Conclusion of the Revision Commission of Public Joint Stock Company Inter Rao Ues
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To the Meeting of Shareholders of PJSC Inter RAO CONCLUSION OF THE REVISION COMMISSION OF PUBLIC JOINT STOCK COMPANY INTER RAO UES March 31, 2020 Moscow In accordance with the Articles of Association of PJSC Inter RAO (hereinafter referred to as the Company), Federal Law of the Russian Federation No. 208-FZ dated December 26, 1995 "On Joint Stock Companies," the Regulations on the Revision Commission of Open Joint Stock Company Inter RAO UES approved by the annual General Shareholders Meeting of OJSC Inter RAO dated May 29, 2015 (Minutes No. 15 dated June 1, 2015), and the resolution of the Revision Commission of PJSC Inter RAO dated July 4, 2019 (Minutes No. 2 dated July 4, 2019), in the period from February 24, 2019 to March 31, 2019, the Company's Revision Commission in the following composition (titles are indicated as at the time of election): Chairman of the Revision Commission: Gennady Ivanovich Bukayev, General Director of JSC ROSNEFTEGAZ, Vice President and Head of the Internal Audit Unit of Rosneft Oil Company; Commission Members: Tatiana Borisovna Zaltsman, Head of the Economic Planning Department of the Financial and Economic Center of PJSC Inter RAO; Svetlana Nikolayevna Kovalyova – Director for Internal Audit, Head of the Internal Audit Department of PJSC FGC UES; Yekaterina Alekseyevna Snigiryova, Deputy Head of the Department of Property Affairs and Privatization of Major Organizations of the Federal Agency for State Property Management (Rosimushchestvo); Igor Vladimirovich Feoktistov, Internal Control Director of PJSC FGC UES; conducted an inspection of financial and commercial activities of PJSC Inter RAO based on 2019 results. As a part of the inspection of the financial and economic activities of PJSC Inter RAO, the Revision Commission carried out the following tasks: - supervision of the financial and economic activities of the Company; - control of compliance of the Company’s financial and economic activities with the Russian Federation laws and the Company’s Articles of Association; - an independent evaluation of information on the financial condition of the Company. The opinion of the Revision Commission is prepared based on the results of an inspection of the following materials: - Accounting (financial) statements of PJSC Inter RAO for 2019, including all annexes and explanatory notes; - Annual report of PJSC Inter RAO for 2019; - Independent Auditor’s Report (Ernst & Young LLC) on the Accounting Statements of PJSC Inter RAO for 2019; - Business Plan Accomplishment Report of PJSC Inter RAO and Inter RAO Group for 2018 and 2019; - Annual Comprehensive Procurement Program Accomplishment Report of PJSC Inter RAO for 2019; - Minutes of the Board of Directors of PJSC Inter RAO, materials of the Management Board of PJSC Inter RAO; 1 - Auditor's report on the assessment of the effectiveness of the risk management and internal control system of Inter RAO Group for 2019; - Investment Program Accomplishment Report of PJSC Inter RAO for 2019; - Auditor's report on the assessment of the corporate management practice of PJSC Inter RAO for 2019; - Report on related-party transactions entered into in 2019; - Selectively, contracts and primary documents, other documents. Based on the review of the submitted materials, the Revision Commission notes the following: 1. The annual report of the Company for 2019 includes data not only on the legal entity, PJSC Inter RAO, but also on the legal entities that are part of Inter RAO Group. 2. The annual report of the Company for 2019 was prepared using data from IFRS statements of Inter RAO Group. Responsibility for the preparation of the accounting statements of the Company and compliance with the procedures for accounting and with other requirements of the legal acts of the Russian Federation shall be born by PJSC Inter RAO in accordance with the Russian laws. In the opinion of the Revision Commission, the materials presented and reviewed during the inspection are sufficient to make reasonable conclusions and findings. The overall results of the inspection and recommendations for the Company's management team are specified in the Inspection Certificate. Based on the inspection results, the Revision Commission is ready to state as follows: 1. The Revision Commission has identified no cases of significant noncompliance with the requirements of the regulations of the Russian Federation and internal regulatory documents; 2. The Revision Commission has identified no cases of significant defects in the record-keeping of the financial indicators of the Company's activities, which could result in the significant misstatement of the value of assets and liabilities as of December 31, 2019 and the financial results of the Company's activities for 2019. 3. The risk management and internal control system, corporate management practice and internal audit of PJSC Inter RAO provide efficient control over the main business processes of the Company. Based on the completed revision inspection and taking into consideration the opinion of the independent auditor of the Company (Ernst & Young LLC, report dated February 10, 2020, prepared on the basis of Agreement No. ECU-2019-00214 dated September 23, 2019, concluded in accordance with Minutes of the Annual General Meeting of Shareholders of PJSC Inter RAO No. 18 dated May 21, 2018), the Revision Commission has sufficient grounds to confirm the reliability of all the material aspects of the annual accounting (financial) statements of the Company for 2019, as well as to confirm the accuracy of the data of the annual report of PJSC Inter RAO for 2019 and the report on related-party transactions entered into by PJSC Inter RAO in 2019. 2 Members of the Revision Commission of PJSC Inter RAO: Chairman of the Revision Commission General Director of JSC ROSNEFTEGAZ, Vice President and Head of the Internal Audit Unit of Rosneft Oil Company /Signature/ G. I. Bukayev Head of the Economic Planning Department of the Financial and Economic Center of PJSC Inter RAO /Signature/ T. B. Zaltsman Director for Internal Audit, Head of the Internal Audit Department of PJSC FGC UES /Signature/ S. N. Kovalyova Deputy Head of the Department of Property Affairs and Privatization of Major Organizations of the Federal Agency for State Property Management (Rosimushchestvo) /Signature/ E. A. Snigiryova Internal Control Director of PJSC FGC UES (title is indicated as at the time of election) /Signature/ I. V. Feoktistov Read and understood: General Director PJSC Inter RAO /Signature/ B. Yu. Kovalchuk Chief Accountant PJSC Inter RAO /Signature/ A. P. Vainilavichute 3 .