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INTER RAO: Business Description

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INTER RAO: Business Description Strategical Importance 31 March 2021 Strategical Importance Key Highlights ▪ Inter RAO is strategically important for the national economy and energy security ▪ The Company is the only entity responsible for the national power export and import ▪ The Russian government demonstrated its support of Inter RAO: transfer of non-privatized stakes in state-owned Russian utilities (via May 2011 additional share issue), RUB 21bn equity injection through VEB, facilitating access to liquidity at short notice, provision of subsidies for fuel purchases (TGK-11) and guarantees in relation to international investment projects ▪ In October 2014 Inter RAO exercised its call option, buying 5.07% of its own stock from VEB for RUB 31.4 bn. ▪ 5/11/2015 the project financing (Governmental Decree № 1044 dated 11/10/2014) in the amount RUB 10,5 bn for 7 years was implemented under the Program of support of investment programs on the territory of the Russian Federation ▪ Support of the Supply segment within the President Decree (№ Pr-837 dated 21/05/2020) on improving the level of payment for consumers financed from the federal budget, the budgets of the constituent entities of the RF and municipal budgets. Shareholder Structure 1 June 2018 July 2018 Inter RAO Group and PJSC FGC UES signed a Inter RAO Group and RusHydro Group signed a purchase purchase agreement for 7.0% of PJSC Inter RAO agreement for 4.915% of PJSC Inter RAO shares. shares. The cost of deal is RUB24.5 billion. The total cost of the transactions is RUB17.2 billion. PJSC FGC UES 8.57% Free-float 34.24% ❖ Retain key shareholders Rosneftegaz Group ❖ Find best possible ways to use treasury shares of the Group 27.63% ▪ Partnership with a strategic investor Inter RAO Capital 29.56% ▪ Use as a deal currency in M&A transactions ▪ Long-term management incentive program Number of ordinary shares (units): 104.4 bn ▪ Other options as may be approved by the Board of Directors TOPIC(1) as OF of THE 31 .PRESENTATION12.2020 2 Board of Directors Strong Russian Government Representation in INTER RAO’s Board Executive/ Name Non-executive/ Position Government Representative Independent role Chairman of the Board of PJSC Inter RAO / Chief Executive Officer, Formal representative of the Russian Igor Sechin Non-executive Chairman of the Management Board, Deputy Chairman of the Board Government of Directors of PJSC NK Rosneft Deputy Chairman of the Board of PJSC Inter RAO / Director of the Formal representative of the Russian Dmitry Shugaev Non-executive Federal Service For Military-Technical Cooperation Government Boris Ayuyev Independent Not a government representative Senior vice-president for Sustainable Development of PJSC MMC Andrey Bougrov Independent Not a government representative Norilsk Nickel Anatoly Gavrilenko Non-executive CEO Leader CJSC Not a government representative Formal representative of the Russian Boris Kovalchuk Executive CEO PJSC Inter RAO Government Alexander Lokshin Independent First Deputy Director General for Nuclear Energy Not a government representative Head of the Department of International Finance at MGIMO under Vladimir Milovidov Independent Not a government representative the Ministry of Foreign Affairs of Russia Andrey Murov Non-executive First Deputy Director General – CEO of PJSC Rosseti Not a government representative Ronald James Pollett Independent Chairman GE in Russia and CIS Not a government representative Elena Sapozhnikova Senior Independent Partner of Digital Horizon Ventures LLC Not a government representative 3 StrategicalTOPIC OF THE Importance PRESENTATION Corporate Governance Structure 4 .
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