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2019 Appendices to Annual Report

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2019 Appendices to Annual Report 15 YEARS — UNITING THE ENERGY APPENDICES to 2019 Annual report CONTENT APPENDIX NO.1 INFORMATION ON COMPLIANCE WITH THE RUSSIAN CORPORATE GOVERNANCE CODE ....................................................................................................... 4 APPENDIX NO.2 Information (Report) on Interested-Party Transactions Concluded by PJSC RusHydro in 2019 ......................................................................................................... 41 APPENDIX NO.3 Information on Participation in Other Organizations ............................... 48 3.1. Information Concerning All Forms of the Company's Shareholding in Commercial Entities, including its Objectives, Form and Financial Involvement, Basic Data on the Entities (Main Statutory Activities, Earnings, Profit) and Efficiency Indicators, in Particular, the Amount of Dividends Received for the Owned Shares in the Reported Period ..................................... 48 3.2. Information Concerning All Forms of the Company's Participation in Non-Commercial Entities, including the Entity Name, Date of Joining, Subscription Fee in RUB/other currency, Area of the Entity's Activities.......................................................................................... 59 3.3. Information Concerning Shares/Stakes Purchase Contracts made by PJSC RusHydro in 2019, Indicating the Parties to the Contracts, their Subject, Price, and other Terms ........... 63 APPENDIX NO.4 Information on the Decisions Adopted by RusHydro’s Board of Directors in 2019............................................................................................................................ 67 APPENDIX NO.5 Information on the Meetings of the Committees under the Board of Directors .....................................................................................................................131 Audit Committee under the Board of Directors................................................................131 Nominations and Compensations Committee under the Board of Directors........................147 Strategy Committee under the Board of Directors...........................................................166 Investments Committee under the Board of Directors .....................................................177 Far East Energy Development Committee under the Board of Directors ............................192 Committee on Reliability, Energy Efficiency and Innovations under the Board of Directors..199 APPENDIX NO.6 Information on the Sale of Non-Core Assets of PJSC RusHydro for 2019 .203 APPENDIX NO.7 Information on Pending Legal Proceedings ...........................................208 APPENDIX NO.8 Information Concerning the State Support Received by the Company in the Reporting Year, Including Information on the Subsidies Granted (in Rubles), Aim of Use, Information on the Use of Funds as of the End of the Reporting Period............................209 APPENDIX NO.9 Report on the Long-term Development program implementation of the RusHydro Group for the year of 2019 ............................................................................211 9.1. Methodology for calculation and evaluation of Key Performance Indicators of RusHydro Group's Long-Term Development Program.....................................................................242 APPENDIX NO.10 Independent Assurance Report on the Fulfilment of the Long-Term Development Programme of RusHydro Group for 2019 ...................................................269 2 APPENDIX NO.11 Information Concerning Establishment of Unified Treasuries in the Head Companies, Subsidiaries, and Affiliates ..........................................................................272 APPENDIX NO.12 Information on the Actual Results of the Implementation of Executive Orders and Instructions issued by the President of the Russian Federation and by the Government of the Russian Federation in 2019 ..............................................................274 APPENDIX NO.13 Information about Legal Entities Controlled by the Company that are of Material Significance ....................................................................................................285 APPENDIX NO.14 List of the Most Significant Transactions Carried out by the Company and other Major Controlled Legal Entities for the last year .....................................................291 APPENDIX NO.15 Accounting statements and the Independent Auditor's audit report as of December 31, 2019 (in accordance with RAS) ................................................................298 APPENDIX NO.16 Consolidated financial statements prepared in accordance with IFRS and an audit opinion for the year ended December 31, 2019 and as of that date.....................368 APPENDIX NO.17 Opinion of the Internal Audit Commission of Public Joint-Stock Company Federal Hydro-generating Company RusHydro (PJSC RusHydro) following RusHydro’s 2019 financial and business performance audit.......................................................................439 APPENDIX NO.18 ǹonsideration of stakeholders’ recommendations given at the Public Hearings in 2019 (Report for 2018 Draft).......................................................................445 APPENDIX NO.19 ǹonsideration of stakeholders’ recommendations given at the Public Hearings in 2020 (Report for 2019 Draft).......................................................................446 APPENDIX NO.20 Certificate of Public Certification of the Report by the RUIE Council on Non-Financial Reporting ...............................................................................................450 APPENDIX NO.21 Organizational structure of PJSC RusHydro.........................................451 APPENDIX NO.22 GRI indicator consolidation boundaries and additional disclosures ........452 3 APPENDIX NO.1 INFORMATION ON COMPLIANCE WITH THE RUSSIAN CORPORATE GOVERNANCE CODE Hereby the Board of Directors of PJSC RusHydro announces the observance of the principles of corporate governance enshrined in the corporate governance Code and the reasons of partially observance and non-observance the particular principles of the Russian Corporate Governance Code. Information on principles and recommendations of the Corporate Governance Code that are not complied with by PJSC RusHydro or are compiled by PJSC RusHydro not in full with description of the extent to which they are not complied with: Partially complied principles: principle 1.1.6 is not complied with in the following part: not all candidates for the Company's management and control bodies were present at the General meeting of shareholders of the Company. principle 2.8.5 is not complied with in the following part: independent directors head not all committees, but only part of them. principle 7.2.2 is not complied with in the following part: list of grounds on which members of the Board of Directors and other parties stipulated by the legislation are considered interested in the transactions of the Company, is not widened. Principles not complied with: principle 2.4.3: independent directors comprise not less than one third of the elected members of the Board of Directors. Detailed information on the compliance of RusHydro with the principles and recommendations of the Corporate Governance Code recommended for use by the Bank of Russia is indicated in the table on "Compliance with the principles and recommendations of the Corporate Governance Code". A brief description of the most significant aspects of the model and practice of corporate governance in the Company, a description of the methodology by which the Company assessed the compliance with corporate governance principles enshrined in the Corporate Governance Code recommended by the Bank of Russia, as well as planned (proposed) actions and activities of the Company to improve the model and practice of corporate governance with an indication of the timing of the implementation of such actions and activities is indicated in the chapter “Corporate Governance” of this Annual Report. 4 The Company issues internal documents and corporate governance practices of the Company in accordance with the provisions of the Code of the Company. Thus, the Company respects the fundamental principles and recommendations of the Code. The reasons for the difference in some provisions of the Company's Corporate Governance Code from the principles of the recommendations of the Corporate Governance Code recommended by the Bank of Russia: the inapplicability of a number of provisions of the Code to the Company (for example, the absence of preferred shares). Key reasons explanation, factors and (or) circumstances due to which the Company does not comply with with or complies not in full with the principles of corporate governance, set out in the Corporate Governance Code and description of mechanisms and governance tools that are used by the Company in place of (substitute) recommended by the Corporate Governance Code are given below in column 5 of the table of the Report on compliance with the principles and recommendations of the Code of Corporate Governance. The Company complies with all recommendations of the Corporate Governance Code, which are reflected in the requirements of the Moscow Stock Exchange Listing Rules, which are mandatory for issuers whose shares are in the First level of the list of securities. Information on compliance with the principles and recommendations of the Corporate Governance Code1 No. Corporate Governance
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