses that stipulate the responsibility of such entities to comply with the requirements of the Regulations and the legislation of the Russian Federation on insider information and market manipulation. 8.6. When concluding employment and civil contracts with persons who will receive access to the Company’s insider information based on said contracts, it is mandatory to include into these contracts specific clauses that stipulate the responsibility of the persons to comply with the requirements of these Regulations and the legislation of the Russian Federation on insider information. 8.7. To achieve the objectives defined in Article 3 hereof, the Company may perform any and all necessary actions to protect insider information from its unlawful use, including, but not limited to, the following:

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 Grant the right (deny the right, limit the right) to access the Company’s insider information to employees, officers of the Company, and other persons who have access to insider information based on employment or civil relationships;  Determine the premises (places) for the storage of insider information where entry is made and a special access control is established; conduct video and photo recording of persons entering and exiting such premises (places);  Limit the right to access the Company's premises that hold documents considered to be insider information;  Determine the insider information storage media and establish specific rules for handling such media;  Use software and hardware tools and applications that prevent unlawful access to insider information and limit insider information circulation via communication channels (including e-mail and the Internet);  Establish and maintain a registration journal for insider information circulation and record instances of access to insider information;  Destroy data storage media containing insider information not subject to disclosure, storage of which is not envisaged within the Company. 8.8. Insider information of the Company may be provided in accordance with a reasonable request signed by an authorized person from government agencies.

9. TRANSACTIONS MADE BY INSIDERS 9.1. Insiders entered into the List of Company Insiders must send notification to the Company about transactions made within 10 (ten) business days from the trade date of the corresponding transaction, when such persons are: 1) Members of the Board of Directors (Supervisory Board), members of the Management Board, the Chairman of the Management Board (including any managing body, director or temporary sole executive body) and/or members of the Revision Commission (inspector) of the Company; 2) Members of the Board of Directors (Supervisory Board), members of the collegiate executive body, a person acting as a sole executive body and/or members of the Revision Commission (inspector) of the managing body acting as a sole executive body of the Company; 3) Persons who have access to the Company’s insider information based on employment and/or civil contracts concluded with the Company.

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9.2. Notifications of transactions made by insiders are sent to the federal executive body for financial markets (Bank of Russia) upon its request (order, instruction). 9.3. An insider who receives a request from the Company (where he/she is on the List of Insiders) or the federal executive body for financial markets (Bank of Russia) must send a notification of transactions made to the corresponding addressee within 10 (ten) business days from the date of receipt of such request (order, instruction). 9.4. The insider is entitled to list several transactions made within one notification provided that the conditions of each trade are specified separately. 9.5. Members of the Board of Directors, the Chairman of the Management Board (managing body and its officers acting as a sole executive body of the Company), and members of the Management Board of the Company must disclose to the Company information on the possession of Company shares. 9.6. Notifications described in clause 9.1 of these Regulations shall be sent to the federal executive body for financial markets (Bank of Russia) and to the Company by any means that allow for confirmation of receipt. 9.7. Notifications described in clause 9.1 of these Regulations shall be sent to the Bank of Russia by one of the following means: 1) To the mailroom of the Bank of Russia (headquarters of the Bank of Russia’s Financial Markets Service); 2) By registered mail with delivery notification; 3) By an electronic document signed by electronic signature in accordance with requirements of the legislation of the Russian Federation; 4) By notification via web interface in the Client Area of a participant of information exchange, a link to which is located on the website of the federal executive body for financial markets. 9.8. Notifications to the Company described in clause 9.1 of these Regulations shall be sent to the Company by one of the following means: 1) To the mailroom of the Company; 2) By post via registered mail with delivery notification; 3) By an electronic document signed by electronic signature in accordance with requirements of the legislation of the Russian Federation to the Company's official e-mail address.

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9.9. Notifications described in clause 9.1 of these Regulations sent via hard copy and consisting of more than 1 (one) page shall be numbered, attached together, and signed on every page. The signatures of the authorized representatives are required on the attachment of notifications described in clause 9.1 of these Regulations sent to the Company by legal entities. 9.10. If notification is sent by a duly authorized representative of the insider on his/her behalf, a notarized copy of the power of attorney or another applicable document describing the powers shall be forwarded along with the notification. 9.11. The Insider Information Control Unit conducts analysis of possible use of insider information during closure of transactions declared in the notifications and described in clause 9.1 of these Regulations, and also analyzes transactions and identifies insider transactions not listed in the notifications. 9.12. Notifications sent to the Company by insiders who are people shall contain the personal details of those individuals and shall be of a confidential nature (according to clause 7 of Federal Law No. 152-FZ dated July 27, 2006 “On Personal Data”).

10. CONTROL OVER COMPLIANCE WITH INSIDER INFORMATION LEGISLATION. INSIDER INFORMATION CONTROL UNIT. 10.1. Insiders must comply with the requirements of the legislation of the Russian Federation, by-laws, regulations, these Regulations, and other local rules and regulations of the Company:  concerning the procedure for making transactions with financial instruments and/or goods of the Company;  concerning the procedure and deadlines for insiders’ submission of notifications about transactions made with shares and/or goods of the Company and closing contracts being derivative financial instruments, pricing on which depends on shares and/or goods of the Company,  other imposed restrictions and requirements according to the legislation of the Russian Federation. 10.2. The Insider Information Control Unit exerts control over the Company's compliance with the requirements of the legislation of the Russian Federation, by-laws, regulations in the sphere of insider information circulation and confidentiality protection and market manipulation, as well as the local regulations elaborated and approved by the Company on their basis, and these Regulations. 10.3. The composition of employees of the Insider Information Control Unit is determined by the Chairman of the Management Board of the Company.

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10.4. Employees of the Insider Information Control Unit are insiders and are included in the List of Company Insiders. 10.5. The Insider Information Control Unit performs the following functions:  Oversees the Company's compliance with the legislation of the Russian Federation in the sphere of insider information circulation and market manipulation;  Develops and submits for approval by the authorized individuals the local regulatory documents of the Company developed for compliance with the requirements of the legislation of the Russian Federation in the sphere of insider information circulation and market manipulation;  Develops and submits for approval by the Chairman of the Management Board of the Company the list of Company insider information;  Maintains the List of Company Insiders and ensures that changes are made to the List of Company Insiders;  Notifies the insiders of their inclusion in the List of Company Insiders;  Notifies persons and/or legal entities of their exclusion from the List of Company Insiders;  Notifies the individuals included in the List of Company Insiders of changes in the details of the Company, in case of such changes;  Provides storage of notifications sent by the Company to the individuals included in the List of Company Insiders;  Provides storage of received permissions from individuals included in the List of Company Insiders to use their personal data;  Submits the List of Company Insiders, as well as all required documents to the List of Company Insiders, to the listing authorities through which transactions with financial instruments or goods of the Company are made;  Submits the List of Company Insiders to other individuals authorized to receive it according to the law of the Russian Federation (provided that reasonable and well-grounded requests signed by authorized individuals have been received);  Analyzes and checks the validity of notifications received from insiders about transactions made with shares and/or goods of the Company;

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 Analyzes employment and civil contracts for their compliance with the requirements of the legislation of the Russian Federation in the sphere of insider information and market manipulation, these Regulations, and the local regulations of the Company;  Creates and submits to the Audit Committee under the Board of Directors of the Company a report on the Company's compliance with the requirements of the legislation of the Russian Federation in the sphere of insider information and market manipulation, as well as these Regulations. The report includes, among other things, the information on transactions made by insiders with shares and/or goods of the Company;  Submits to the Board of Directors of the Company, the report preliminarily reviewed by the Audit Committee under the Board of Directors of the Company on the Company's compliance with the requirements of the legislation of the Russian Federation in the sphere of insider information and market manipulation, as well as these Regulations.  Performs other functions assigned to it according to the legislation of the Russian Federation in the sphere of insider information and market manipulation, these Regulations, and local regulations of the Company. 10.6. While performing their functions, employees of the Insider Information Control Unit are authorized to:  obtain and store the Company's insider information;  be on the Company's premises where the Company's insider documents are located;  request and obtain information and/or documents from the individuals included in the List of Company Insiders related to compliance (non- compliance) with the legislation of the Russian Federation in the sphere of insider information and market manipulation, these Regulations, and local regulations of the Company;  take any other necessary measures in order to ensure the Company’s compliance with the legislation of the Russian Federation in the sphere of insider information and market manipulation. 10.7. The Insider Information Control Unit reports to the Board of Directors of the Company. 10.8. The Insider Information Control Unit delivers to the Board of Directors the report (taken into consideration by the Audit Committee under the Board of Directors) on compliance with the requirements of legislation of the

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Russian Federation in the sphere of insider information and market manipulation and these Regulations. 10.9. The Company submits information to the Bank of Russia (Bank of Russia’s Financial Markets Service) regarding unlawful use of the Company's insider information or any other violation of the requirements of legislation in the sphere of insider information and market manipulation, the local regulations, and these Regulations at the suggestion of the Insider Information Control Unit.

11. RESPONSIBILITY 11.1. Company insiders who are employees of the Company are liable for the unlawful use of insider information and may be brought to disciplinary, administrative, criminal or civil liability according to the legislation of the Russian Federation and conditions of contracts with the Company. 11.2. Company insiders who are non-employees of the Company are liable for the unlawful use of insider information and may be brought to administrative, criminal or civil liability according to the legislation of the Russian Federation and conditions of contracts with the Company. 11.3. Other individuals who are not included in the List of Company Insiders but who distribute insider information or make transactions with financial instruments and/or goods of the Company using insider information, with exceptions specified by the legislation of the Russian Federation, can also be brought to liable. 11.4. Individuals who allowed the unsanctioned distribution, execution of transactions, and other unlawful use of insider information bear responsibility for their misconduct and/or inaction. 11.5. The Company and/or individuals who, as a result of unlawful use of insider information have incurred losses, have the right to claim damages against individuals liable for unlawful use and/or distribution of insider information.

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12. FINAL PROVISIONS 12.1. If any of the clauses of these Regulations contradict the legislation of the Russian Federation or the Articles of Association of the Company, these clauses are considered void. The invalidity of certain clauses of these Regulations does not lead to invalidation of the remaining clauses of the Regulations or the Regulations as a whole. 12.2. Any amendments or additions/updates to these Regulations shall be approved by the Board of Directors of the Company. 12.3. These Regulations and their appendices shall be published on the official website of the Company at http://www.interrao.ru/.

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Appendix No. 1 to the Regulations on Insider Information of OJSC Inter RAO

Attn.: To:

dated “ ” 201 ...

No.

NOTICE of inclusion of an individual in the List of Insiders

No. I. Company Information

1.1 Full official name of the Company Open Joint-Stock Company INTER RAO UES

1.2 Company INN 2320109650 1.3 Company OGRN 1022302933630 1.4 Company location 27 Bolshaya Pirogovskaya Street, Building 2, Moscow, 119435 Russian Federation 1.5 Company mailing address 27 Bolshaya Pirogovskaya Street, Building 2, Moscow, 119435 Russian Federation 1.6 Company phone number 8(495) 664-88-40 1.7 Company fax number 8(495) 664-88-41 1.8 Company e-mail address [email protected] 1.9 Insider category1 1.10 Full name of contact person

No. II. Information on the person included in the List of Company Insiders

2.1 Insider's full name 2.2 Insider's date of birth 2.3 Insider's place of birth 2.4 Company name 2.5 Position within the company

No. III. Information on the grounds for sending the notice 3.1 Grounds for sending the notice Inclusion in the List of Insiders 3.2 Date of inclusion in the List of Insiders 3.3 Grounds for inclusion in the List of Insiders 3.4 Number of the article's clause

1 The category (categories) of an insider, as stipulated by Article 4 of Federal Law No. 224-FZ dated July 27, 2010 "On the Prevention of Unlawful Use of Insider Information and Market Manipulation and on Introducing Amendments to Certain Legislative Acts of the Russian Federation".

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3.5 Financial instrument

Please be aware that starting from the day that a person is entered into the List of Company Insiders, restrictions are imposed on this person as an insider, as stipulated by Article 6 of Federal Law No. 224-FZ dated July 27, 2010.

(job title (signature) (initials, last name) of the authorized person of the Company) Stamp here (seal)

Regulations on Insider Information of OJSC Inter RAO 23

Appendix No. 2 to the Regulations on Insider Information of OJSC Inter RAO Attn.:

To:

dated “ ” 201 ...

No.

NOTICE of exclusion from the List of Insiders

No. I. Company Information 1.1 Full official name of the Company Open Joint-Stock Company INTER RAO UES

No. II. Information on the person excluded from the List of Company Insiders 2.1 Insider's full name 2.2 Insider's date of birth 2.3 Insider's place of birth 2.4 Company name 2.5 Position within the company

No. III. Information on the grounds for sending the notice 3.1 Grounds for sending the notice Exclusion from the List of Insiders 3.2 Date of exclusion from the List of Insiders

2 The category (categories) of insider, as stipulated by Article 4 of Federal Law No. 224-FZ dated July 27, 2010 "On the Prevention of Unlawful Use of Insider Information and Market Manipulation and On Introducing Amendments to Certain Legislative Acts of the Russian Federation".

Regulations on Insider Information of OJSC Inter RAO 24

3.3 Grounds for exclusion from the List of Insiders 3.4 Number of the article's clause 3.5 Financial instrument

(job title (signature) (initials, last name) of the authorized person of the Company) Stamp here (seal)

Regulations on Insider Information of OJSC Inter RAO 25

Appendix No. 3 to the Regulations on Insider Information of OJSC Inter RAO

Attn.:

To:

dated “ ” 201 ...

No.

NOTICE of inclusion of an individual in the List of Insiders

No. I. Company Information 1.1 Full official name of the Company Open Joint-Stock Company INTER RAO UES

No. II. Information on the person included in the List of Company Insiders 2.1 Insider's full official name .

2.2 Insider's INN 2.3 Insider's OGRN

3 The category (categories) of insider, as stipulated by Article 4 of Federal Law No. 224-FZ dated July 27, 2010 "On the Prevention of Unlawful Use of Insider Information and Market Manipulation and On Introducing Amendments to Certain Legislative Acts of the Russian Federation".

Regulations on Insider Information of OJSC Inter RAO 26

3.4 Number of the article's clause 3.5 Financial instrument

(job title (signature) (initials, last name) of the authorized person of the Company) Stamp here (seal)

Regulations on Insider Information of OJSC Inter RAO 27

Appendix No. 4 to the Regulations on Insider Information of OJSC Inter RAO

Attn.: To:

dated “ ” 201 ...

No.

NOTICE of exclusion from the List of Insiders

No. I. Company Information

1.1 Full official name of the Company Open Joint-Stock Company INTER RAO UES 1.2 Company INN 2320109650 1.3 Company OGRN 1022302933630 1.4 Company location 27 Bolshaya Pirogovskaya Street, Building 2, Moscow, 119435 Russian Federation 1.5 Company mailing address 27 Bolshaya Pirogovskaya Street, Building 2, Moscow, 119435 Russian Federation 1.6 Company phone number 8(495) 664-88-40 1.7 Company fax number 8(495) 664-88-41 1.8 Company e-mail address [email protected] 1.9 Insider category4 1.10 Full name of contact person

No. II. Information on the person excluded from the List of Company Insiders 2.1 Insider's full official name

2.2 Insider's INN 2.3 Insider's OGRN

No. III. Information on the grounds for sending the notice 3.1 Grounds for sending the notice Exclusion from the List of Insiders 3.2 Date of exclusion from the List of Insiders 3.3 Grounds for exclusion from the List of Insiders

4 The category (categories) of insider, as stipulated by Article 4 of Federal Law No. 224-FZ dated July 27, 2010 "On the Prevention of Unlawful Use of Insider Information and Market Manipulation and On Introducing Amendments to Certain Legislative Acts of the Russian Federation".

Regulations on Insider Information of OJSC Inter RAO 28

3.4 Number of the article's clause 3.5 Financial instrument

(job title (signature) (initials, last name) of the authorized person of the Company) Stamp here (seal)

Regulations on Insider Information of OJSC Inter RAO 29

Appendix No. 5 to the Regulations on Insider Information of OJSC Inter RAO

NOTICE on a transaction made by an insider using a financial instrument and/or goods of OJSC Inter RAO 1. Insider's full name (person) / Insider's full official name (legal entity) 2. Type and details of identification document of the insider (person) / INN and OGRN of the insider (legal entity) 3. Place of registration of the insider (person) / Location of the insider (legal entity) 4. Full official name of the entity in the List of Insiders Open Joint-Stock Company INTER RAO UES 5. Date of transaction 6. Type of transaction (operation) 7. Amount of transaction (operation) 8. Place of transaction (listing authority name or OTC market) 9. Kind, category (type), series of shares (for transactions with shares) 10. Full official name of the issuer of shares (for transactions with Open Joint-Stock Company shares) INTER RAO UES 11. State registration number of the issue of shares (for transactions with shares) 12. Price of one share (for all transactions with shares, not including repurchase transactions) 13. Purchase and sale price of one share under repurchase transaction (for repurchase agreements) 14. Number of shares (for transactions with shares) 15. Type of contract being a financial instrument derivative (for transactions with financial instrument derivatives) 16. Title (code) of the contract being a financial instrument derivative, which is used by the listing authority in the shares market (for transactions with financial instrument derivatives) 17. Price of one contract being a financial instrument derivative (premium under the option) (for transactions with financial instrument derivatives) 18. Number of contracts being financial instrument derivatives (for transactions with financial instrument derivatives) 19. The execution price of the contract being a financial instrument derivative (for transactions with financial instrument derivatives) 20. Type of currency (for transactions with currency) 21. Type of goods (for transactions with goods) 22. Quantity of goods (for transactions with goods) 23. Price per item of goods (for transactions with goods)

(date) (signature) * (printed name)*

* To be specified if the notice is sent as a hard copy.

Regulations on Insider Information of OJSC Inter RAO